Terms of Use and Privacy Statement for Circle K Chatbot

Effective Date: March 6th, 2025

1. USE OF THE CHATBOT

These Terms of Use (the “Terms”) govern your use of the Circle K Conversational AI Platform (the “Chatbot”) operated by Circle K Stores Inc., Couche-Tard Inc. and Mac’s Convenience Stores Inc. and their respective affiliates (collectively, “Circle K”, the “Company”, “we”, “us” or “our”) in the United States and Canada and are in addition to terms of use applicable to the website, mobile application and/or B2B platform on which you may be accessing the Chatbot (the “Site Terms of Use”) and our Privacy Policy. These Terms constitute a binding legal agreement between you, as a user of the Chatbot, and us, as the provider of the Chatbot. Your access to and use of the Chatbot requires your compliance with these Terms and the Site Terms of Use. By accessing and/or using the Chatbot, you agree to be bound by these Terms and acknowledge and consent to our data practices described herein and our Privacy Policy.

The Chatbot is not intended for access or use outside of the United States and Canada. You are responsible for ensuring that your access to or use of the Chatbot are legal in each jurisdiction in or through which you access or use the Chatbot.

2. AMENDMENTS TO THE TERMS

We may periodically update the Terms. It is your responsibility to review the posted Terms each time you use the Chatbot. Each time you access or use the Chatbot you are entering into a new agreement with us on the then applicable Terms.

We will provide advance notice of any significant changes to the Terms. Notifications will be made through:

Chatbot Interface: A notification will appear when you interact with the Chatbot.
Website Notice: Updates will be posted prominently on our website with the revised effective date.

3. ELIGIBILITY TO USE THE CHATBOT

To access or use the Chatbot, you must be over the age of 16. Circle K does not knowingly provide the Services to any person under the age of 16.

4. PRIVACY STATEMENT

This privacy statement is designed to help you understand how we process your personal information when you access or use the Chatbot. It outlines what information we collect, how we use it, the measures we take to keep your data secure, the partners we engage with and your privacy rights. We hope you will find this privacy statement easy to understand. Data protection laws are important – they strengthen your rights and ensure fair and transparent information processing by organizations. While many of these rules may appear complicated, most of them derive from common sense and general respect towards each other and environment. We take our data protection responsibilities seriously, and we require the same from our partners.

4.1 How to contact us

If you have any questions about how we handle your personal information, please contact us as indicated below.

By mail:

If you are in the U.S.

Legal Department c/o Privacy Officer
Circle K Stores Inc.
1130 West Warner Road, Building B
Tempe, Arizona 85284
United States

If you are in Canada

Legal Department c/o Privacy Officer
Alimentation Couche-Tard Inc.
4204 Industriel Boulevard
Laval, QC H7L 0E3
Canada

Toll-free number: 1-833-662-0510

Email: privacyoffice@circlek.com

4.2 How and when does this privacy statement apply

This privacy statement applies to your interactions with the Chatbot across various channels, including our public websites, mobile applications, and B2B platforms. By engaging with the Chatbot, you agree to the processing of your data as described in this statement.

Please be aware that you are interacting with an AI-powered chatbot, which uses artificial intelligence to generate responses to your queries.

We process your personal information in accordance with applicable laws.

4.3 Purposes of the processing of your personal information

We process personal information to provide and improve our Chatbot services and ensure effective and timely support for our users. Our purposes include:

Offering instant, customized responses to inquiries across various B2C and B2B topics.
Facilitating seamless interactions within our mobile applications and websites.
Supporting and troubleshooting issues encountered by users, including customers and employees, during standard operations.
Initiating user-requested processes, including raising support tickets or launching specific workflows.
Enhancing customer service and user experience by analyzing interaction data to refine AI capabilities and provide a more personalized experience, logic development, natural language understanding, and virtual assistant precision.
Monitoring and improving the performance of products, services, and processes using aggregated and anonymized statistics, ensuring these insights remain unassociated with specific users.

Your use of the Chatbot is entirely voluntary. By accessing and using the Chatbot you are giving your explicit consent for us to process your personal information during our interaction. You may withdraw your consent at any time, and this will stop the Chatbot from processing your requests, although you will be able to access support via e-mail or phone (see Contact Us page on our website).

