TERMS OF SERVICE

VinoTalks
Website: vinotalks.com
Effective Date: July 8, 2025
Version: 1.0
Last Updated: July 8, 2025

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1. DEFINITIONS AND INTERPRETATION

1.1 Definitions

For the purposes of these Terms:

• “Agreement” means these Terms of Service, as amended from time to time
• “Content” means all text, graphics, images, audio, video, data, and other materials available on the Website
• “Personal Information” has the meaning set out in PIPEDA and applicable privacy legislation
• “Services” means all services, features, and functionality provided through the Website
• “User” or “you” means any person who accesses or uses the Website
• “User Content” means any content submitted, posted, or transmitted by Users
• “Website” means the VinoTalks website located at vinotalks.com and any associated mobile applications
• “We,” “us,” or “our” means VinoTalks and its representatives

1.2 Interpretation

• Headings are for convenience only and do not affect interpretation
• References to legislation include amendments and successor legislation
• Time references are to Eastern Standard Time unless otherwise specified
• “Including” means “including without limitation”

2. ACCEPTANCE AND MODIFICATION OF TERMS

2.1 Binding Agreement

By accessing, browsing, or using the Website, you acknowledge that you have read, understood, and agree to be bound by this Agreement and all applicable laws. If you do not agree to these Terms, you must immediately cease using the Website.

2.2 Legal Capacity

You represent and warrant that you have the legal capacity to enter into this Agreement and that your use of the Website will not violate any applicable law or regulation.

2.3 Modifications

We reserve the right to modify these Terms at any time without prior notice. Material changes will be prominently posted on the Website. Your continued use of the Website after any modification constitutes acceptance of the modified Terms. We recommend reviewing these Terms regularly.

2.4 Version Control

Each version of these Terms will be dated and maintained in our records. The most current version will always be available on the Website.

3. ELIGIBILITY AND REGISTRATION

3.1 Age Requirements

You must be at least 18 years of age to use the Website. If you are under 18, you may only use the Website with the supervision and consent of a parent or legal guardian who agrees to be bound by these Terms.

3.2 Jurisdiction

These Terms are intended for users in Canada. Users from other jurisdictions use the Website at their own risk and are responsible for compliance with their local laws.

3.3 Account Registration

If you create an account or subscribe to our newsletter:

• You must provide accurate, complete, and current information
• You are responsible for maintaining the confidentiality of your account credentials
• You must promptly notify us of any unauthorized use of your account
• You are fully responsible for all activities that occur under your account

3.4 Prohibited Users

You may not use the Website if you:

• Are prohibited from receiving Canadian products or services under applicable law
• Have been previously suspended or banned from the Website
• Are a competitor seeking to access our Content for competitive purposes

4. DESCRIPTION OF SERVICES

4.1 Service Overview

VinoTalks provides educational and informational content related to:

• Wealth management strategies and concepts
• Investment education and market analysis
• Financial news and commentary
• Personal finance insights
• Economic trends and developments

4.2 Service Scope

Our Services include:

• Blog articles and educational content
• Newsletter subscriptions
• Comment and discussion features
• Contact forms for inquiries
• Analytics and personalized content recommendations

4.3 Service Limitations

We do not provide:

• Personalized financial advice or recommendations
• Investment management services
• Tax preparation or planning services
• Legal advice or representation
• Any regulated financial services

4.4 Mobile Applications

If we develop mobile applications, your use of such applications will be governed by these Terms and any additional terms specific to the application.

5. CRITICAL DISCLAIMERS AND WARNINGS

5.1 NO FINANCIAL ADVICE

IMPORTANT: ALL CONTENT ON THIS WEBSITE IS FOR EDUCATIONAL AND INFORMATIONAL PURPOSES ONLY AND DOES NOT CONSTITUTE FINANCIAL, INVESTMENT, OR SECURITIES ADVICE.

We are not:

• Registered investment advisors under securities legislation
• Licensed financial planners or portfolio managers
• Providing personalized financial recommendations
• Soliciting the purchase or sale of any securities

You acknowledge that:

• All financial decisions are made at your sole risk
• You should consult qualified, licensed professionals before making financial decisions
• Past performance does not guarantee future results
• All investments carry risk of loss

5.2 NO LEGAL ADVICE

IMPORTANT: NOTHING ON THIS WEBSITE CONSTITUTES LEGAL ADVICE OR CREATES A LAWYER-CLIENT RELATIONSHIP.

