Terms and Conditions of Use
Canadian Institutional Investment Network Website and Database
Thank you for visiting the Canadian Institutional Investment Network website (the "Site"). Please read these Terms and Conditions of Use (the "Agreement") carefully before using the Site or the Canadian Institutional Investment Network database (the "Database"). By using the Site or the Database, you agree to comply with the Agreement. If you do not agree to comply with the Agreement, you may not use the Database or the Site. Transcontinental Media G.P. ("TC Media") and its affiliates (collectively, "we", "us") reserve the right, at our sole discretion, to modify the Agreement at any time, and such modifications shall be effective immediately upon posting of the modified version on the Site. You agree to review the Agreement periodically to be aware of such modifications, and your continued use of the Site or the Database shall be deemed your conclusive acceptance of the modified Agreement.
TC Media grants to you a personal, non-transferable and non-exclusive license to use the Database and all associated documentation published by TC Media on the Site or otherwise provided to you in connection with the Database (the "Documentation"), solely for your own internal business or personal purposes and solely through the Site.
Your license to use the Database continues for a period of twelve (12) months following the date
on which you purchased your subscription. You will receive a renewal notice at least 30 calendar
days in advance of your subscription expiry date.
Only individuals authorized by TC Media to access the Database may use the Database. Each individual authorized by TC Media to access the Database will be issued a unique user name and password to access the Database through the Site. If you have purchased a single-user license, only the individual to whom the username and password was issued may use the Database. If you have purchased a multi-user license, only those individuals to whom unique user names and passwords were issued may use the Database. In no event may more than one person access the Database using the same username and password. You are solely responsible for protecting your user name and password. We are not liable for any claims, losses, actions, damages, suits or proceedings relating to the sharing or disclosure of your user name and password with others. You agree to notify TC Media immediately after you become aware of any unauthorized use of your user name and password, and to take such reasonable steps as are necessary to prevent any reoccurrence of such event.
The Site; all articles, text, information, reports, images, audio, video and other elements or material posted on the Site ("Content"); the Database; all data contained in the Database (the "Data"); all Documentation; and all downloadable Database search results (all of the foregoing are collectively referred to herein as the "Proprietary Materials"), are protected by copyright, trade-mark, database rights, and other intellectual property and proprietary rights laws, and are owned and/or controlled by TC Media and/or its affiliates, licensors and related companies. All Proprietary Materials remain the valuable intellectual property of their owner(s), and are made available by to you solely for the purposes expressly authorized hereunder, and subject to the terms hereof. You agree to abide by all copyright and other intellectual property notices, information and restrictions contained in or displayed with any Proprietary Materials.
Your use of the Site, Database and other Proprietary Material must comply with this Agreement, all applicable laws and all applicable TC Media policies. You agree that you will not, directly or indirectly:
If you copy, or permit the copying of the Database, in whole or in part, by any third party, you will pay to TC Media twice the market value of the copied information, as determined by TC Media, at the time that the copy was made. If you permit the use of the Database by an unauthorized individual, you will pay TC Media twice the market value of a personal license to use the Database at the time that the breach of this Agreement occurred. The foregoing is without prejudice to any other remedies that may be available to TC Media at law or in equity.
Nothing contained in this Agreement or on the Site should be considered as granting you, expressly, by implication, estoppel, or otherwise, any license or right to use any trade-marks, logos, or other names, including, but not limited to, those identifying TC Media and/or its affiliates, licensors and related companies, or their respective products and services displayed on the Site, without the expressed written consent of the applicable rights holder. You do not acquire any ownership rights in any Proprietary Materials, nor are you granted any commercial, sale, resale, reproduction, licensing or sub-licensing, distribution, publishing, broadcast, transmission, performance or promotional use rights with respect to any Proprietary Materials.
You may only copy and store Content and the Documentation on your own computer solely for the purposes authorized herein, and you may not copy, forward, modify, translate, license or sublicense, distribute, publish, broadcast, transmit, perform, display, sell or disseminate any Proprietary Material to another recipient. You are hereby advised that TC Media, its affiliates and licensors will aggressively enforce their intellectual property rights to the fullest extent permitted by law.
We reserve the right to alter, modify, or change the Site, the Database and any other Proprietary Materials at any time in our sole discretion. Such changes may result in you being temporarily unable to access the Site or the Database. We may have to suspend access to the Site or Database from time to time to carry out maintenance and to make upgrades.