4.4 Personal information we process

(a) For Chatbot Operation
To operate the Chatbot, we collect and use the following personal information:

Mandatory Data (required for service functionality):
- For Unrecognized Users:
  - Browser information (for technical delivery)
  - IP address (for security purposes)
  - Chat content (for response generation)
For Logged-in Users or Users that require later response:
- Email address (for account identification)
  - First and last name (for personalization)
  - Employee/Customer ID (for account linking)
  - Phone number (for account identification)

The provision of your personal information is necessary to use the Chatbot services. If you choose not to provide mandatory personal information, we may not be able to offer you some functionalities of the Chatbot.

(b) For Functionality, Security, and Performance Measurement

We collect data to ensure the Chatbot's functionality and security, including:

Crash Logs and Diagnostic Data:
- System errors and performance issues, generally without user-specific data.
- Usage Data:
  - Interaction patterns (clicks, navigation paths).
  - Device and browser analytics.
  - Aggregated or anonymized statistical data for service improvement.

The Chatbot uses various storage technologies, including cookies and local storage, to enhance your experience:

Essential Technologies (based on legitimate interests):
- Session Storage
  - Purpose: Maintains conversation continuity during your chat session
    - Duration: Cleared when you close your browser
    - Data stored: Technical parameters required to maintain the session
  - Local Storage
    - Purpose: Stores your chat history and preferences
    - Duration: Until manually cleared
    - Data stored: User-defined settings, and your conversation history with unique identifier for each conversation (last 30 days) to allow for easy access of previous interactions
- Analytics Technologies (based on consent):
  - Performance Cookies
    - Purpose: Preserves visitor sessions for AI-driven customer support.
    - Duration: The cookie expires after each session and has a type HTTP Cookie.
    - Data stored: Anonymized interaction metrics, performance data
  - Third-party Analytics
    - Provider: Such as Google analytics
    - Purpose: Service improvement and bug detection
    - Duration: 30 days

Managing Your Preferences: You can control these technologies through:

Your browser settings

If you choose to disable essential storage technologies, some Chatbot features may not function properly. You can withdraw your consent for analytics technologies at any time through our preference center.

4.5 How we use your personal information

Service Provision: To respond to your inquiries and provide relevant information or assistance.
Enhancements: To improve our AI models and business processes based on interaction analytics.
Personalization: To offer tailored content, promotions, or services.
Security: To protect against fraudulent or unauthorized activities.
Compliance: To adhere to legal obligations and regulatory requirements.
Automated Decision-Making and AI Processing: Our Chatbot employs artificial intelligence and automated processing to:
- Response Generation:
  - Process: The AI analyzes your questions and matches them with appropriate responses from its knowledge base
  - Logic: Uses natural language processing to understand context and intent
  - Impact: Determines the information you receive and response timing
- Personalization:
  - Process: Analyzes your interaction history and preferences
  - Logic: Uses pattern recognition to tailor responses to your needs
  - Impact: Affects the content and style of responses you receive
- Profiling Activities:
  - Process: We analyze your interaction history, preferences, and usage patterns using automated algorithms.
  - Logic: This helps us understand your interests and tailor the Chatbot's responses accordingly.
  - Impact: Enhances your experience by providing more relevant and personalized information. However, it may influence the information presented to you.
- Security Screening:
  - Process: Automated analysis of interactions for potential security risks
  - Logic: Pattern matching against security rule sets
  - Impact: May temporarily restrict service access if suspicious patterns are detected

You have the right to:

Request human review of any automated decision
- Express your point of view about automated decisions
- Contest any automated decision by contacting our support team
- Opt-out of personalization while maintaining access to basic Chatbot services

4.6. Your privacy rights

Depending on where you reside, you may exercise certain privacy rights. For information on your rights as data subjects, please visit our Privacy Policy. To exercise your rights, you may contact Circle K in the following ways:

By mail:

If you are in the U.S.

Legal Department c/o Privacy Officer
Circle K Stores Inc.
1130 West Warner Road, Building B
Tempe, Arizona 85284
United States

If you are in Canada

Legal Department c/o Privacy Officer
Alimentation Couche-Tard Inc.
4204 Industriel Boulevard
Laval, QC H7L 0E3
Canada

Toll-free number: 1-833-662-0510

Email: privacyoffice@circlek.com

Visiting our request portal: Individual Rights Request Form

4.7. Data processors and transfer of data

Circle K may share your personal information with trusted partners (data processors) to facilitate our Chatbot services. These partners are carefully selected and bound by strict data protection agreements to ensure the security and confidentiality of your data.