We are not:

• Providing legal services or representation
• Licensed to practice law in any jurisdiction
• Offering legal opinions or interpretations

For legal advice, consult with a qualified lawyer licensed in your jurisdiction.

5.3 NO TAX ADVICE

IMPORTANT: NOTHING ON THIS WEBSITE CONSTITUTES TAX ADVICE OR TAX PLANNING SERVICES.

We are not:

• Certified tax professionals or accountants
• Providing tax preparation services
• Offering tax planning strategies

Tax laws are complex and change frequently. Consult with a qualified tax professional for advice specific to your situation.

5.4 EDUCATIONAL PURPOSE ONLY

All Content is provided solely for educational and informational purposes. The Content:

• Represents general information only
• Is not tailored to your specific circumstances
• Should not be relied upon for making financial decisions
• May become outdated or inaccurate over time

5.5 INVESTMENT RISKS

You acknowledge that:

• All investments involve risk of loss
• Market volatility can result in significant losses
• Economic conditions can change rapidly
• Diversification does not guarantee against loss
• You should never invest more than you can afford to lose

5.6 NO GUARANTEE OF RESULTS

We make no representations or warranties about:

• The accuracy or completeness of our Content
• The performance of any investment strategies discussed
• The suitability of any information for your circumstances
• The availability or reliability of third-party information

6. REGULATORY COMPLIANCE AND SECURITIES LAW

6.1 Securities Law Compliance

We comply with applicable securities legislation in Ontario and Canada. We do not:

• Provide investment advice as defined under securities legislation
• Recommend specific securities or investment products
• Offer to buy or sell securities
• Provide portfolio management services

6.2 Regulatory Disclaimers

Nothing on this Website should be construed as:

• An offer to sell or solicitation to buy securities
• A recommendation to buy, sell, or hold any investment
• A guarantee of investment performance
• Professional investment advice

6.3 Regulatory Reporting

We reserve the right to cooperate with regulatory authorities and provide information as required by law.

6.4 Qualified Persons

References to “qualified persons” mean individuals who are:

• Properly licensed and registered under applicable legislation
• In good standing with relevant regulatory bodies
• Authorized to provide the specific services you require

7. INTELLECTUAL PROPERTY RIGHTS

7.1 Our Intellectual Property

All Content on the Website, including but not limited to:

• Text, articles, and written content
• Graphics, images, and visual elements
• Audio and video content
• Software and code
• Trademarks and logos
• Database rights

is owned by VinoTalks or our licensors and is protected by Canadian and international copyright, trademark, and other intellectual property laws.

7.2 Limited License to Users

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to:

• Access and view the Website for personal, non-commercial use
• Print individual pages for personal reference
• Share links to our Content through social media (with proper attribution)

7.3 Restrictions on Use

You may not:

• Copy, reproduce, or distribute our Content without permission
• Create derivative works based on our Content
• Use our Content for commercial purposes
• Remove copyright notices or other proprietary markings
• Use automated systems to access or download Content
• Reverse engineer any software or systems

7.4 User-Generated Content

If you submit User Content (such as comments or feedback), you:

• Grant us a perpetual, worldwide, royalty-free license to use, reproduce, modify, and distribute such content
• Represent that you own or have rights to the content
• Warrant that the content does not infringe third-party rights
• Remain responsible for the content you submit

7.5 Trademark Rights

“VinoTalks” and related marks are our trademarks. You may not use our trademarks without our prior written consent.

7.6 DMCA Compliance

We respect intellectual property rights and comply with the Digital Millennium Copyright Act and Canadian copyright law. If you believe your copyright has been infringed, please contact us with:

• Your contact information
• Description of the copyrighted work
• Location of the infringing material
• Good faith statement of infringement
• Statement of accuracy under penalty of perjury

8. USER CONDUCT AND PROHIBITED ACTIVITIES

8.1 Acceptable Use

You agree to use the Website in a manner that is:

• Lawful and compliant with applicable regulations
• Respectful of other users and our staff
• Consistent with the educational purpose of the Website
• In accordance with these Terms

8.2 Prohibited Activities

You may not:

