This Licence Agreement is a legal agreement between Pause Productions Inc. ("Pause") and yourself ("User") setting out the terms and conditions of your use of the JewelCreator software ("JewelCreator") you are about to log into. By logging into the password protected JewelCreator site at "jewelcreator.com" or any subdomain therein (herein, the "Websites") and gaining access to the software, you, the User, agree to be bound by the terms of service of this Licence ("Terms of Service") and you agree that Pause will treat your use of the software as acceptance of the Terms of Service. If you do not agree to the terms of this Terms of Service, you are not permitted to use JewelCreator.

Users that are provided access to JewelCreator under a service engagement with Pause ("Paid User Accounts") and Users that are provided access to JewelCreator because they have a business relationship with parties holding Paid User Accounts ("Complimentary Users") will all be subject to the Terms of Service. A User, or Users in the plural form, refers to both Paid User Accounts and Complimentary Users collectively.

Pause reserves the right to update or change the Terms of Service without notice. Newly developed features and tools implemented and released into JewelCreator will be subject to the Terms of Service. Continued use of JewelCreator and any released features and changes shall constitute the User's consent to such changes. Any suggestions or requests by the User for enhancements, customizations or modifications will be integrated within JewelCreator will remain the property of Pause. The most up-to-date version of this Terms of Service can be reviewed at any time at http://www.jewelcreator.com/terms-of-service/.

JewelCreator is provided as a service. It cannot be downloaded or installed on hardware or equipment owned by the User. This Terms of Service is not a sale of the Software and you do not become the owner of the Software through your purchase or use. Pause retains ownership of JewelCreator and all copies, and reserves all rights not expressly granted to you under this Terms of Service. Violation of any of the terms described in the Terms of Service by the User may result in the immediate termination of the User's account.

Your Information and Content

Users have the ability to post content and data with the purposes of the sale and fulfillment of products and services by displaying and distributing information with other parties in the forms including, but not limited to, of text-based data, images, font files, electronic documents, media and files (herein the "Content") on JewelCreator. The User agrees that

• Pause is not responsible for the Content posted on the Websites and any other Users' exposure or consumption of any of this Content.
• Users must comply with copyright laws in the User's jurisdiction when posting or distributing Content
• The User agrees that it will not post or distribute any Content that Is unlawful, harmful, threatening, abusive, harassing, pornographic, vulgar, obscene, threatening, tortuous, defamatory, libelous, hurtful or racially / ethnically objectionable or invasive of another's privacy.
• Pause does not review any of the User Content but reserves the right to refuse or remove any Content posted to JewelCreator.
• Pause claims no intellectual property of the Content posted to JewelCreator
• The User will not post or transmit unsolicited emails or messages considered "spam".
• If Users are provided with a unique username and password for the administration of posted Content. Users are encouraged to select secure passwords. Pause will not be responsible for maintaining the security of your account and passwords. Pause will not be liable for any loss or damage due to the Users' failure to comply with this security obligation.
• If the User has trading agreements with other Users or third-parties connecting to Jewelcreator, the User authorizes Pause to send and receive the User's Content with these Users and third-parties through JewelCreator as per the User's request.

The Users of Paid User Accounts agree that:

• the User owns or has a valid license for use for internet-based distribution and is responsible for all Content on the Websites.
• The User is responsible for the information and data managed within JewelCreator.
• The User's Content and use of any personally identifiable information will be subject to the privacy policies as dictated by each individual User.

General Terms

• Users may use JewelCreator at their own risk.
• Users may not reproduce, duplicate, copy, rent, lease, loan, sell, resell, relicense, assign or exploit JewelCreator in part or as a whole.
• Users may not create derivative works based upon all or any part of JewelCreator.
• Users may not modify, adapt, change or hack JewelCreator.
• The overall look and feel of JewelCreator are copyright of Pause and may not be copied or reproduced for other purposes
• Users may not decompile, reverse engineer, disassemble or otherwise reduce JewelCreator to a human-perceivable form.
• Users may not use JewelCreator for any illegal or unauthorized purposes.
• Users agree not to violate any laws in the use of JewelCreator.
• Pause makes no warranties with respect to JewelCreator, either express or implied. JewelCreator is provided on an "as is" basis as it is available without warranty of any kind, either express or implied, including, but not limited to, any implied warranty of merchantability, fitness for a particular purpose or non-infringement. Pause does not warrant the performance of or the results you may obtain from use of JewelCreator, or that JewelCreator will meet your requirements, or that the use of JewelCreator will be uninterrupted or free of error.
• In no event will Pause, its associated companies or their directors, officers, employees or agents be liable to the User or its Members for any direct, indirect, consequential or incidental damages, losses or, expenses of any kind, whether loss of profits, business interruption, or otherwise arising out of or resulting from JewelCreator, however caused, even if Pause or any of its associated companies or their directors, officers, employees or agents has been advised of the possibility of such damages, losses or expenses. This disclaimer constitutes an essential part of the Terms of Service and no use of JewelCreator is authorized except as subject to this disclaimer.
• To the extent permitted by law, in no event shall Pause be liable for personal injury, or any incidental, special, indirect or consequential damages whatsoever, including, without limitation, damages for loss of profits, loss of data, business interruption or any other commercial damages or losses, arising out of or related to the User's use or inability to use JewelCreator, however caused, regardless of the theory of liability (contract, tort or otherwise) and even if Pause has been advised of the possibility of such damages. In no event shall Pause's total liability to the User and its Members for all damages (other than as may be required by applicable law in cases involving personal injury) exceed the amount of fifty dollars ($50.00).
• If any provision of this Terms of Service shall be determined invalid for any reason, the remaining provisions shall not be invalidated and shall remain in full force and effect.
• Pause will provide technical support to the User for paid accounts that are in good standing.
• The User understands and accepts that Pause uses third-party vendors and partners to provide JewelCreator, hardware, storage, networking and any related technologies to provide the service of JewelCreator.
• The failure of Pause to enforce or exercise any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. The Terms of Service constitutes the entire agreement regarding the terms of use of JewelCreator between you and Pause including, but not limited to, any prior versions of the Terms of Service.
• Pause reserves the right at any time to temporarily or permanently discontinue or modify JewelCreator (or any part thereof) with or without any notice to the User.
• Pause may collect statistical information such as usage or traffic patterns in aggregate form to create billing reports for Users, monitor and improve JewelCreator, but such information will not include personally identifying information of the Users' Members. Pause may access the User Content to respond to service or technical problems with JewelCreator. The User is solely responsible for the accuracy, quality, integrity, legality, reliability, appropriateness and copyright of all Content.
• Pause uses cookies in JewelCreator and may provide notices to your Members that cookies are in use on the Websites.