4.8. Data retention

Circle K will retain your personal information for as long as necessary to fulfill the purposes for which it was originally collected, as described in these Terms.

4.9. International Data Transfers

We may share personal information within the Circle K group of companies, including in Canada, the United States and the European Union. Some of our service providers may also access, process or store your personal information outside of the country or the province where we are located and where you reside. As a result, when your personal information is used or stored in a jurisdiction other than where you are residing, it may be subject to the law of this foreign jurisdiction, including any law permitting or requiring disclosure of the information to the government, government agencies, courts and law enforcement in that jurisdiction. To ensure your data remains protected during these transfers, we implement strict safeguards as required by applicable laws.

4.10. Data Security

We implement appropriate technical and organizational measures to protect your personal information against unauthorized access, alteration, disclosure, or destruction. Access to your data is limited to authorized personnel who require it to perform their job functions.

In the unlikely event of a data breach affecting your personal information, we will promptly notify you as required by law.

5. EXCLUSION AND DISCLAIMER OF WARRANTIES

THE COMPANY, ITS AFFILIATES, AND THEIR SERVICE PROVIDERS AND LICENSORS MAKE NO REPRESENTATION OR WARRANTY REGARDING THE FUNCTIONALITY, THE GOOD WORKING ORDER OR CONDITION OF THE CHATBOT, ITS ACCURACY, ADEQUACY OR COMPLETENESS, ITS SUITABILITY FOR USE, OR THAT ITS USE, OR ANY INFORMATION OR MATERIAL, INCLUDING ANY DOWNLOADABLE SOFTWARE, ACCESSED FROM OR THROUGH THE CHATBOT WILL BE UNINTERRUPTED OR ERROR-FREE. THE COMPANY DOES NOT REPRESENT, WARRANT OR UNDERTAKE THAT ANY ERRORS ON OR RELATING TO THE CHATBOT WILL BE CORRECTED, OR THAT ANY SERVER FROM WHICH THE CHATBOT IS OPERATED OR WILL BE FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS. FURTHERMORE, THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO ANY ANSWERS, RESPONSES, GUIDELINES, GUIDANCE, PRODUCT AND/OR SERVICES AVAILABLE ON OR PROMOTED THROUGH THE CHATBOT. TO THE FULLEST EXTENT PERMITTED BY LAW, THE COMPANY, ITS AFFILIATES, AND THEIR SERVICE PROVIDERS AND LICENSORS DISCLAIM ANY AND ALL REPRESENTATION, WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, ARISING BY STATUTE, CUSTOM, COURSE OF DEALING, COURSE OF PERFORMANCE OR IN ANY OTHER WAY, WITH RESPECT TO ANY ANSWERS, RESPONSES, GUIDELINES, GUIDANCE, PRODUCTS AND/OR SERVICES AVAILABLE ON OR PROMOTED THROUGH THE CHATBOT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE COMPANY, ITS AFFILIATES, AND THEIR SERVICE PROVIDERS AND LICENSORS DISCLAIM ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS OF NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE CHATBOT ANY PRODUCTS AND/OR SERVICES AVAILABLE ON OR PROMOTED THROUGH THE CHATBOT (THE “COMPANY OFFERINGS”).

EXCEPT AS EXPRESSLY PROVIDED FOR IN THESE TERMS, THE COMPANY OFFERINGS ARE PROVIDED TO YOU ON AN “AS IS”, “AS AVAILABLE”, “WITH ALL FAULTS” BASIS AND THE COMPANY DOES NOT MAKE OR GIVE ANY REPRESENTATION, WARRANTY OR CONDITION OF ANY KIND, WHETHER EXPRESS OR IMPLIED, WRITTEN OR ORAL, STATUTORY OR OTHERWISE, INCLUDING WITHOUT LIMITATION (i) WARRANTIES AS TO UNINTERRUPTED OR ERROR-FREE BROWSING, PRIVACY, OR SECURITY, (ii) ACCURACY, ADEQUACY OR COMPLETENESS OF THE COMPANY OFFERINGS, ANY HYPERTEXT LINKS TO THIRD PARTIES OR OTHER THIRD-PARTY SERVICES, OR FOR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE CHATBOT OR ANY LINKED SITE; OR (iii) MERCHANTABILITY, QUALITY, TITLE, DURABILITY, SUITABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE, OR THOSE ARISING OUT OF A COURSE OF DEALING OR USAGE OF TRADE. THESE EXCLUSIONS ARE IN ADDITION TO ANY SPECIFIC EXCLUSION OTHERWISE PROVIDED IN THESE TERMS.