• Violate any applicable laws or regulations
• Infringe intellectual property rights of others
• Transmit harmful, threatening, or offensive content
• Harass, intimidate, or discriminate against others
• Impersonate any person or entity
• Distribute spam, viruses, or malicious code
• Interfere with Website functionality or security
• Collect user information without consent
• Use the Website for commercial purposes without permission
• Manipulate or attempt to manipulate market prices
• Provide false or misleading information
• Engage in any form of market manipulation or securities fraud

8.3 Monitoring and Enforcement

We reserve the right to:

• Monitor user activity for compliance with these Terms
• Investigate suspected violations
• Remove violating content immediately
• Suspend or terminate user accounts
• Cooperate with law enforcement authorities
• Take legal action against violators

8.4 Reporting Violations

Users are encouraged to report violations of these Terms or illegal activity to our designated contact.

9. CONTENT POLICIES AND MODERATION

9.1 Content Standards

All User Content must:

• Be truthful and not misleading
• Comply with applicable laws
• Respect intellectual property rights
• Be relevant to the Website’s purpose
• Maintain a respectful tone

9.2 Prohibited Content

User Content may not contain:

• Illegal, harmful, or offensive material
• Hate speech or discriminatory content
• Personal attacks or harassment
• Spam or promotional content
• Confidential or proprietary information
• Investment advice or recommendations
• Market manipulation attempts

9.3 Moderation Process

We reserve the right to:

• Review all User Content before publication
• Edit or remove content at our discretion
• Suspend commenting privileges
• Report illegal content to authorities

9.4 No Obligation to Monitor

While we reserve the right to monitor content, we have no obligation to do so and are not responsible for User Content.

10. DATA COLLECTION AND PRIVACY

10.1 Privacy Policy Integration

Our collection and use of Personal Information is governed by our Privacy Policy, which is incorporated into these Terms by reference.

10.2 Google Analytics

We use Google Analytics to collect anonymous usage data to improve our Services. This includes:

• Page views and session duration
• Geographic location (general)
• Device and browser information
• Referral sources

You can opt out of Google Analytics tracking through your browser settings or Google’s opt-out tools.

10.3 Cookies and Tracking

We use cookies and similar technologies to:

• Improve Website functionality
• Analyze usage patterns
• Provide personalized content
• Remember your preferences

You can control cookies through your browser settings, though some Website features may not function properly without cookies.

10.4 Data Security

We implement reasonable security measures to protect your information, but cannot guarantee absolute security. You use the Website at your own risk regarding data security.

10.5 Data Retention

We retain Personal Information only as long as necessary for the purposes for which it was collected, or as required by law.

10.6 PIPEDA Compliance

We comply with the Personal Information Protection and Electronic Documents Act (PIPEDA) and other applicable privacy legislation.

11. NEWSLETTER AND COMMUNICATIONS

11.1 Newsletter Subscription

By subscribing to our newsletter, you consent to receive:

• Regular updates about new content
• Educational information about finance and investing
• Website announcements and updates

11.2 Contact Forms

Information submitted through contact forms will be used to:

• Respond to your inquiries
• Provide requested information
• Improve our Services

11.3 Data Protection

We will not sell, rent, or share your Personal Information with third parties without your consent, except as required by law.

11.4 Unsubscribe Rights

You may unsubscribe from our communications at any time by:

• Clicking the unsubscribe link in emails
• Contacting us directly
• Adjusting your account preferences

11.5 Communication Preferences

You can modify your communication preferences at any time through your account settings or by contacting us.

12. THIRD-PARTY CONTENT AND LINKS

12.1 Third-Party Links

The Website may contain links to third-party websites, products, or services. These links are provided for convenience only and do not constitute endorsement.

12.2 Third-Party Content

We may reference or quote third-party content for educational purposes. Such content:

• Remains the property of its original owners
• Is used under fair dealing provisions
• Does not constitute our endorsement
• May not be accurate or current

12.3 No Responsibility

We are not responsible for:

• The availability of third-party websites
• The accuracy of third-party information
• The privacy practices of third parties
• Any damages resulting from third-party interactions

12.4 User Responsibility

Your use of third-party websites and services is at your own risk and subject to their terms and conditions.

13. WEBSITE AVAILABILITY AND TECHNICAL TERMS

13.1 Service Availability

We strive to maintain Website availability but do not guarantee:

• Continuous, uninterrupted service
• Error-free operation
• Compatibility with all devices or browsers
• Availability during maintenance periods

13.2 Maintenance and Updates

We may:

• Perform scheduled maintenance
• Update Website features and functionality
• Modify or discontinue services
• Change technical requirements

The Website is hosted by Alstra Solutions, which provides hosting services and has no involvement in the Content, Services, or operations of VinoTalks.

