Knok’d Inc. (“Knok’d”, “We”, “Us”) owns and operates the Knok’d website, available at www.knokd.com (https://www.knokd.com/) (the “Website”) which We use to make available the Knok’d platform, including any mobile application we make available, (the “Platform”) and our off-market property suggestion services (collectively, the “Services”).
1. KNOK’D PLATFORM
1.1 Services. The Knok’d Platform introduces registered buyers and Realtors to off market properties which are compiled from a variety of sources and matched based on each user’s individual preferences.
1.2 Terms of Service. These Terms of Service (the “Terms”) apply to all visitors and users of the Website and Services (“you,” “your,” and “Users”). Knok’d may modify these Terms at any time in our sole discretion by posting a notice on the Website or Platform. Any changes will take effect 30 days from the date of posting of an update to these Terms, unless otherwise agreed to by you prior to 30 days from the date of posting the updated terms.
2. REGISTRATION AND ACCOUNTS
2.1 Registration. In order to use the Services, real estate agents and other Users are required to register for an account on the Platform (“Account”).
2.2 Eligibility. By registering for an Account, you represent and warrant that all information provided is accurate. If you register as a business entity or other organization, you represent that you have the authority to bind the entity to this agreement. The Services are only available in certain locations.
3.1 Listings. We have no control over the conduct of our Users or the truth or accuracy of the information that Users share on Knok’d. All real estate agents are independent third parties. We do not endorse any persons who use or register for our Services. USE OF THE SERVICES ARE AT YOUR OWN RISK. KNOK’D SHALL NOT BE LIABLE FOR ANY DAMAGES, INCLUDING PERSONAL INJURY, DEATH OR PROPERTY DAMAGE, ARISING OUT OF YOUR USE OF THE SERVICES OR CAUSED BY ANOTHER USER OF THE SERVICES.
3.2 No agency. Knok’d is not a real estate broker nor agent. We represent neither the buyer nor the seller in any real estate transaction. We do not trade in real estate.
4. LICENSE; INTELLECTUAL PROPERTY
4.1 License. Subject to your compliance with these Terms, Knok’d grants you a non-transferable, non-exclusive, license to access and use the Website and the Services (the “License”). Except as explicitly provided herein, nothing in the Terms gives you a right to use the Knok’d names, trademarks, logos or other distinctive brand features without our prior written consent.
4.2 Reservation of Rights. The Services and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, and music (the “Knok’d Content”), and all intellectual property rights related thereto, are the exclusive property of Knok’d and its licensors. Use of the Knok’d Content for any purpose not expressly permitted by this Agreement is strictly prohibited.
4.3 Feedback. You may choose to or we may invite you to submit comments or ideas about the Website, App, and Services, including but not limited to, about how to improve the Services or our products (“Feedback”). By submitting any Feedback, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Knok’d under any fiduciary or other obligation, and you agree that any right, title, and interest to intellectual property rights in the Feedback shall be owned by Knok’d. You hereby irrevocably assign and agree to irrevocably assign any and all intellectual property rights in the Feedback to Knok’d. You shall execute, within ten (10) business days of receipt, all assignment documents which Knok’d may reasonably request, and otherwise do all acts and things necessary, to effect assignment of and secure ownership of the intellectual property rights that are the exclusive rights of Knok’d under this Agreement. You agree to unconditionally and irrevocably waive all moral rights in and to the Feedback. You agree that we are free to use the Feedback without any compensation to you, and free to disclose the Feedback on a non-confidential basis or on any other basis, to anyone.
4.4 User Content. Knok’d does not claim ownership of the data, materials and/or content created, uploaded or otherwise transmitted by you through use of the Knok’d Website or Services, including but not limited to reviews, photos, and comments (“User Content”). However, by using the Website and/or Services, you grant Knok’d a worldwide, royalty-free, non-revocable, non-exclusive license to collect, use, reproduce, store, display and sublicense such User Content for the purpose of operating the Website and Services.