|10.1||Grant of Rights. With respect to Content that you upload, post, transmit, distribute or otherwise disseminate or make available on or through the Site (your "Contributions"), you irrevocably grant us the world-wide, perpetual, royalty-free, non-exclusive, sublicensable and transferable right and license (without obligation) to use, distribute, reproduce, encode, modify, adapt, edit, display, exhibit, publish, translate, publicly perform, communicate, publicly display your Contributions, and to incorporate them into other works, in any format and through any media channel, whether now known or hereafter invented, including, without limitation, by way of the Site. Subject to the rights expressly granted to us, you retain ownership of the copyright in your Contributions.|
|10.2||Moral Rights Waiver. You irrevocably waive your so-called moral rights with respect to your Contributions, in connection with our exploitation of the rights granted to us in this Agreement.|
|10.3||Prohibited Content. You will not upload, post, transmit, distribute, or otherwise disseminate or make available on or through the Site any Content that:
|10.4||Third Party Clearances. You represent and warrant that you own or have secured all necessary licenses, rights, consents and permissions to use, and to authorize us to use, any trade-marks, copyrighted material or other intellectual property and/or proprietary material contained in your Contributions, and that you have the written consent, release and/or permission of every identifiable individual person appearing or referenced in your Contributions to use his/her name and/or likeness.|
|10.5||Removal of Content. TC Media has no obligation to, and does not and cannot, monitor or review every item of Content that you and other users make available through the Site, and TC Media is not responsible for any of this Content. However, TC Media reserves the right to investigate, monitor, delete and/or refuse to transmit, move, remove, edit or refuse to post any material or information, in whole or in part, without notice to you, that it deems in its absolute discretion, unacceptable, undesirable or in violation of any law or this Agreement.|
|10.6||Responsibility for Uploaded Content. You will be solely responsible for any Content that you make available through the Site, and any liability resulting from its use as contemplated in this Agreement. You will also be liable for any costs, losses or damage resulting, directly or indirectly, from your making any Content available on or through the Site.|
|10.7||Postings Non-Confidential. Any communications, comments, ideas or concepts that you post to the Site will be treated as non-confidential and non-proprietary. You agree that TC Media and its affiliates are free to use any ideas, concepts, know-how or techniques that you send us for any purpose and without paying you compensation of any kind.|
|11.1||Third Party Content. You acknowledge that, despite the prohibitions above, Content posted on the Site by other end users, may contain inaccurate, inappropriate, offensive or sexually explicit material, products or services and links to other websites. We do not have control over Content provided by third parties, and assume no responsibility or liability for it. Content you access or transmit using the Site is accessed and transmitted at your own risk.|
|11.2||Third Party Websites. Web sites accessed via links or other means from the Site have, unless otherwise indicated, been independently developed by third parties. The inclusion of any Content or links on the Site should not be construed as an express nor an implied endorsement of any third party products or services by us. We are not responsible for the Content or opinions expressed on any linked websites, and such websites are in no way investigated, monitored or checked by us.|
Unless otherwise agreed in writing by us, you may only provide a hypertext link to the Site on another web site, provided that (a) the link must be a text-only link clearly marked "Canadian Institutional Investment Network"; (b) the link must point the user directly to the URL www.institutionalinvestmentnetwork.ca and not to other pages within the Site; (c) the appearance, position and other aspects of the link may not be such as to damage or dilute the goodwill associated with our names and trade-marks; (d) the appearance, position and other aspects of the link may not create the false appearance that an entity is associated with or sponsored by us; (e) the link, when activated by a user, must display the Site full-screen and not within a "frame" on the linked web site; (f) we reserve the right to inspect the link from time to time in our discretion to verify compliance with this paragraph; and (g) we reserve the right to revoke our consent to the link at any time in our sole discretion.
This Agreement, and your right to use the Proprietary Materials, shall automatically expire at the end of your license term. We may discontinue, or terminate your access to, the Site and/or the Database, at any time in the event that you fail to comply with the terms set forth herein. Our discontinuance of the Site or any portion of the Site may result in the removal or deletion of Content made available by you. You are responsible for maintaining any required back up copies of such Content. TC Media will not be liable to you with respect to its deletion of any Content. Upon receipt by you of written notice of termination form the Licensor or termination by you, you shall immediately cease using the Database and return any Documentation in your possession to TC Media. The provisions of clauses 4 through 7 and 10 through 20 shall survive termination of this Agreement.