BECAUSE CERTAIN FEDERAL, PROVINCIAL OR STATE LAWS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, THESE EXCLUSIONS MAY NOT APPLY TO YOU.

6. INDEMNIFICATION

By using the Chatbot you hereby agree to indemnify, defend and hold harmless the Company, its Affiliates, and its and their directors, officers, owners, employees, agents, mandataries, contractors, licensors, licensees, and third-party suppliers (“Company Parties”) from and against any and all losses, damages, liabilities, and claims and all fees, costs, expenses, of any kind related thereto (including, without limitation, reasonable attorneys’ fees) incurred by the Company Parties in connection with any claim arising out of, based upon or resulting from your use of the Chatbot. The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not, in any event, settle any matter without the written consent of the Company.

7. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL THE COMPANY PARTIES BE LIABLE FOR ANY DAMAGES OR LOSSES OF ANY KIND, WHETHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL, HOWSOEVER CAUSED, INCLUDING BUT NOT LIMITED TO, ANY LOST DATA, LOST PROFITS, LOST SAVINGS, LOSS OF GOODWILL, LOST BUSINESS, LOSS OF USE OR LACK OF AVAILABILITY OF FACILITIES INCLUDING COMPUTER RESOURCES, ROUTERS AND STORED DATA, ARISING OUT OF OR IN CONNECTION WITH THE USE OF COMPANY OFFERINGS, EVEN IF THE COMPANY OR ANY OF ITS LAWFUL AGENTS, CONTRACTORS, EMPLOYEES OR MANDATARIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR CLAIM.

IN PARTICULAR, AND WITHOUT LIMITING THE PRECEDING PARAGRAPH, IN NO EVENT WILL THE COMPANY PARTIES BE LIABLE TO YOU FOR DAMAGES OR LOSSES RESULTING FROM VIRUSES, DATA CORRUPTION, FAILED MESSAGES, DAMAGES ARISING AS A RESULT OF TRANSMISSION ERRORS OR PROBLEMS, TELECOMMUNICATIONS SERVICE PROVIDERS, THE COMPANY’S CONTRACTORS OR SERVICE PROVIDERS, THE INTERNET BACKBONE, THIRD-PARTY SUPPLIERS OF PRODUCTS OR SERVICES, DAMAGES OR LOSSES CAUSED BY YOU, OR YOUR RESPECTIVE EMPLOYEES, AGENTS, MANDATARIES OR SUBCONTRACTORS, DAMAGES OR LOSSES RESULTING FROM INACCURATE, ERRONEOUS, INADEQUATE OR INCOMPLETE ANSWERS, RESPONSES, GUIDELINES OR GUIDANCE, PRODUCT/SERVICE PRICE OR ATTRIBUTABLE ERRORS, PRODUCT ERRORS, SUBSTITUTIONS, MISSING PRODUCTS, INACCURATE PRODUCT-SERVICE DESCRIPTIONS OR OTHER EVENTS BEYOND THE REASONABLE CONTROL OF THE COMPANY.

IF, DESPITE THE LIMITATIONS ABOVE, THE COMPANY IS FOUND LIABLE FOR ANY DAMAGE OR LOSS IN CONNECTION WITH THE CHATBOT, IN NO CASE WILL THE COMPANY’S TOTAL LIABILITY ARISING UNDER ANY CAUSE WHATSOEVER (INCLUDING WITHOUT LIMITATION BREACH OF CONTRACT, NEGLIGENCE, GROSS NEGLIGENCE OR OTHERWISE) BE FOR MORE THAN, IN THE AGGREGATE, US$10.00.

IF YOU ARE DISSATISFIED WITH THESE TERMS OR THE CHATBOT, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING AND ACCESSING THE CHATBOT.

CERTAIN FEDERAL, PROVINCIAL OR STATE LAWS MAY NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.

