Terms of Service

1. Acceptance of These Terms

These Terms of Service (the "Terms") form a legally binding agreement between you ("you," "your," or "User") and OpenCan ("OpenCan," "we," "us," or "our") and govern your access to and use of the OpenCan mobile application, the website at opencan.ca, our application programming interfaces, and any related products, features, content, and services we make available (collectively, the "Services").

By creating an account, downloading or installing the application, or otherwise accessing or using the Services, you confirm that you have read, understood, and agree to be bound by these Terms and our Privacy Policy (available at opencan.ca/privacy), which is incorporated into these Terms by reference. If you do not agree to these Terms, you must not access or use the Services.

If you are accepting these Terms on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind that entity, in which case "you" and "your" refer to that entity.

2. Eligibility

You may use the Services only if you:

are at least 13 years of age (or such higher minimum age as applicable law requires in your jurisdiction);
have the legal capacity to enter into a binding agreement in the jurisdiction in which you reside; and
are not barred from using the Services under the laws of Canada, your country of residence, or any other applicable jurisdiction.

If you are a minor under the age of majority in your jurisdiction but above the minimum age stated above, you may use the Services only with the involvement and consent of your parent or legal guardian, who agrees to be bound by these Terms on your behalf.

We reserve the right to refuse or terminate access to the Services to any person, at any time, in our sole discretion.

3. Account Registration and Security

To access certain features, you must create an account by signing in with a supported third-party authentication provider (currently Sign in with Apple or Google Sign-In). You agree to:

provide accurate, current, and complete information when prompted;
maintain the security and confidentiality of your account credentials;
promptly notify us of any unauthorized access to or use of your account; and
accept responsibility for all activities that occur under your account, whether or not authorized by you.

We are not liable for any loss or damage arising from your failure to comply with this Section 3. We reserve the right to reclaim usernames, suspend, restrict, or terminate accounts that violate these Terms, that have been inactive for an extended period, or that we believe in good faith pose a risk to the Services or to other users.

4. License to Use the Services

Subject to your compliance with these Terms, we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the Services for your personal, non-commercial use on devices that you own or control. All rights not expressly granted in these Terms are reserved by OpenCan and our licensors.

You may not, directly or indirectly:

copy, modify, adapt, translate, reverse engineer, decompile, disassemble, or create derivative works of the Services or any portion thereof;
rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise commercially exploit the Services or any data obtained from the Services;
remove, alter, or obscure any copyright, trademark, or other proprietary notices contained in or on the Services;
use any robot, spider, scraper, data-mining tool, automated data extraction tool, or other automated means to access the Services, or attempt to interfere with, disrupt, or circumvent any security, rate-limiting, or access-control mechanism of the Services;
use the Services for the benefit of any third party or in any manner that is unlawful, fraudulent, deceptive, or otherwise prohibited by these Terms;
use the Services to develop, train, fine-tune, or evaluate any machine learning model, generative AI system, dataset, or competing product, except with our prior written consent.

5. User Content

5.1 Definition

"User Content" means any content you upload, submit, post, display, transmit, or otherwise make available through the Services, including but not limited to reviews, ratings, photos, comments, bookmark list names and descriptions, profile information, suggested edits to restaurant listings, voice search queries, reports of incorrect listings, and any other materials you contribute.

5.2 Ownership

You retain ownership of your User Content, subject to the licence granted in Section 5.3.

5.3 Licence to OpenCan

By making User Content available through the Services, you grant OpenCan a worldwide, non-exclusive, royalty-free, fully paid-up, transferable, sublicensable (through multiple tiers), perpetual, and irrevocable licence to:

host, store, cache, reproduce, modify, adapt, edit, translate, publish, distribute, publicly display, publicly perform, transmit, and otherwise use your User Content;
create derivative works of your User Content (including for the purpose of formatting, moderation, indexing, generating thumbnails, ranking, and improving the Services);
use your User Content in connection with the operation, promotion, marketing, and development of the Services and our business, including in advertising, search results, recommendation systems, training data sets for OpenCan's machine learning models, and editorial content;
sublicense the foregoing rights to our service providers and partners to the extent necessary to provide the Services.

This licence survives the termination of your account, except that we will cease using your User Content for new public-facing purposes within a commercially reasonable time after deletion, subject to our right to retain copies for legal, archival, security, dispute-resolution, and backup purposes.