13.3 Technical Requirements

Users are responsible for:

• Maintaining compatible devices and software
• Ensuring adequate internet connectivity
• Implementing appropriate security measures
• Backing up any important data

13.4 Service Interruptions

We are not liable for service interruptions due to:

• Technical failures or maintenance
• Internet connectivity issues
• Force majeure events
• Third-party service provider failures

14. LIMITATION OF LIABILITY AND DISCLAIMERS

14.1 Disclaimer of Warranties

THE WEBSITE AND ALL CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY
• FITNESS FOR A PARTICULAR PURPOSE
• NON-INFRINGEMENT
• ACCURACY OR COMPLETENESS
• CONTINUOUS AVAILABILITY

14.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL VINOTALKS, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY:

• DIRECT, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES
• LOSS OF PROFITS, DATA, OR BUSINESS OPPORTUNITIES
• INVESTMENT LOSSES OR FINANCIAL DAMAGES
• PERSONAL INJURY OR PROPERTY DAMAGE
• DAMAGES ARISING FROM THIRD-PARTY ACTIONS

14.3 Maximum Liability Cap

OUR TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE WEBSITE SHALL NOT EXCEED $100 CAD.

14.4 Basis of Bargain

These limitations are fundamental elements of the basis of our agreement. The Website would not be provided without these limitations.

14.5 Applicable Law

These limitations apply to the fullest extent permitted by Ontario and Canadian law.

15. INDEMNIFICATION

15.1 User Indemnification

You agree to indemnify, defend, and hold harmless VinoTalks and its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to:

• Your use of the Website
• Your violation of these Terms
• Your violation of any applicable law or regulation
• Your infringement of third-party rights
• Your User Content or submissions
• Your investment decisions or financial losses

15.2 Defense of Claims

We may assume the exclusive defense and control of any matter subject to indemnification, and you agree to cooperate with our defense of such claims.

15.3 Notice Requirements

You must promptly notify us of any claim subject to indemnification and provide reasonable cooperation in the defense.

16. DISPUTE RESOLUTION AND GOVERNING LAW

16.1 Governing Law

These Terms are governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada, without regard to conflict of law principles.

16.2 Jurisdiction

Any disputes arising under these Terms shall be subject to the exclusive jurisdiction of the courts located in Toronto, Ontario. You hereby consent to personal jurisdiction and venue in such courts.

16.3 Mandatory Arbitration

IMPORTANT: Subject to the exceptions below, any dispute arising out of or relating to these Terms or your use of the Website shall be resolved through binding arbitration rather than in court.

16.4 Arbitration Procedures

Arbitration shall be conducted:

• In accordance with the Rules of the ADR Institute of Ontario
• By a single arbitrator agreed upon by the parties
• In Toronto, Ontario
• In English
• With each party bearing their own costs

16.5 Exceptions to Arbitration

The following disputes are not subject to arbitration:

• Claims for intellectual property infringement
• Claims for injunctive relief
• Small claims court matters under $25,000
• Claims involving personal injury or property damage

16.6 Class Action Waiver

YOU AGREE THAT DISPUTES WILL BE RESOLVED ONLY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ACTION, CONSOLIDATED ACTION, OR REPRESENTATIVE ACTION.

16.7 Limitation Period

Any claim must be brought within one (1) year of the date the claim arose, or it will be forever barred.

16.8 Informal Resolution

Before initiating formal dispute resolution, you agree to first attempt informal resolution by contacting us directly.

17. CONSUMER PROTECTION RIGHTS

17.1 Ontario Consumer Protection Act

If you are a consumer under the Ontario Consumer Protection Act, you may have additional rights that cannot be waived by these Terms.

17.2 Cooling-Off Period

For certain transactions, you may have a cooling-off period during which you can cancel without penalty.

17.3 Right to Cancel

You may have the right to cancel certain agreements within specified time periods.

17.4 Unfair Practices

We will not engage in unfair or deceptive practices as defined under consumer protection legislation.

