This contract (the “Contract”) is entered into between Danks Worldwide Inc, an incorporation formed under the laws of the Province of Ontario [or under the laws of Canada] (the “Company”) and the “Reviewer”, collectively referred to as the “Parties”.

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the mutual covenants and agreements herein contained and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties covenant, promise, and agree as follows:

Reviewer’s Responsibilities

1.1 Timely Reviews: The Reviewer agrees to conduct reviews of cannabis products provided by the Company within a maximum of 7 days from receiving the product, adhering to the deadlines established by the Company.

1.2 Integrity and Procedures: The Reviewer shall perform their duties with the utmost integrity and follow the procedures and guidelines set forth by the Company for reviewing and judging cannabis products.

1.3 The Reviewer shall comply with all applicable laws and regulations related to the use, possession, distribution, and review of cannabis products. It is Reviewer’s responsibility to understand and comply with all relevant laws and regulations.

Confidentiality

2.1 Non-Disclosure: The Reviewer acknowledges and agrees to maintain the confidentiality of any confidential information, including but not limited to trade secrets, proprietary information, business strategies, product information, marketing plans, and any other information designated as confidential by the Company (collectively, “Confidential Information”). The Reviewer shall not disclose, distribute, or use any Confidential Information for any purpose other than as required for the performance of their duties under this Contract. Any unauthorized disclosure of Confidential Information may result in immediate termination of this Contract and potential legal action.

2.2 Return of Materials: Upon termination or expiration of this Contract, or at any time upon the Company’s request, the Reviewer shall promptly return to the Company any documents, records, or materials containing or pertaining to Confidential Information.

2.3 Terms and Conditions. Reviewer agrees to comply with the Terms and Conditions for Reviewers published on Company’s website. In the event of any disagreement between this Agreement and the Terms and Conditions, the terms of this Agreement will prevail.

Use of Name, Photo, and Bio

3.1 The Reviewer acknowledges and agrees that the Company may use their name, photograph, biography, and any reviews or judgments of cannabis products conducted under this Contract for marketing and promotional purposes, including but not limited to the Company’s website, social media platforms, promotional materials, and advertisements. The Company shall have the right to modify, edit, or remove any materials containing the Reviewer’s name, photograph, biography, or reviews, as deemed necessary by the Company. The Reviewer grants the Company a non-exclusive, worldwide, royalty-free license to use, reproduce, distribute, and display the Reviewer’s name, photograph, biography, and reviews for the purposes stated herein. The Reviewer represents and warrants that they have obtained any necessary permissions or releases from third parties whose names, photographs, or other materials are included in the review or judgment.

Contract Term and Renewal

4.1 Initial Term: This Contract shall be effective for a period of one (1) year, commencing on the Effective Date.

4.2 Automatic Renewal: Unless the Company provides written notice of termination at least 60 days prior to the expiration of the initial term or any subsequent renewal term, this Contract shall automatically renew for additional one (1) year terms.

Limitation of Liability

5,1 The Company will not be liable for any damages or losses incurred by the Reviewer in connection with the performance of their duties under the Contract.

5.2 The Company shall not be liable for any direct, indirect, incidental, consequential, or special damages, including but not limited to, loss of profits, loss of data, or any other economic or non-economic losses incurred by the Reviewer in connection with the performance of their duties under this Contract, regardless of the cause of action or theory of liability.

5.3 THE COMPANY, ITS AFFILIATES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS (COLLECTIVELY, THE “COMPANY PARTIES“) MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE PRODUCTS PROVIDED TO REVIEWERS FOR THE PURPOSE OF REVIEW. THE COMPANY PARTIES SHALL NOT BE SUBJECT TO LIABILITY FOR ANY DAMAGES RESULTING FROM YOUR DISPLAYING, COPYING, OR DOWNLOADING ANY MATERIALS TO OR FROM THIS SITE. IN NO EVENT SHALL THE COMPANY PARTIES BE LIABLE TO YOU FOR ANY INDIRECT, EXTRAORDINARY, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE OR OTHER ECONOMIC ADVANTAGE) HOWEVER ARISING, EVEN IF THE COMPANY PARTIES KNOW THERE IS A POSSIBILITY OF SUCH DAMAGE.

5.4 The Company does not make any warranties or representations regarding the use of the materials on this website in terms of their completeness, correctness, accuracy, adequacy, usefulness, timeliness, reliability or otherwise. You understand and agree that you download or otherwise obtain content at your own risk, and that you will be solely responsible for your use and any damage to your mobile device, computer system or other device in which you access the website, loss of data or other harm of any kind that may result. 

5.5 No Approval or Endorsement** The products provided to reviewers for review are not approved or endorsed by the Company. Reviewers understand and agree that their use of the products is at their own discretion and risk, and that they should ensure the products are legal and safe to use in their jurisdiction.

5.6 – Reviewer Responsibility** Reviewers agree to use the products responsibly and in accordance with all applicable laws, regulations, and guidelines. Reviewers acknowledge and agree that they are solely responsible for any harm, damages, or negative consequences that result from their use of the products. 

Indemnification

6.1 Indemnification: The Reviewer agrees to indemnify, defend, and hold harmless Danks Worldwide Inc., its officers, directors, employees, and agents (the “Indemnified Parties”) from and against any and all claims, demands, actions, suits, losses, damages, liabilities, costs, and expenses (including reasonable lawyer’s fees) arising out of or in connection with the Reviewer’s breach of any provision of this Contract, negligence, willful misconduct, or any other act or omission of the Reviewer.