5.4 User Content representations

You represent and warrant that, for all User Content you submit:

you own all rights to that User Content, or you have obtained all necessary rights, licences, consents, and permissions to grant the licence in Section 5.3 and to comply with these Terms;
the User Content does not and will not infringe, misappropriate, or violate any third party's intellectual property rights, privacy rights, publicity rights, contractual rights, or any applicable law or regulation;
the User Content is accurate to the best of your knowledge and reflects your own honest opinion or experience;
you have not received and will not receive any compensation, free goods, or other consideration in exchange for posting a review without disclosing that relationship in a manner consistent with applicable consumer protection and advertising law (including the Competition Bureau of Canada's guidance on testimonials and reviews); and
the User Content does not violate Section 6 (Acceptable Use).

5.5 Right to remove

We have the right, but not the obligation, to monitor, review, screen, edit, refuse, restrict, or remove any User Content at any time, with or without notice, for any reason or no reason, in our sole discretion. We are not liable for any failure to remove User Content or for the consequences of removing or refusing to display User Content.

6. Acceptable Use

You agree not to use the Services, and not to permit any third party to use the Services, in any way that:

violates any applicable law, regulation, court order, or third-party right;
is defamatory, libellous, slanderous, threatening, harassing, abusive, hateful, racist, discriminatory, obscene, pornographic, sexually explicit, violent, or otherwise objectionable;
impersonates any person or entity, including OpenCan staff, or misrepresents your affiliation with any person or entity;
contains or transmits viruses, worms, malware, ransomware, spyware, time bombs, Trojan horses, or other harmful or disruptive code;
harvests, collects, or uses personal information of other users without their consent;
promotes illegal activity, infringement of intellectual property, gambling without proper authorization, or the sale of controlled substances, firearms, or other restricted items;
contains commercial solicitation, spam, chain letters, pyramid schemes, surveys, or unsolicited advertising;
posts fake, manipulated, paid-for, or coordinated reviews; reviews that you cannot substantiate from a genuine personal experience; or reviews for a restaurant that you, a family member, a competitor of the restaurant, or a person you have a financial relationship with operate;
attempts to interfere with the proper functioning of the Services, including by overloading, flooding, denial-of-service attacks, or any similar activity;
circumvents, disables, or otherwise interferes with security, authentication, content-protection, or access-control features of the Services;
accesses or attempts to access any account, server, network, or data not authorized for your use;
uses the Services for any commercial purpose not expressly permitted by these Terms.

Violations of this Section 6 may result in immediate suspension or termination of your account and may be reported to law enforcement.

7. Restaurant Information and Reviews

The Services display information about restaurants and other businesses, including names, addresses, hours, menus, photos, contact information, features, and ratings. This information is aggregated from public sources, third-party providers, and User Content. We do not warrant the accuracy, completeness, currency, or reliability of any restaurant information or User Content displayed in the Services.

Reviews and ratings reflect the personal opinions of individual users and do not represent the views of OpenCan. You are solely responsible for evaluating restaurant information before relying on it. You agree that OpenCan is not responsible for, and has no liability arising from:

meals, beverages, service, or any other experience you have at a restaurant or business listed in the Services;
payments, cancellations, reservations, allergies, dietary restrictions, food safety, or hygiene at any restaurant;
the conduct of any restaurant, business, or other user, whether on or off the Services;
decisions you make based on information available through the Services.

If you have specific dietary, allergy, religious, accessibility, or health requirements, you must confirm relevant details directly with the restaurant before relying on any information shown in the Services. Features such as "Halal," "Vegetarian," "Accessible," and similar labels are derived from third-party data and User Content and may be incorrect or outdated.

8. Third-Party Services and Links

The Services may contain links to, integrate with, or rely on third-party services, content, websites, applications, or platforms ("Third-Party Services"), including but not limited to Apple, Google, Mapbox, and the websites of individual restaurants. Third-Party Services are governed by their own terms and privacy policies. We do not control, endorse, monitor, or assume responsibility for Third-Party Services, and we make no representations or warranties about them. Your use of any Third-Party Service is at your own risk and is subject to the terms of the relevant third party.

