OPEN ACCESS WEBSITE TERMS OF USE

 

Effective Date: Feb 1 2017

Please read these terms of use carefully before using this website of Open Access Ltd. (“Open Access”). 

 

Agreement

By accessing or using this Site, as defined below, you agree, or are deemed to agree, to be bound by, and comply with, the Terms, as defined below, and you represent that you understand and can agree to the Terms.  By accessing or using the Site on behalf of another person, you represent that you are authorized to do so and that you and such other person agree, or are deemed to agree, to be bound by, and comply with, the Terms.  If you do not agree to be bound by, and comply with, the Terms, you are not permitted to access or use the Site.  If you have a question about any aspect of the Terms, you should consult with your lawyer.

Site and Content

 

This website comprises: (i) a general portal accessible by the public to provide general information about Open Access and its products and services; (ii) a secure area for sponsoring employers (a “Sponsor”) which may be accessed only by the authorized employees, agents and representatives of a Sponsor; and (iii) a secure area which may be accessed only by a Sponsor employee who is a member (a “Member”) who is authorized to do so (the “Site”).  

 

Terms

 

The Site and the content on the Site (the "Content") are made available to you subject to your compliance with these terms and conditions of use, which include the terms and conditions of the Open Access Privacy Policy and the Open Access Website Security Policy, and the terms and conditions of use applicable to a Sponsor or a Member under any agreement that it has with Open Access that governs use of the Site or the Content (collectively, the "Terms").

 

Mobile Device

The Terms apply when you use a downloadable application mobile device browser or any other technology to access any features, functionality or Content that is made available or provided on the Site.

Modifications

 

The Terms are effective as of the date noted above.  Open Access reserves the right to update and otherwise modify the Terms from time to time without notice to you. You should review the Terms regularly. By accessing or using the Site after any such update or modification, you agree to be bound by, and comply with, the Terms then posted. If any update or modification is not acceptable to you, you must cease accessing and using the Site.

 

Permitted Use

 

You may access and use the Site and the Content only in accordance with all applicable laws and the Terms. Subject to the Terms, Open Access grants to you a limited, non-exclusive, non-transferable and revocable licence to access and use the Site and the Content only to display and save on your own computer, mobile device or any other electronic device that you use to access the Site, download and print a copy of the Content for your use solely for informational purposes or to transact with Open Access, provided that the Content is not modified in any way (the “Permitted Uses”). By accessing or using the Site or the Content, or by displaying, saving, downloading or printing a copy of any Content, you do not acquire any other right or licence to the Site or the Content.

 

Accuracy and Currency

Open Access does not represent, warrant, guarantee or ensure the accuracy, completeness, reliability or currency of any Content, the functionality of the Site, or the transmission of any Content from the Site to you.

No Relationship

Your access to, or use of, the Site does not create any professional-client or fiduciary relationship. Your use of the Site may facilitate access to, or communications with, employees or authorized agents or representatives of Open Access (“Open Access Personnel”) by way of email or otherwise via the Site. However, the receipt of any such communications by Open Access Personnel does not create a professional-client or fiduciary relationship. 

No Advice

Neither the Site nor the Content provides personalized financial, insurance, legal, accounting, tax or other professional advice.  You will not rely on the Content as accurate, complete, reliable, current, timely or fit for any particular purpose, without conducting independent research or receiving advice from an appropriate professional advisor. You will not act, or not act, on the sole basis of the Content.

No Offer

Nothing on the Site constitutes an offer to buy or sell any products or services of Open Access or any other person. All products and services of Open Access are subject to the terms and conditions of any applicable contracts and applicable laws. Open Access administers the Site from its office in Toronto, Ontario, Canada. The products and services of Open Access are available only in jurisdictions where they may be lawfully offered for sale in Canada by Open Access.  The Site or the availability of the Content does not suggest that Open Access offers products or services in any jurisdiction other than in which Open Access may lawfully do so,

No Contract

Nothing on the Site forms a contract, or a part of any contract, other than the Terms or as may be otherwise expressly provided. In the event of a conflict between the Content and the terms in any agreement or other document relating to a product or service offered by Open Access, the terms in such agreement or other document relating to such product or service will govern.

No Endorsement

To the extent any opinion or information of another person or reference to its products or services (collectively, “Third Party Content”) is included in the Content, it is provided for convenience only.  Open Access does not expressly or implicitly approve or endorse any Third Party Content, or warrant any Third Party Content to be accurate, complete, reliable, verified, current, non-infringing of intellectual property rights, or fit for any purpose, by the mere inclusion of Third Party Content in the Content.