17.5 Complaint Process

If you have a consumer complaint, you may contact:

• Our customer service team
• The Ontario Ministry of Consumer Services
• The Better Business Bureau

18. ACCESSIBILITY

18.1 AODA Compliance

We are committed to compliance with the Accessibility for Ontarians with Disabilities Act (AODA) and strive to make our Website accessible to all users.

18.2 Accessibility Features

We implement accessibility features including:

• Alt text for images
• Keyboard navigation support
• Screen reader compatibility
• Appropriate color contrast
• Scalable text

18.3 Feedback and Accommodation

If you experience accessibility barriers or require accommodation, please contact us, and we will work to address your needs.

18.4 Ongoing Improvements

We continuously work to improve accessibility and welcome feedback on how we can better serve users with disabilities.

19. ANTI-SPAM COMPLIANCE

19.1 CASL Compliance

We comply with Canada’s Anti-Spam Legislation (CASL) in all electronic communications.

19.2 Consent Requirements

We will only send commercial electronic messages to recipients who have:

• Provided express consent
• Implied consent through existing business relationships
• Publicly available contact information (where permitted)

19.3 Unsubscribe Mechanism

All commercial emails include a clear and functioning unsubscribe mechanism that:

• Is easy to use
• Processes requests within 10 business days
• Does not charge fees
• Does not require additional information

19.4 Sender Identification

All communications clearly identify:

• Our organization name
• Contact information
• Purpose of the message

20. TERMINATION AND SUSPENSION

20.1 Termination by You

You may terminate your use of the Website at any time by:

• Ceasing to access the Website
• Unsubscribing from our communications
• Contacting us to close your account

20.2 Termination by Us

We may terminate or suspend your access immediately, without prior notice, for:

• Violation of these Terms
• Illegal or harmful activity
• Abuse of our Services
• Risk to other users or our operations

20.3 Effect of Termination

Upon termination:

• Your right to use the Website ceases immediately
• We may delete your account and data
• Outstanding obligations remain in effect
• Provisions that should survive termination continue to apply

20.4 Survival

The following provisions survive termination:

• Intellectual property rights
• Limitation of liability
• Indemnification
• Dispute resolution
• Any obligations that accrued before termination

21. GENERAL LEGAL PROVISIONS

21.1 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and VinoTalks regarding your use of the Website.

21.2 Severability

If any provision of these Terms is found invalid or unenforceable, the remaining provisions remain in full force and effect.

21.3 Waiver

Our failure to enforce any provision does not constitute a waiver of that provision or any other provision.

21.4 Assignment

You may not assign your rights or obligations under these Terms without our written consent. We may assign our rights and obligations without restriction.

21.5 Force Majeure

We are not liable for delays or failures due to circumstances beyond our reasonable control, including but not limited to:

• Natural disasters
• War or terrorism
• Government actions
• Labor disputes
• Technical failures
• Pandemic or public health emergencies

21.6 Notices

Legal notices must be delivered to our designated contact address. We may provide notices to you through the Website or your registered email address.

21.7 No Partnership

These Terms do not create a partnership, joint venture, or agency relationship between you and VinoTalks.

21.8 Headings

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

21.9 Language

These Terms are prepared in English. If translated, the English version prevails in case of conflict.

22. CONTACT INFORMATION

22.1 General Inquiries

For questions about these Terms or the Website, contact us at:

VinoTalks
Email: admin[@]vinotalks.com

22.2 Legal Notices

Legal notices and formal communications should be sent to:

Legal Department
VinoTalks
Email: admin[@]vinotalks.com

22.3 Privacy Inquiries

For privacy-related questions, contact our Privacy Officer at: Email: admin[@]vinotalks.com

22.4 Accessibility Support

For accessibility assistance, contact: Email: admin[@]vinotalks.com

22.5 Response Time

We will respond to inquiries within 5 business days. Legal notices require acknowledgment within 48 hours.

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BY USING THE VINOTALKS WEBSITE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS OF SERVICE.

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Document Information:

• Document Type: Terms of Service
• Version: 1.0
• Effective Date: July 8, 2025
• Last Updated: July 8, 2025
• Next Review Date: July 8, 2026
• Governing Law: Province of Ontario, Canada
• Jurisdiction: Courts of Ontario, Canada

Legal Notice: These Terms of Service have been prepared to comply with Ontario and Canadian law as of the effective date. Laws may change, and you should consult with qualified legal counsel for advice specific to your situation.

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This document is proprietary and confidential. Unauthorized reproduction or distribution is prohibited.