9. Intellectual Property

9.1 OpenCan IP

The Services and all content, software, code, designs, logos, trademarks, trade names, service marks, look and feel, user interfaces, and other intellectual property associated with the Services (other than User Content) are owned by OpenCan or our licensors and are protected by Canadian and international copyright, trademark, patent, trade secret, and other intellectual property laws. Nothing in these Terms transfers any ownership or right of any kind in or to such intellectual property to you. All rights not expressly granted to you in these Terms are reserved.

9.2 Trademarks

"OpenCan" and the OpenCan logo are trademarks of OpenCan. You may not use these or any of our other trademarks, trade names, or branding without our prior written permission.

9.3 Copyright complaints

If you believe that content available through the Services infringes your copyright, please send a written notice to contact@opencan.ca that includes:

identification of the copyrighted work claimed to have been infringed;
identification of the allegedly infringing material and information sufficient to locate it;
your contact information (name, address, telephone number, and email);
a statement that you have a good-faith belief that the use is not authorized by the copyright owner, its agent, or the law;
a statement, made under penalty of perjury, that the information in the notice is accurate and that you are the copyright owner or authorized to act on behalf of the owner; and
your physical or electronic signature.

We may forward such notices to the user who posted the material and may remove or disable access to allegedly infringing content at our discretion. We may terminate, in appropriate circumstances and in our sole discretion, the accounts of users who are repeat infringers.

10. Feedback

If you submit feedback, suggestions, ideas, enhancement requests, comments, or other input regarding the Services ("Feedback"), you agree that we may use the Feedback for any purpose, in any form, and through any medium, without compensation or attribution to you, and you hereby grant us a perpetual, irrevocable, worldwide, royalty-free, transferable, sublicensable licence to use the Feedback for any purpose. You waive any moral rights you may have in the Feedback to the extent permitted by applicable law.

11. Modifications to the Services

We may, in our sole discretion and without prior notice or liability to you:

modify, suspend, discontinue, or change any part of the Services, including any feature, content, pricing, or availability;
impose limits on certain features or restrict access to parts or all of the Services;
change the supported devices, operating systems, or third-party authentication providers;
introduce or remove paid features, subscriptions, or in-app purchases.

We are not liable to you or any third party for any modification, suspension, or discontinuation of the Services or any part of them.

12. Fees and Paid Features

The Services are currently provided free of charge. We reserve the right to introduce paid features, subscriptions, or in-app purchases at any time. Any such paid features will be subject to additional terms presented to you at the point of purchase. Fees paid through the Apple App Store or Google Play Store are subject to those platforms' billing and refund policies, in addition to any terms we publish.

13. Term and Termination

These Terms remain in effect for as long as you access or use the Services.

You may terminate these Terms at any time by closing your account (as described in our Privacy Policy) and ceasing to use the Services.

We may suspend, restrict, or terminate your access to the Services, in whole or in part, at any time, with or without notice, with or without cause, including if we believe in good faith that you have violated these Terms, that your conduct may expose us or others to liability, or that suspension or termination is in the best interests of OpenCan, our users, or third parties.

Upon termination:

your right to access and use the Services ceases immediately;
we may delete or anonymize your account information and User Content in accordance with our Privacy Policy and applicable law;
Sections 5.3 (licence to OpenCan), 5.4 (representations), 7 (disclaimers regarding restaurants), 9 (IP), 10 (feedback), 14 (disclaimers), 15 (limitation of liability), 16 (indemnification), 17 (governing law and disputes), and any other provision that by its nature should survive, will survive termination.

14. Disclaimers

THE SERVICES, INCLUDING ALL CONTENT, RESTAURANT INFORMATION, USER CONTENT, AND THIRD-PARTY SERVICES MADE AVAILABLE THROUGH THE SERVICES, ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND.

To the maximum extent permitted by applicable law, OpenCan and its officers, directors, employees, agents, affiliates, licensors, and service providers (collectively, the "OpenCan Parties") expressly disclaim all representations, warranties, and conditions of any kind, whether express, implied, statutory, or otherwise, including but not limited to warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, quiet enjoyment, accuracy, non-infringement, and any warranties arising from course of dealing, course of performance, or usage of trade.

Without limiting the foregoing, the OpenCan Parties make no representation or warranty that:

the Services will meet your requirements or expectations;
the Services will be uninterrupted, timely, secure, accurate, complete, reliable, current, or error-free;
any defects in the Services will be corrected;
the Services or any servers or networks that make the Services available are free of viruses or other harmful components;
restaurant information, User Content, or other content displayed in the Services is accurate, complete, or current;
the results obtained from using the Services will meet your expectations.