8. GOVERNING LAW AND JURISDICTION

8.1. If you are located in the United States:

a. Forum Selection/Jurisdiction. Jurisdiction and venue for any controversy, allegation, or claim arising out of or relating to the Chatbot or these Terms (collectively, “Dispute”) shall be in Phoenix, Arizona. Each party submits to personal jurisdiction and venue in Phoenix, Arizona for any and all purposes.

b. Pre-Arbitration Notification. The Company and you agree that it would be advantageous to discuss and hopefully resolve any Disputes before formal proceedings are initiated; provided, however, that the Company need not do so in circumstances where its claims of Intellectual Property rights are concerned (“IP Disputes,” with all other disputes referred to as “General Disputes”). The party making a claim – whether you or the Company – shall send a letter to the other side briefly summarizing the claim and the request for relief. If the Company is making a claim, the letter shall be sent, via email, to the email address listed in the Company account, if applicable. If no such information exists or if such information is not current, then we have no notification or delay obligations under this Section 8.1.B. If you are making a claim, the letter shall be sent to 1130 W Warner Rd., Tempe, AZ 85284 USA (Attn: General Counsel). If the Dispute is not resolved within sixty (60) days after notification, the claimant may proceed to initiate proceedings as set forth in this Section 8.1. Either you or the Company, however, may seek provisional remedies (such as preliminary injunctive relief, subject to Section 8.1.D) before the expiration of this sixty (60)-day period.

c. Arbitration of Claims. All actions or proceedings arising in connection with, touching upon or relating to any Dispute, or the scope of the provisions of this Section, shall be submitted to JAMS (www.jamsadr.com) for final and binding arbitration under its Comprehensive Arbitration Rules and Procedures if the matter in dispute is over $250,000 or under its Streamlined Arbitration Rules and Procedures if the matter in dispute is $250,000 or less, to be held in Phoenix, Arizona, before a single arbitrator. If the matter in dispute is between the Company and a consumer, the matter shall be submitted to JAMS in accordance with its Policy on Consumer Arbitration Pursuant to Pre-Dispute Clauses Minimum Standards of Procedural Fairness. The arbitrator shall be selected by mutual agreement of the parties or, if the parties cannot agree, then by striking from a list of arbitrators supplied by JAMS. We may have the right to pay the JAMS fees if required for arbitration to be enforceable. If you are a consumer you have the right to in-person hearing. The arbitration shall be a confidential proceeding, closed to the public; provided, however, that a party may disclose information relating to the arbitration proceedings to its and its affiliates’ lawyers, insurance providers, auditors and other professional advisers. The fact that there is a dispute between the parties that is the subject of arbitration shall be confidential to the same extent. The parties may engage in the discovery or exchange of non-privileged information relevant to the dispute. The arbitrator shall issue a written opinion stating the essential findings and conclusions upon which the arbitrator’s award is based. Neither party shall be entitled or permitted to commence or maintain any action in a court of law with respect to any matter in dispute until such matter shall have been submitted to arbitration as herein provided and then only for the enforcement of the arbitrator’s award; provided, however, that prior to the appointment of the arbitrator or for remedies beyond the jurisdiction of an arbitrator, at any time, either party may seek pendente lite relief (subject to the provisions of these Terms waiving or limiting that relief) in a court of competent jurisdiction in Phoenix, Arizona or, if sought by the Company, such other court that may have jurisdiction over you, without thereby waiving its right to arbitration of the dispute or controversy under this Section; provided further, however, that the losing party shall have fifteen (15) business days after the issuance of the arbitrator’s decision to fully comply with such decision, after which the prevailing party may enforce such decision by a petition to the Maricopa County Superior Court or, in the case of you, such other court having jurisdiction over you, which may be made ex parte, for confirmation and enforcement of the award.

d. Limitation on Injunctive Relief. AS PERMITTED BY APPLICABLE LAW, IF YOU CLAIM THAT YOU HAVE INCURRED ANY LOSS, DAMAGES, OR INJURIES IN CONNECTION WITH YOUR USE OF THE SERVICE, THEN THE LOSSES, DAMAGES, AND INJURIES WILL NOT BE DEEMED IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR TO OTHER EQUITABLE RELIEF OF ANY KIND. THIS MEANS (WITHOUT LIMITATION) THAT, IN CONNECTION WITH YOUR CLAIM, YOU AGREE THAT YOU WILL NOT SEEK, AND THAT YOU WILL NOT BE PERMITTED TO OBTAIN, ANY COURT OR OTHER ACTION THAT MAY INTERFERE WITH OR PREVENT THE DEVELOPMENT OR EXPLOITATION OF ANY WEBSITE, APPLICATION, CONTENT, USER GENERATED CONTENT “UGC”), PRODUCT, SERVICE, OR INTELLECTUAL PROPERTY OWNED, LICENSED, USED, OR CONTROLLED BY ANY COMPANY PARTY (DEFINED BELOW) (INCLUDING YOUR LICENSED UGC) OR A LICENSOR OF ANY COMPANY PARTY.