Knok’d may impose certain limitations on the use of the Website or Services, including, but not limited to restricting the number of accounts for which you may register, and/or imposing charges for certain features of the Services. You agree to use the Knok’d Website and the Services only for purposes as permitted by these Terms. Knok’d reserves the right to modify or impose any limitations on the use of the Knok’d Website and the Services at any time, with or without notice to you. We also reserve the right at all times to terminate any use of the Knok’d Platform at any time without any liability whatsoever. In using the Knok’d Website and/or the Services you shall not:
(a) disclose or reveal any information disclosed in the Knok’d Website, App, and the Services, including, without limitation, any feature or characteristic underlying the Knok’d App. For the avoidance of doubt, you agree that you are granted use of the Knok’d Website, App, and Services as a participant in a confidential Beta test and you shall not disclose any information concerning the Website, App, or Services to any person or entity, for any reason, without prior written consent from Knok’d.
(b) intentionally or unintentionally violate any of these Terms, or any local, state, provincial, national or international law or regulation, including without limitation using the capabilities of the Services to transmit any unlawful content, to harass or intimidate others, to spam third parties or to impersonate anyone;
© license, sell, rent, lease, transfer, assign or otherwise commercially exploit the Knok’d Website or the Services;
(d) upload, post, email, transmit or otherwise make available any material that:
- is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful, or racially or ethnically objectionable, encourages criminal behavior, gives rise to civil liability, violates any law, or is otherwise objectionable;
- you do not have a right to make available under any law or under a contractual relationship;
- infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party (including privacy rights);
- is or contains unsolicited or unauthorized advertising, solicitations for business, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
- contains software viruses or any other computer code, ??les or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or data or the Website or that of any Users or viewers of the Website or that compromises a User’s privacy; or
- contains any falsehoods or misrepresentations or create an impression that you know is incorrect, misleading, or deceptive, or any material that could damage or harm minors in any way;
(e) modify, translate, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Knok’d Website, Platform or any software provided by us;
(f) use our Services to transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others without their permission, personal contact information or credit, debit, calling card or account numbers;
(g) “stalk” or harass any other User of our Services or collect or store any information about any other User other than for purposes of transacting with one another;
(h) register for more than one User account or register for a User account on behalf of an individual other than yourself;
(i) impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity;
(j) use automated scripts to collect information or otherwise interact with the Services or the Website;
(k) access or use the Website or Services for the purpose of copying any feature of the Website or Services or building a competitive product; or
(l) advocate, encourage, or assist any third party in doing any of the foregoing.
You agree to defend, indemnify and hold Knok’d, its affiliates, subsidiaries, directors, officers, employees, agents, partners and licensors harmless from any claim or demand, including reasonable legal fees, made by a third party, relating to or arising from: (a) any content you create, submit, post, transmit, or otherwise make available through the Website or Services; (b) your use of the Website or Services; © any dealings between you and any persons whom you send or otherwise transmit links or any content to using the Service, including without limitation claims relating to misrepresentation; (d) any violation by you of these Terms; (e) your violation of any rights of another, including any intellectual property rights or privacy rights; or (f) your violation of any contract you enter into with another User of the Service. This obligation shall survive the termination or expiration of these Terms and/or your use of the Services.
7. TERM; TERMINATION
7.1 Termination by Knok’d. Knok’d may, at any time and for any reason or no reason, without prior notice, immediately suspend all or a portion of your Account and/or access to the Website or Services. Cause for such termination shall include, but not be limited to: (a) violations of the Terms, or any other policies or guidelines that are referenced herein and/or posted on the Website or through the Services; (b) discontinuance or material modification to the Services or any part thereof; © a request and/or order from law enforcement, a judicial body, or other government agency; (d) where provision of the Knok’d Website or the Services to you is or may become unlawful; (e) unexpected technical or security issues or problems; or (f) your participation in fraudulent or illegal activities. Any such termination or suspension shall be made by Knok’d in its sole discretion, and Knok’d will not be responsible to you or any third party for any damages that may result or arise out of such termination or suspension of your Account and/or access to the Services.
7.2 Closing of Account by User. At any time a User may terminate the User’s account, provided that all amounts owed to Knok’d have been paid.
8. THIRD-PARTY CONTENT
8.1 Advertisements. You acknowledge and agree that the Website may contain advertisements from both Knok’d and from other third parties. If you elect to have any business dealings with anyone whose products or services may be advertised on the Website, you acknowledge and agree that such dealings are solely between you and such third party and you further acknowledge and agree that Knok’d shall not have any responsibility or liability for any losses or damages that you may incur as a result of any such dealings.