THE SITE, THE DATABASE AND ALL OTHER PROPRIETARY MATERIALS ARE PROVIDED ON AN "AS IS" BASIS. TC MEDIA, ITS AFFILIATES, LICENSORS AND RELATED COMPANIES, AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS AND AGENTS EXPRESSLY DISCLAIM ANY AND ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, EXPRESS AND IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY AND ALL REPRESENTATIONS AND WARRANTIES OF TITLE AND NONINFRINGEMENT, AND ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABLE QUALITY, FITNESS FOR ANY PARTICULAR PURPOSE, SUITABILITY FOR ANY PARTICULAR PURPOSE, AND ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS ARISING FROM ANY COURSE OF DEALING OR USAGE OF TRADE, WITH RESPECT TO THE PROPRIETARY MATERIAL. NEITHER TC MEDIA NOR ITS AFFILIATES, LICENSORS AND RELATED COMPANIES, AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS AND AGENTS MAKES ANY REPRESENTATIONS OR WARRANTIES AS TO THE ACCURACY, TIMELINESS, RELIABILITY, TRUTHFULNESS OR COMPLETENESS OF THE PROPRIETARY MATERIALS, INCLUDING, BUT NOT LIMITED TO, THE SITE, THE DATABASE, ANY SERVICES PROVIDED THROUGH THE SITE, OR ANY LINKS TO OTHER SITES MADE AVAILABLE ON THE SITE OR THE CONTENT CONTAINED ON SUCH SITE(S), OR AS TO THE CONTINUOUS OR ERROR FREE USE AND OPERATION OF THE SITE OR THE DATABASE. NEITHER TC MEDIA NOR ITS AFFILIATES, LICENSORS AND RELATED COMPANIES, AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS OR AGENTS MAKES ANY REPRESENTATIONS OR WARRANTIES THAT THE SITE OR THE DATABASE, OR ACCESS TO AND USE OF THE SITE OR THE DATABASE, WILL BE UNINTERRUPTED, ERROR FREE, OR FREE FROM DEFECTS, VIRUSES OR OTHER HARMFUL COMPONENTS. YOU EXPRESSLY AGREE THAT USE OF THE SITE AND THE DATABASE IS AT YOUR SOLE RISK.
TC MEDIA'S AGGREGATE LIABILITY TO YOU FOR DIRECT DAMAGES RELATING TO THIS AGREEMENT SHALL BE LIMITED TO THE TOTAL AMOUNT PAID BY YOU TO TC MEDIA FOR THE LICENSE GRANTED HEREUNDER DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE ON WHICH YOUR CLAIM AROSE. UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, GROSS NEGLIGENCE, NEGLIGENT MISREPRESENTATION AND FUNDAMENTAL BREACH SHALL TC MEDIA OR ITS AFFILIATES, LICENSORS AND RELATED COMPANIES, AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS AND AGENTS BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES OR ANY LOSS THAT RESULT FROM YOUR USE OF, OR YOUR INABILITY TO USE, ANY CONTENT, INFORMATION, MATERIAL, OR POSTINGS ON THE SITE, DIRECTLY OR INDIRECTLY. THESE LIMITATIONS APPLY REGARDLESS OF WHETHER THE PARTY LIABLE OR ALLEGEDLY LIABLE WAS ADVISED, HAD OTHER REASON TO KNOW, OR IN FACT KNEW OF THE POSSIBILITY OF SUCH DAMAGES. YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT NEITHER TC MEDIA NOR ITS AFFILIATES, LICENSORS AND RELATED COMPANIES, NOR EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS AND AGENTS SHALL BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF ANY USER, INCLUDING YOU.
To the maximum extent permitted by applicable law, you will defend, indemnify and hold harmless TC Media, its affiliates, licensors and related companies, and each of their respective directors, officers, employees, consultants and agents from and against all claims, liability, and expenses, including all legal fees and costs, arising out of: (a) your breach of any provision of this Agreement; or (b) use of any Proprietary Materials by you or others using your user name and password. TC Media reserves the right, in its sole discretion and at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you. You will co-operate as fully as reasonably required in the defense of any claim.
|18.1||If you are dissatisfied with the Site, the Database or with this Agreement, your sole and exclusive remedy is to discontinue using the Site and the Database.|
|18.2||TC Media reserves the right to seek all remedies available at law and in equity for violations of this Agreement, including the right to injunctive relief and to block access from a particular IP address to the Site or the Database or any part thereof.|
All published emails have obtained express consent to receive commercial electronic messages (CEM) from those subscribing to the Canadian Institutional Investment Network. This means that recipients "opt in" to receive CEMs.
To contact TC Media in connection with this Agreement, you may send an e-mail to email@example.com, or write to Canadian Institutional Investment Network, Canadian Institutional Investment Network at 1100 Rene-Levesque Blvd W., Montreal, Quebec, H3B 4X9.
Any disputes arising hereunder shall be governed exclusively by the laws of the province of Ontario and the laws of Canada applicable therein, without giving effect to their conflict of laws principles. You expressly consent to the exclusive forum, jurisdiction, and venue of the courts of Ontario and/or the Federal Court of Canada in Ontario, or any other judicial district or jurisdiction as TC Media may determine in any and all actions, disputes, or controversies relating hereto. This Agreement and any rules, policies, guidelines or other agreements posted on the Site by TC Media constitute the entire agreement between TC Media and you with respect to your use of the Proprietary Materials. Notwithstanding the foregoing, any products or services which you purchase through the Site shall be subject to all terms and conditions relating to such purchase provided to you from time to time including, without limitation, all terms and conditions posted on the Site and all terms and conditions delivered to you (in any manner or form) in connection with any products or services purchased. No waiver by either TC Media or you of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. If any provisions contained herein shall be determined to be void, invalid, or otherwise enforceable by a court of competent jurisdiction, such termination shall not affect the remaining provisions contained herein. The parties have required that this Agreement and all documents relating thereto be drawn up in English.