e. Governing Law. These Terms and any applicable General Disputes and IP Disputes, and any other claim brought by you against the Company or by the Company against you pursuant to this Section 8.1, or otherwise related to the Chatbot, will be governed by, construed, and resolved in accordance with, the laws of the State of Arizona, U.S.A., without regard to its conflicts of law provisions that might apply the laws of another jurisdiction. This Section 8.1 shall be governed solely by the Federal Arbitration Act, 9 U.S.C. §1, et seq., and not by the law of any state, and is enforceable pursuant to its terms on a self-executing basis. You and the Company agree that we intend that this Section 8.1 satisfies the “writing” requirement of the Federal Arbitration Act. Section 8.1 can only be amended by mutual agreement. Either party may seek enforcement of this Section 8.1 in any court of competent jurisdiction. The arbitrator shall determine all challenges to the arbitrability of a claim.

f. Class Action Waiver. As permitted by applicable law, both you and the Company waive the right to bring any Dispute as a class, consolidated, representative, collective, or private attorney general action, or to participate in a class, consolidated, representative, collective, or private attorney general action regarding any Dispute brought by anyone else. Notwithstanding any provision in the JAMS Comprehensive Arbitration Rules and Procedures to the contrary, the arbitrator shall not have the authority or any jurisdiction to hear the arbitration as a class, consolidated, representative, or private attorney general action or to consolidate, join, or otherwise combine the Disputes of different persons into one proceeding. Notwithstanding the arbitration provision set forth above, if the provision regarding waiver of class, collective, representative, and private attorney general claims of this Section 8.1 is found to be void or otherwise unenforceable, any such class, collective, representative, or private attorney general claims must be heard and determined through an appropriate court proceeding, and not in arbitration.

g. Jury Waiver. AS PERMITTED BY APPLICABLE LAW, THE PARTIES HEREBY WAIVE THEIR RIGHT TO JURY TRIAL WITH RESPECT TO ALL CLAIMS AND ISSUES ARISING UNDER, IN CONNECTION WITH, TOUCHING UPON OR RELATING TO THESE TERMS, THE BREACH THEREOF AND/OR THE SCOPE OF THE PROVISIONS OF THIS SECTION, WHETHER SOUNDING IN CONTRACT OR TORT, AND INCLUDING ANY CLAIM FOR FRAUDULENT INDUCEMENT THEREOF.

h. Small Claims Matters. Notwithstanding the foregoing, either of us may bring qualifying claim of General Dispute (but not IP Disputes) in small claims court, subject to Section 8.1.F.

8.2. If you are located in Canada

a. Forum Selection/Jurisdiction. Jurisdiction and venue for any controversy, allegation, or claim arising out of or relating to the Chatbot or these Terms (collectively, “Dispute”) shall be in Montreal, Quebec. Each party submits to personal jurisdiction and venue in Montreal, Quebec for any and all purposes.

b. Pre-proceedings Notification. The Company and you agree that it would be advantageous to discuss and hopefully resolve any Disputes before formal proceedings are initiated; provided, however, that the Company need not do so in circumstances where its claims of Intellectual Property rights are concerned (“IP Disputes,” with all other disputes referred to as “General Disputes”). The party making a claim – whether you or the Company – shall send a letter to the other side briefly summarizing the claim and the request for relief. If the Company is making a claim, the letter shall be sent, via email, to the email address listed in your Company account, if applicable. If no such information exists or if such information is not current, then we have no notification or delay obligations under this Section 8.2.B. If you are making a claim, the letter shall be sent to 4204 Industriel Boulevard, Laval, QC H7L 0E3, Canada (Attn: General Counsel). If the Dispute is not resolved within sixty (60) days after notification, the claimant may proceed to initiate proceedings as set forth in this Section 8.2. Either you or the Company, however, may seek provisional remedies (such as preliminary injunctive relief, subject to Section 8.2.C) before the expiration of this sixty (60)-day period.