8.2 Links. The Website may contain links to other websites that are not owned or controlled by Knok’d. In no event shall any reference to any third party, advertisement, third party product or service be construed as an approval or endorsement by Knok’d of that third party, third-party product or service. Knok’d is not responsible for the content of any linked websites. Any third-party websites or services accessed from the Website are subject to the terms and conditions of those websites and or services and you are responsible for determining those terms and conditions and complying with them. The presence on the Website of a link to any other website(s) or any advertisements does not imply that Knok’d endorses or accepts any responsibility for the content or use of such websites, and you hereby release Knok’d from all liability and/damages that may arise from your use of such websites or receipt of services from any such websites.
9. DISCLAIMER OF WARRANTIES AND CONDITIONS
THE WEBSITE AND SERVICES ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. KNOK’D SPECIFICALLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS OF ANY KIND RELATING TO THE KNOK’D WEBSITE AND THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY OR MERCHANTABLE QUALITY, SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSE.
ANY MATERIAL TRANSMITTED, STORED, ACCESSED OR OTHERWISE MAINTAINED THROUGH THE USE OF THE SERVICES IS DONE SO AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR LOSS OR CORRUPTION OF DATA THAT RESULTS FROM ANY SUCH USE OF THE WEBSITE OR SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM KNOK’D OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY OR CONDITION NOT EXPRESSLY STATED IN THESE TERMS.
10. LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL KNOK’D BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES THAT RESULT FROM (A) YOUR USE OF OR YOUR INABILITY TO USE THE KNOK’D WEBSITE OR THE SERVICES, (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS, DATA, INFORMATION OR SERVICES, © ERRORS, MISTAKES, OR INACCURACIES IN ANY INFORMATION AVAILABLE ON THE WEBSITE OR PLATFORM, (D) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY KIND WHATSOEVER ARISING FROM OR RELATING TO YOUR USE OF THE SERVICES, ANY BUGS, VIRUSES OR OTHER FILES OR DATA THAT MAY BE HARMFUL TO COMPUTER OR COMMUNICATION EQUIPMENT OR DATA THAT MAY HAVE BEEN TRANSMITTED TO OR THROUGH THE KNOK’D WEBSITE, OR (E) ANY DEALINGS OR TRANSACTIONS BETWEEN YOU AND ANY PERSONS OR USERS WHOM YOU SEND OR TRANSMIT ANY CONTENT TO USING THE SERVICE, INCLUDING WITHOUT LIMITATION ANY PRODUCTS OR SERVICES OFFERED BY YOU TO SUCH PERSONS.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, KNOK’D’S LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (A) FIVE HUNDRED CANADIAN DOLLARS ($500) OR (B) ALL KNOK’D’S FEES YOU’VE PAID IN THE 6 MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM (IF ANY). THE FOREGOING LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, AS SUCH, TO THE EXTENT SUCH EXCLUSIONS OR LIMITATIONS ARE SPECIFICALLY PROHIBITED BY LAW, SOME OF THE EXCLUSIONS OR LIMITATIONS SET FORTH BELOW MAY NOT APPLY TO YOU.
11. GOVERNING LAW; JURISDICTION
This Agreement shall be governed by the laws in effect in the Province of Ontario, Canada. No choice of laws rules of any jurisdiction shall apply to this Agreement. Subject to the Arbitration terms below, the courts of the Province of Ontario located in Ottawa shall have jurisdiction over any legal action or proceeding arising out of or relating to these Terms, the Knok’d Website or the Services and you consent to the jurisdiction of such courts for any such action or proceeding. You waive all rights that you may have or that may hereafter arise to contest such jurisdiction of such courts. The parties waive any right to a jury trial with respect to any action brought in connection herewith. The application of the United Nations Convention on Contracts for the International Sale of Goods to this Agreement is expressly excluded.
12. ENTIRE AGREEMENT
13. ENGLISH LANGUAGE
It is the express wish of the parties that this agreement and all related documents be drawn up in English. C’est la volonté expresse des parties que la présente convention ainsi que les documents qui s’y rattachent soient rédigés en anglais.
14. CONTACT US
If you have any questions about these Terms or if you wish to receive any additional information, provide feedback or raise any concerns in relation to the Knok’d Website or the Services, please contact us at:
207 Bank Street
Canada K2P 2N2
Last Modified: April 21, 2022