Fees

The use of JewelCreator is subject to the following Billing and Refund policies as it applies to Paid User Accounts:

• All fees (herein "Service Fees") are calculated and charged in CAD.
• All Service Fees are exclusive of any applicable taxes, levies or duties (in Canada, GST or HST if the Customer is located in the provinces of British Columbia, Ontario, Newfoundland, New Brunswick or Nova Scotia).
• All Paid User Accounts may be subject to a Monthly Fee (herein "Monthly Fee") paid in advance and a pay per use event transaction fee (herein "Transaction Fee") as per the rates agreed upon at the time of account activation or renewal.
• Monthly Fees are charged and invoiced on the last calendar day of each month for JewelCreator for the duration of the following calendar month.
• Transaction fees based on events ("Event Transaction Fees") are calculated and invoiced at the end of the last calendar day of each month for the month they are being charged.
• The Event Transaction Fees (with the specifics of each charge negotiated with Pause) for the Software Service are calculated for the following events:
  • When any User completes the customization or personalization of a JewelCreator Item and saves this information for the purposes of adding to a shopping cart or to have other Users retrieve the saved customized or personalized information at a future date ("Add to Cart" events).
  • When any User ships a purchased item to another User for product fulfillment ("Processed Order Item" events).
  • When a User ships an item to another User for service fulfillment ("Processed Service Item" events).
• All fees are non-refundable.
• Any customization, training or consulting services requested by Paid Account Users will be invoiced in the calendar month as the services are rendered
• The payment terms for all invoices for Paid User Accounts in good standing is 30 days upon receipt. Paid User Accounts in arrears with Pause for either the usage of JewelCreator or the rendering of services will be subject to having their access to JewelCreator terminated immediately. Any Paid User Accounts that have had JewelCreator access suspended or terminated within the last twelve (12) calendar months will be considered an account not in good standing and subject to payment terms of 7 days upon invoice receipt.

Cancellation and Termination

A request to terminate the usage of JewelCreator must be provided to Pause in writing before the last calendar day of the month to be effective as of the end of the last calendar day of the subsequent month. Any pre-paid amounts will not be refundable. Upon termination, all data and content will be deleted and will be unrecoverable upon cancellation.

Pause reserves the right to cancel and terminate Paid User Accounts or refuse service to any User due to non-payment, abuse of the Service or any other violation of the Terms of Service.

Privacy

Pause is committed to the protection of the Users' information. Sensitive and personal information is kept secure and is strictly confidential. JewelCreator and its Websites have security measures in place to protect against loss, misuse and alteration of the information under our control. Access to your personal information by Uplifter representatives and its agents are limited to a strictly need-to-know basis. All computers on which your personal information is stored are password protected.

During the course of rendering services to Users, we may collect, should they provide it, personal information including, but not limited to, the Users' name, organization name, email address, billing and shipping information for the following purposes:

• engaging in the contracting of services pr purchasing of products of other Users
• managing business activities
• to provide other Users with information based on your interest and inquiries
• to promote services and offers that may be of interest to other Users customers and prospective customers
• to enable us to develop and customize products and services to better meet the needs of our customers or prospective customers

Personal information of Users may be shared with third party service providers for the sole purpose of rendering our services to you or as you may otherwise consent. It may also be disclosed if JewelCreator or Pause is acquired or sold. Your information may also be provided to law enforcement agencies by court order, search warrant or where required by law.

Your personal information is never exchanged with, sold, rented or disclosed to any third party except for the reasons above.

Pause does not directly contact your customers or partners except in the functions that are related to your use of JewelCreator.

JewelCreator may log the IP address with which Users are accessing JewelCreator or the Websites. This information may be used in accordance with law enforcement authorities or financial institutions to identify security issues, which include, but may not be limited to, fraudulent credit card use.

Pause is not responsible for the privacy practices of its Users, the organizations that use JewelCreator and the individuals that are responsible for the personal information of the organization's users and customers. If you have concerns of how your personal information is being used by an organization that uses JewelCreator, please contact your organization directly. Users are responsible for the collection, use and disclosure of the personal information of their customers and trading partners.

This Websites and or JewelCreator may contain links to other sites. Pause is not responsible for any privacy practices of those organizations or the content on those websites.

If you have any questions about this Privacy Policy, the practices of the Websites, our JewelCreator and your dealings with Pause, you can contact us by mail at:

Pause
2552 Bristol Circle
2nd Floor
Oakville, ON L6H 5S1

Pause Productions Inc. is a wholly Canadian owned company registered in the country of Canada.