c. Limitation on Injunctive Relief. AS PERMITTED BY APPLICABLE LAW, IF YOU CLAIM THAT YOU HAVE INCURRED ANY LOSS, DAMAGES, OR INJURIES IN CONNECTION WITH YOUR USE OF THE SERVICE, THEN THE LOSSES, DAMAGES, AND INJURIES WILL NOT BE DEEMED IRREPARABLE OR SUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR TO OTHER EQUITABLE RELIEF OF ANY KIND. THIS MEANS (WITHOUT LIMITATION) THAT, IN CONNECTION WITH YOUR CLAIM, YOU AGREE THAT YOU WILL NOT SEEK, AND THAT YOU WILL NOT BE PERMITTED TO OBTAIN, ANY COURT OR OTHER ACTION THAT MAY INTERFERE WITH OR PREVENT THE DEVELOPMENT OR EXPLOITATION OF ANY WEBSITE, APPLICATION, CONTENT, UGC, PRODUCT, SERVICE, OR INTELLECTUAL PROPERTY OWNED, LICENSED, USED, OR CONTROLLED BY ANY COMPANY PARTY (INCLUDING YOUR LICENSED UGC) OR A LICENSOR OF ANY COMPANY PARTY.

d. Governing Law. These Terms and any applicable General Disputes and IP Disputes, and any other claim brought by you against the Company or by the Company against you pursuant to this Section 8.2, or otherwise related to the Chatbot, will be governed by, construed, and resolved in accordance with, the laws of the province of Quebec and the federal laws applicable therein., without regard to its conflicts of law provisions that might apply the laws of another jurisdiction.

e. Class Action Waiver. As permitted by applicable law, both you and the Company waive the right to bring any Dispute as a class, consolidated, representative, collective, or private attorney general action, or to participate in a class, consolidated, representative, collective, or private attorney general action regarding any Dispute brought by anyone else.

f. Jury Waiver. AS PERMITTED BY APPLICABLE LAW, THE PARTIES HEREBY WAIVE THEIR RIGHT TO JURY TRIAL WITH RESPECT TO ALL CLAIMS AND ISSUES ARISING UNDER, IN CONNECTION WITH, TOUCHING UPON OR RELATING TO THESE TERMS, THE BREACH THEREOF AND/OR THE SCOPE OF THE PROVISIONS OF THIS SECTION, WHETHER SOUNDING IN CONTRACT OR TORT, AND INCLUDING ANY CLAIM FOR FRAUDULENT INDUCEMENT THEREOF.

The provisions of Section 8 shall supersede any inconsistent provisions of any prior agreement between the parties. Section 8 shall remain in full force and effect notwithstanding any termination of your use of the Chatbot or these Terms.

9. SEVERABILITY; INTERPRETATION

If any provision of these Terms is for any reason deemed invalid, unlawful, void, or unenforceable by a court or arbitrator of competent jurisdiction for any reason, then that provision will be deemed severable from these Terms, and the invalidity of the provision will not affect the validity and enforceability of any of the remainder of these Terms. To the extent provided by applicable law, you agree to waive and will waive any applicable statutory and common law principles that may permit a contract to be construed against its drafter.

10. ASSIGNMENT

The Company may assign its rights and obligations under these in whole or in part, to any party at any time without any notice. These Terms may not be assigned to you, and you may not delegate your duties under them without the prior written consent of an officer of the Company.

11. COMPLETE AGREEMENT; NO WAIVER

These Terms, the Site Terms of Use and the Privacy Policy, reflect our complete agreement regarding the Chatbot and supersede any prior agreements, representations, warranties, assurances, or discussion related to the Chatbot.

Except as expressly set forth in these Terms, the Site Terms of Use or the Privacy Policy, (i) no failure or delay by you or the Company in exercising or enforcing any of the rights, powers, or remedies granted hereunder will operate as a waiver of that or any other right, power, or remedy; and (ii) no waiver or modification of any of term of these Terms the Site Terms of Use or the Privacy Policy will be effective unless in writing and signed by the party against whom the waiver or modification is sought to be enforced.

12. HEADINGS

The headings used herein are inserted for convenience of reference only and do not affect the construction or interpretation of the Terms herein.