You use the Services at your own risk and are solely responsible for any damage to your device, loss of data, or other harm resulting from your use of the Services.

Some jurisdictions do not allow the disclaimer of certain warranties or conditions. To the extent any such warranty or condition cannot be disclaimed under applicable law, it is limited in duration to the minimum period required by that law.

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

IN NO EVENT WILL THE OPENCAN PARTIES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, AGGRAVATED, OR PUNITIVE DAMAGES, including but not limited to damages for lost profits, lost revenues, lost data, lost savings, business interruption, loss of goodwill, loss of opportunity, food poisoning, allergic reactions, personal injury, property damage, or any other intangible losses, arising out of or relating to these Terms or your use of (or inability to use) the Services, regardless of the cause of action or theory of liability (whether in contract, tort including negligence, strict liability, statute, or otherwise), and regardless of whether the OpenCan Parties have been advised of the possibility of such damages.
THE TOTAL AGGREGATE LIABILITY OF THE OPENCAN PARTIES to you for all claims arising out of or relating to these Terms or the Services, regardless of the cause of action or theory of liability, will not exceed the greater of (a) the amount you have paid to OpenCan for the Services in the twelve (12) months preceding the event giving rise to the claim, or (b) one hundred Canadian dollars (CAD $100).

These limitations apply even if any remedy fails of its essential purpose.

Some jurisdictions do not allow the exclusion or limitation of certain damages (for example, liability for death, personal injury caused by negligence, fraud, or fraudulent misrepresentation). Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law. In Quebec and other jurisdictions where the limitations above are not enforceable in full, our liability is limited to the maximum extent permitted by applicable law.

16. Indemnification

To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless the OpenCan Parties from and against any and all claims, demands, actions, suits, proceedings, damages, losses, liabilities, judgments, settlements, costs, and expenses (including reasonable legal fees on a full-indemnity basis) arising out of or relating to:

your access to or use of the Services;
your User Content;
your violation of these Terms;
your violation of any law, regulation, or third-party right (including any intellectual property, privacy, publicity, or contractual right); and
any dispute between you and any other user, restaurant, or third party.

We reserve the right, at your expense, to assume the exclusive defence and control of any matter for which you are required to indemnify us, in which case you agree to cooperate with our defence. You will not settle any claim that affects OpenCan without our prior written consent.

17. Governing Law and Dispute Resolution

17.1 Governing law

These Terms and any dispute, claim, or controversy arising out of or relating to them or to the Services are governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.

17.2 Forum

Subject to Section 17.3, you and OpenCan irrevocably agree to submit to the exclusive jurisdiction of the courts located in the City of Toronto, Province of Ontario, Canada, for the resolution of any dispute arising out of or relating to these Terms or the Services, and you waive any objection based on inconvenient forum.

17.3 Carve-outs

Nothing in this Section 17 prevents either party from seeking injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights, confidential information, or to enforce obligations of confidentiality.

17.4 Quebec residents

If you reside in Quebec, you may bring proceedings in the courts of Quebec where required by applicable law (including the Consumer Protection Act (Quebec) and the Civil Code of Québec), and provisions of these Terms that are not enforceable under Quebec law will be limited or modified to the minimum extent necessary so that the remainder of the Terms remains in effect.

17.5 European and other consumer protections

If you reside in the European Economic Area, the United Kingdom, or another jurisdiction that grants you mandatory consumer protections, nothing in these Terms limits the protections you are entitled to under the laws of your country of residence that cannot be derogated from by agreement.

17.6 Time limit

Any claim you wish to bring against the OpenCan Parties arising out of or relating to these Terms or the Services must be commenced within one (1) year after the cause of action arises, except where a longer limitation period is required by applicable law that cannot be modified by agreement.