Access Providers

Open Access provides you with access to the Site through the networks of third party telecommunications providers and through other suppliers and third parties. Open Access assumes no responsibility for the security of your facilities or networks or for the unauthorized access to such facilities or networks. In all cases, you are responsible for determining and establishing secure network access configurations.

Service Providers

Open Access may utilize third party service providers to provide certain tools and programs, some of which may be housed on third party servers or on websites which have been independently developed by others. As such, while accessing the Site you may be linked to such other third party servers. Access to other websites and the use of any third party tools or programs on the Site are subject to the Terms and any terms and conditions on any other applicable websites.

Availability

Open Access makes reasonable efforts to maintain the availability of the Site.  However there will be times when all or part of the Site will be unavailable for use or when Open Access must shut down the Site for a period of time for maintenance, updates, other reasonable adjustments or for reasons beyond the control of Open Access. 

Confidentiality

 

You acknowledge that the Internet is not a secure medium of communication where confidentiality, privacy or security can be ensured, and that complete confidentiality, privacy or security over the Internet is not possible at this time.  Open Access cannot guarantee the confidentiality, privacy or security of any information that you input, send to us or request be delivered to you via email or otherwise through the Site during its transmission over the Internet.   

 

Privacy

 

Open Access is committed to respecting the privacy of your personal information. For further information on how we protect your personal information refer to the Open Access Privacy Statement.     

Linking from Other Website

Other websites which may provide access to the Site by links are entirely independent of the Site and Open Access. Open Access does not review, investigate, verify, monitor or control, and is not responsible for, any of such websites or their content.  Access and use of such websites are subject to the terms and conditions of such websites. You are fully responsible for any use that you make of the content contained on such websites and you are solely responsible for the consequences of any use of, or reliance on, such content. It is up to you to take precautions to ensure that any such website is free of viruses, worms, trojan horses, disabling devices and other code that manifests contaminating or destructive properties or has harmful effects.  Any link from another website or another person to the Site shall not, in any manner, be construed as an endorsement or approval by Open Access of the opinions, information, products or services, or the accuracy, completeness, reliability, veracity, currency, non-infringement of intellectual property rights of others, or fitness for any purpose of such content.  Where you provide a link to the Site from another website, Open Access reserves the right to require you to disable such link. 

Linking to Other Websites

The Site may, for convenience only, provide links to websites of other parties.  Any other website that may be accessed from the Site by hypertext links are entirely independent of the Site. Open Access does not review, investigate, verify, monitor or control, and is not responsible for, any of such websites or their content.  Open Access is not liable for any content any such website may have from time to time.  The access or use of such websites is subject to the terms and conditions of such websites. You are fully responsible for any use that you make of the content contained on such websites and you are solely responsible for the consequences of any use of, or reliance on, such content.  It is up to you to take precautions to ensure that any such website is free of viruses, worms, trojan horses, disabling devices and other code that manifests contaminating or destructive properties or has harmful effects. Any link to another website from the Site shall not, in any manner, be construed as an endorsement or approval by Open Access of the opinions, information, products or services, or the accuracy, completeness, reliability, veracity, currency, non-infringement of intellectual property rights of others, or fitness for any purpose, of such content.  

Prohibited Activities

You may not access the Site or use the Site or the Content in any way or for any purpose that is unlawful. Without the prior written consent of Open Access, you may not access the Site or use the Site or the Content for any purpose that is outside the scope of the Permitted Use, or that violates the rights of Open Access, any Open Access Personnel or any other person. Without limiting the foregoing, without such consent, you may NOT engage in, or perform, directly or indirectly, any of the following activities with the Site or the Content or any portion thereof:

• No provision of access. Providing access to any person who is not authorized to have such access;
• No reproduction.  Reproducing in any form or medium, including uploading and downloading;
• No distribution. Making available, distributing, displaying, posting, disseminating, publishing, republishing, retransmitting, communicating to the public or broadcasting;
• No storage. Storing in any medium;
• No modification. Creating a derivative work, modifying, translating, selecting, arranging, merging, compiling or otherwise combining with other data or other content or framing from or on another website;

·         No linking or framing. Framing or, except as otherwise expressly permitted in the Terms, linking to or from the Site;

·         No scraping.  Scraping, whether screen scraping, database scraping, or any other activity intended to collect, store, reorganize, summarize or manipulate any Content, whether by an automatic program or a manual process;

·         No transaction. Selling, licensing, sublicensing or engaging in any other commercial transaction relating to the Site, the Content or any reproduction of all or any portion thereof in any medium;

• No decompilation. Decompiling, disassembling, reverse engineering or other exploitation of the Site, its architecture or the underlying software or code;
• No disruption.  Disrupting, impairing, interfering with, altering or modifying the Site or the Content; and
• No outside permitted uses. Any activity that is outside the scope of activity permitted by the Terms.

