Member Enrolment Agreements &Acknowledgement
Subject to the terms and conditions set forth in this Agreement, “Member”, as defined in the bylaws [link to bylaws] and confirmed by the completion of the Canoe Membership Form, is granted access to all member benefits offered by and made available to Member by Canoe Procurement Group of Canada (“CANOE”), including access to vendor contracts to which goods and services may be purchased by Member.
Member agrees to the following:
1. AUTHORITY TO SIGN
Member represents, through an authorized signatory, that it is eligible to participate in this Agreement.
2. ACCESS
Member is granted access to vendor contracts procured by CANOE to which goods and services may be purchased by Member. Vendor contracts are made available to Member on an “as-is, where is” basis, and any additional terms and conditions of the vendor must be adhered to by Member. CANOE makes no representation as to warranties of quality, merchantability, or fitness for a particular purpose.
3. FEES
No membership fees are payable by Member to access benefits offered by and made available to Member by CANOE.
4. COMMITMENT
Member is not obliged to purchase goods and services using vendor contracts procured by CANOE, unless agreed to by Member. Member is not required to purchase a minimum amount of goods and services using vendor contracts procured by CANOE. Participation is voluntary and non-exclusive.
5. VENDOR CONTRACTS
Member must enter into a purchase order or other subsequent agreement in accordance with the terms and conditions of the vendor contracts. Member will comply with the terms and conditions of vendor contracts. Member agrees to pay for goods and services obtained using the vendor contracts procured by CANOE in the manner specified on the invoice by the billing entity. Member is responsible for all aspects of its purchase, including ordering, inspecting, accepting, and payment. CANOE may, but has no obligation to, assist with the resolution of disputes between Member and Vendor.
For any invoice issued by Canoe to the Member, the Member will promptly pay Canoe within thirty (30) days of receipt of the invoice.
6. CONFIDENTIALITY
Member agrees that the terms of this Agreement, all vendor contracts procured by CANOE, and any information gathered by Member regarding the CANOE program, are confidential and proprietary information of CANOE and must not be disclosed to any third party without CANOE’s prior consent.
Member acknowledges CANOE may collect and report on information related to Member’s use of vendor contracts procured by CANOE and grants CANOE the right to access such data from vendors.
7. COMPLIANCE
Member shall be responsible to comply with laws and rules governing or applicable to Member’s procurement of goods and services.
8. TERMINATION OF MEMBERSHIP
Member or CANOE may terminate this Agreement by providing at least thirty (30) days advance notice in writing. Following termination, Member will no longer have access to vendor contracts or benefits procured by CANOE. Member agrees to pay for goods and services obtained using the vendor contracts procured by CANOE up to and including the date of termination.
9. LIMITATION OF LIABILITY
Member agrees that in no event shall CANOE be liable for any and all damages incurred by Member by the purchase goods and services using vendor contracts procured by CANOE. For greater clarity, Member agrees that CANOE shall not be liable for any consequential, incidental, indirect, special, exemplary, or punitive damages incurred by Member through use of the CANOE program.
10. LAW
Member acknowledges that CANOE is headquartered in the Province of Alberta, and Member agrees that this Agreement shall be construed and governed by the laws of the Province of Alberta and the laws of Canada applicable therein and agrees to irrevocably attorn to the exclusive jurisdiction of the Courts of the Province of Alberta.