You agree to indemnify and hold harmless the Company Parties from any and all claims, liabilities, damages, losses, costs, expenses, fees (including reasonable lawyers” fees) connected to any claim or demand due to or arising out of or relating to your use of any products provided for review, your Content, your violation of these Terms, or your violation of any rights of a third party related to your use of such products.

6.2 Broad Scope: The indemnification obligations set forth in this Clause 6 shall extend to any claims, demands, actions, suits, losses, damages, liabilities, costs, and expenses, including but not limited to, any claims made by third parties, claims for personal injury, property damage, or any other loss or harm arising out of or in connection with the performance of the Reviewer’s duties under this Contract.

6.3 Procedure: In the event that any claim, demand, action, or suit is brought against any of the Indemnified Parties, the Reviewer shall promptly notify Danks Worldwide Inc. in writing of such claim, demand, action, or suit and cooperate fully in the defense of such claim, demand, action, or suit. Danks Worldwide Inc. shall have the right to control the defense and settlement of any such claim, demand, action, or suit, provided that Danks Worldwide Inc. shall not settle any claim, demand, action, or suit in a manner that adversely affects the Reviewer’s rights or interests without the Reviewer’s prior written consent, which shall not be unreasonably withheld.

6.4. “As Is” Provision** The products, services, information, and materials provided on and through this review website, including all text, graphics, images, and links, are provided on an “as is” and “as available” basis without any representations, warranties, or endorsements of any kind, either express or implied. 

To the fullest extent permissible under applicable law, the Company disclaims all warranties, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement, freedom from computer virus, and warranties arising from course of dealing or course of performance. The Company does not represent or warrant that the functions contained in the website will be uninterrupted or error-free, that defects will be corrected, or that the website or the server that makes the website available are free of viruses or other harmful components. 

6.5 Survival: The indemnification obligations set forth in this Clause 6 shall survive the termination or expiration of this Contract.

Non-Compete

7.1 Exclusive Services: During the term of this Contract and any extensions thereof, the Reviewer shall not engage in similar duties, including reviewing and judging cannabis products, for any other business that competes directly with the Company, without the Company’s prior written consent.

Termination

8.1 Termination for Cause: Company may terminate this Contract immediately upon written notice to the other Party in the event of a material breach of any provision of this Contract by the other Party.

8.2 Effect of Termination: Upon termination of this Contract, the Reviewer shall return any Company property or materials in their possession and cease using the Company’s name, trademarks, and other intellectual property.

Volunteer Status and Compensation

9.1 Volunteer Agreement: The Reviewer acknowledges and agrees that their services as a reviewer and judge of cannabis products under this Contract are provided on a purely voluntary basis and without any expectation of compensation, monetary or otherwise.

9.2 No Compensation: The Reviewer expressly waives any right to claim or receive any form of compensation, including but not limited to wages, salary, bonuses, commissions, or benefits, for their services rendered under this Contract.

9.3 No Obligation: The Company acknowledges that the Reviewer is a volunteer and that the Reviewer is under no obligation to provide their services beyond their own willingness and availability.

9.4 Consideration: The consideration for the Reviewer entering into this Contract and providing their services as a volunteer shall be the experience gained, publication of their profile on Company’s website, publication of their publication, and/or the opportunity to contribute to the cannabis industry.

9.5 No Employment Relationship: The Reviewer acknowledges and agrees that their volunteer status under this Contract does not create an employment relationship with the Company, and they shall not be entitled to any employment benefits or protections.

9.6 No Liability: The Reviewer agrees that they shall not hold the Company liable for any claims, demands, or actions related to their volunteer status or the absence of compensation.

9.7 Compliance with Laws: The Reviewer shall comply with all applicable laws and regulations regarding volunteer services, including any tax or reporting obligations that may arise from the provision of such services.

Governing Law and Dispute Resolution

10.1 Governing Law: This Contract shall be governed by and construed in accordance with the laws of the Province of Ontario and Canada, without regard to its conflict of laws principles.

10.2 Dispute Resolution: Any disputes arising out of or in connection with this Contract shall be resolved amicably through good faith negotiations between the Parties. If the Parties are unable to reach a resolution within thirty (30) days, either Party may initiate legal proceedings.

Entire Agreement

11.1 This Contract, including any attachments, schedules, or exhibits hereto and the Terms for Reviewers posted on Our website, constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior discussions, negotiations, and agreements, whether oral or written. No modification, amendment, or waiver of any provision of this Contract shall be effective unless in writing and signed by both Parties.

Severability

12.1 If any provision of this Contract is held to be invalid, illegal, or unenforceable under any applicable law, such provision shall be severed from this Contract, and the remainder of the Contract shall be valid and enforceable to the fullest extent permitted by law.

Assignment

13.1 Neither Party may assign or transfer any rights or obligations under this Contract without the prior written consent of the other Party, except that the Company may assign this Contract to any successor or affiliate in connection with a merger, acquisition, or sale of all or substantially all of its assets. Any attempted assignment or transfer in violation of this provision shall be void.

Notices

14.1: Any notice, demand, or communication required or permitted to be given under this Contract shall be in writing and shall be deemed to have been properly given if delivered personally, sent by registered mail, or by email to the addresses provided below:

If to the Company:

Danks Worldwide Inc

Email: info@thedankgroup.com

Either Party may change its address for notice by providing written notice to the other Party in accordance with this clause.

Counterparts

15.1:  This Contract may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Facsimile or electronically transmitted signatures shall be deemed as original signatures for all purposes.