If you require further information on the uses that you may make of the Content or the Site or to seek permission in respect of any activity with the Site or the Content that is not permitted by the terms, please contact inquiry@openaccessltd.com.

Copyright

All Content, including all:  (i) text, data and other literary works; (ii) logos, designs, graphics, images, photographs, artwork and other artistic works; (iii) musical works and other sounds;  (iv) videos and all audio-visual works; (v) performances; (vi) other materials; (vii) selections, arrangements, compilations, modifications and enhancements of all of the foregoing; (viii) software, including program code that may execute on the Site’s servers or that may be embedded or be downloadable from individual webpages on the Site; and (ix) the architecture and layout of the Site and webpages thereon, is protected by copyright owned by, or licensed to, Open Access.

Trademarks

Open Access owns or licenses all trade names and all word, script and design trademarks that are displayed on the Site, except where otherwise noted.  The display of trademarks on the Site shall not in any way be construed as an implied license to use such trademarks.  The trade-marks of Open Access include OPEN ACCESS, Flower Design, OPEN ACCESS INTEGRATED INVESTMENT MANAGEMENT, OPEN ACCESS FINALLY, GROUP RETIREMENT THE RIGHT WAY and WELL, INVESTED.

Risks You Assume

Access to, and use of, the Site and the permitted activity with the Content are done entirely at your own risk. Open Access does not represent, warrant or guarantee that the Site or the Content is compatible with your computer systems or that the Site or the Content is or will be free of viruses, worms, trojan horses or disabling devices or other code that manifests contaminating or destructive properties or has harmful effects. You are responsible for implementing safeguards to protect the security and integrity of your computer system, and you are responsible for the entire cost of any service, repairs or connections of and to your computer system that may be necessary as a result of your use of the Site.

Disclaimer

THE SITE AND THE CONTENT ARE PROVIDED "AS IS" ENTIRELY AT YOUR RISK WITHOUT ANY EXPRESS OR IMPLIED WARRANTY OR CONDITION OF ANY KIND. ACCESS TO, AND USE OF, THE SITE OR THE CONTENT IS AT YOUR OWN RISK. NEITHER OPEN ACCESS NOR ANY OPEN ACCESS PERSONNEL MAKES ANY REPRESENTATION, WARRANTY OR CONDITION ABOUT THE QUALITY, USEABILITY, ACCURACY, RELIABILITY, COMPLETENESS, CURRENCY, TIMELINESS, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT OF THE INTELLECTUAL PROPERTY OR RELATED RIGHTS OF OTHERS, OF THE SITE OR THE CONTENT, OR THAT THE SITE WILL OPERATE UNINTERRUPTED, ERROR-FREE OR IN COMBINATION WITH ANY SERVICES OR SOFTWARE USED IN CONNECTION THEREWITH OR THAT IT WILL BE VIEWED CONSISTENTLY WITH ALL BROWSER SOFTWARE OR THAT ANY COMMUNICATION TRANSMITTED TO OR FROM THE SITE IS PRIVATE, CONFIDENTIAL OR SECURE.  NEITHER OPEN ACCESS NOR ANY OPEN ACCESS PERSONNEL ASSUMES ANY RESPONSIBILITY FOR ANY ERRORS, OMISSIONS OR INACCURACIES IN THE SITE OR THE CONTENT OR ANY PERFORMANCE ISSUES OR MALFUNCTIONS OF THE SITE.

TO THE FULLEST EXTENT PERMITTED BY LAW, OPEN ACCESS AND OPEN ACCESS PERSONNEL DISCLAIM ALL WARRANTIES, REPRESENTATIONS AND CONDITIONS OF ANY KIND WITH RESPECT TO THE SITE AND THE CONTENT WHETHER STATUTORY, EXPRESS, IMPLIED, COLLATERAL OR THAT MAY ARISE FROM A COURSE OF DEALING OR USAGE OF TRADE, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, NON-INFRINGEMENT OF INTELLECTUAL PROPERTY AND RELATED RIGHTS OF OTHERS, FITNESS FOR A PARTICULAR PURPOSE, COMPATIBILITY, TIMELINESS, SECURITY OR ACCURACY OR THAT THE SITE OR THE CONTENT ARE OR WILL BE ERROR OR OMISSION FREE OR WILL OPERATE WITHOUT INTERRUPTION.  Some jurisdictions may not allow the exclusion of implied warranties, so the above exclusion may not apply to you.