18. Apple App Store Terms (Additional Terms for iOS Users)

If you download or use the OpenCan application from the Apple App Store, the following additional terms apply, and in the event of any conflict between these Terms and the terms required by Apple, the Apple-required terms will prevail solely with respect to your use of the iOS application:

Acknowledgment. These Terms are concluded between you and OpenCan only, and not with Apple. OpenCan, not Apple, is solely responsible for the iOS application and the content thereof.
Scope of licence. The licence granted to you for the iOS application is limited to a non-transferable licence to use the application on any Apple-branded products that you own or control and as permitted by the Usage Rules set forth in the Apple Media Services Terms and Conditions.
Maintenance and support. OpenCan is solely responsible for providing any maintenance and support services with respect to the iOS application, as specified in these Terms or as required under applicable law. Apple has no obligation whatsoever to furnish any maintenance and support services.
Warranty. OpenCan is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. In the event of any failure of the iOS application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price (if any) for the application. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the application.
Product claims. OpenCan, not Apple, is responsible for addressing any claims relating to the iOS application or your possession or use of the iOS application, including but not limited to (a) product liability claims; (b) any claim that the application fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection, privacy, or similar legislation.
Intellectual property. In the event of any third-party claim that the iOS application or your possession and use of the application infringes that third party's intellectual property rights, OpenCan, not Apple, is solely responsible for the investigation, defence, settlement, and discharge of any such claim.
Legal compliance. You represent and warrant that (a) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and (b) you are not listed on any U.S. Government list of prohibited or restricted parties.
Third-party beneficiary. You acknowledge and agree that Apple and Apple's subsidiaries are third-party beneficiaries of these Terms and that, upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary.

19. Google Play Terms (Additional Terms for Android Users)

If you download or use the OpenCan application from Google Play, you also agree to comply with the Google Play Terms of Service. To the extent of any conflict between these Terms and the Google Play Terms of Service, the Google Play Terms of Service will prevail solely with respect to your use of the Android application as required by Google.

20. Changes to These Terms

We may modify, update, or replace these Terms from time to time in our sole discretion. When we make changes, we will update the "Last Updated" date at the top of these Terms. If the changes are material, we will provide additional notice, such as an in-app notification, a notice on our website, or an email to the address associated with your account.

Your continued access to or use of the Services after the effective date of any updated Terms constitutes your acceptance of those updated Terms. If you do not agree to the updated Terms, you must stop using the Services and may close your account.

21. General Provisions

21.1 Entire agreement

These Terms, together with our Privacy Policy and any additional terms or policies we expressly incorporate by reference, constitute the entire agreement between you and OpenCan concerning the Services and supersede all prior and contemporaneous agreements, communications, and proposals, whether oral or written, between you and OpenCan with respect to the subject matter of these Terms.

21.2 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of these Terms will remain in full force and effect.

21.3 No waiver

Our failure to enforce any right or provision of these Terms will not be deemed a waiver of that right or provision. Any waiver must be in writing and signed by an authorized representative of OpenCan.

21.4 Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempted assignment in violation of this Section is void. We may assign or transfer these Terms, in whole or in part, without restriction and without notice to you.

21.5 Force majeure

We will not be liable for any failure or delay in performing our obligations under these Terms to the extent caused by events beyond our reasonable control, including acts of God, war, terrorism, civil unrest, pandemics, government action, labour disputes, fire, flood, earthquake, internet or telecommunications failures, denial-of-service attacks, or failures of third-party service providers.

21.6 Relationship of the parties

Nothing in these Terms creates any partnership, joint venture, employment, agency, franchise, or fiduciary relationship between you and OpenCan. Neither party has the authority to bind the other.

21.7 No third-party beneficiaries

Except as expressly provided in Section 18 (Apple), these Terms do not create any third-party beneficiary rights.

21.8 Notices

We may provide notices to you under these Terms by email to the address associated with your account, by in-app messaging, or by posting on the Services. You may provide notices to us by email to contact@opencan.ca. Notices are deemed given when sent (in the case of email or in-app messaging) or when posted (in the case of website or in-app notice).

21.9 Language

These Terms have been drafted in the English language. If we provide a translation of these Terms in any other language, the English version will prevail in the event of any inconsistency, except where applicable law requires otherwise. Les parties confirment leur volonté que ces conditions ainsi que tous les documents qui s'y rattachent soient rédigés en anglais, sauf lorsque la loi applicable l'exige autrement.

21.10 Headings

Section headings in these Terms are for convenience only and do not affect the interpretation of these Terms.

22. Contact Us

If you have any questions, comments, or concerns about these Terms, please contact us at:

OpenCan

Email: contact@opencan.ca

Website: opencan.ca