Limitation of Liability

IN NO EVENT WILL OPEN ACCESS, ANY AFFILIATE OF OPEN ACCESS, ANY OPEN ACCESS PERSONNEL, OR ANY DIRECTOR OR OFFICER OF OPEN ACCESS OR AN AFFILIATE BE LIABLE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, ANY DETRIMENTAL RELIANCE THAT YOU MAY PLACE ON THE SITE OR THE CONTENT, OR ANY OTHER LEGAL THEORY, FOR ANY HARM, LOSS OR DAMAGES OF ANY NATURE WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DIRECT, INDIRECT, THIRD PARTY, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE DAMAGES, LOST PROFITS, LOST OPPORTUNITIES OR REVENUES, LOSS OF GOODWILL, FAILURE TO REALIZE EXPECTED SAVINGS, LOSS OF USE, LOSS OF DATA, PERSONAL INJURY, FINES, FEES, PENALTIES OR OTHER LIABILITIES, WHETHER OR NOT OPEN ACCESS OR ANY OPEN ACCESS PERSONNEL IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF, ATTRIBUTABLE TO, RELATING TO, OR RESULTING FROM, THE USE IN ANY WAY OF, OR THE INABILITY TO MAKE USE OF, THE SITE OR THE CONTENT OR FOR ANY INABILITY, FAILURE OR MISTAKE RELATED TO ANY SECURITY BREACH OR IDENTIFICATION OF SUCH BREACH OR ANY LOSS THAT RESULTS FROM THE TRANSMISSION OF CONFIDENTIAL OR SENSITIVE INFORMATION THROUGH THE SITE OR ANY ACTION OR INACTION ON THE PART OF OPEN ACCESS, EVEN IF OPEN ACCESS HAS BEEN ADVISED OF THE POSSIBILITY THEREOF.

General

The Terms, including any documents referenced in the Terms, constitute the entire agreement between Open Access and you pertaining to the subject matter hereof and supersede all prior or contemporaneous communications, whether electronic, oral or written, between you and Open Access with respect to the Site or the Content. A printed version of the Terms and of any notice given in electronic form will be admissible in judicial administrative or arbitral proceedings based upon or relating to the Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. Any failure by Open Access to insist upon or enforce strict performance of any provision of the Terms will not be construed as a waiver of any provisions or right. If any of the provisions contained in the Terms are determined to be void, invalid or otherwise unenforceable by an arbitrator or court of competent jurisdiction, such determination shall not affect the remaining provisions contained herein or the affected provision in a jurisdiction outside the jurisdiction of such court

Governing Law

The interpretation, validity, effect and enforcement of the Terms are governed by the laws of the Province of Ontario and the laws of Canada applicable therein. These laws apply to the access and use of the Site or the Content by you, notwithstanding any conflicts of laws principles, your domicile, residency or physical location, or the location of any Open Access office or any Open Access Personnel with whom you may communicate or deal. The Site and the Content are intended for use only in jurisdictions where they may lawfully be provided for use. 

Language

You and Open Access agree that that the Terms and all and all documents and notices related to the Terms may be drawn up in English.  Vous et Open Source sont d’accord que les Terms  et tous autres documents et avis afférents aux présentes soient rédigés en langue anglaise.

Dispute

Except as may be otherwise required by applicable law, all disputes arising out of or in connection with this agreement, or in respect of any legal relationship associated with or derived from this agreement, shall be arbitrated and finally resolved, pursuant to the National Arbitration Rules of the ADR Institute of Canada, Inc. The place of arbitration shall be Toronto, Ontario, Canada. The language of the arbitration shall be English. However, in the event that Open Access determines that any breach or other violation of the Terms, or any violation of the intellectual property, privacy or other rights of Open Access or any Open Access Personnel, does or will result in immediate or irreparable harm to Open Access or the applicable Open Access Personnel, Open Access and the applicable Open Access Personnel may seek relief by way of interim, temporary and permanent injunctions and such other and further relief as a court may deem just and proper. Except as may be otherwise required by applicable law, you hereby consent and submit to the jurisdiction of the courts of the Province of Ontario and the Federal Court of Canada in any such action or proceeding and agree not to commence any action or proceeding except those courts in Toronto, Ontario, Canada.

© 2016 Open Access Ltd.