Last updated: February 12, 2016
For the purposes of the Terms, the word “you” refers to any individual accessing the Site, and, if an individual is accessing the Site on the behalf of someone else such as an employer, the word “you” also includes that legal entity. Consequently, an individual should not access the Site on behalf of anyone else unless the individual has the authority to bind that legal entity to the Terms.
You represent and warrant to HMSC that you have the capacity to enter into a legal agreement in the province, state, territory or country in which you reside. If you do not have the capacity to enter into a legal agreement in the province, state, territory or country in which you reside, do not use the Site unless your parent or guardian enters into the Terms on your behalf and consents to your use of the Site.
1. ACCEPTANCE OF TERMS
By using the Site you agree, without qualification, to be bound by and to comply with the Terms. If you do not agree, without qualification, to be bound by and to comply with the Terms, stop using the Site.
You represent and warrant to HMSC that your use of the Site will not violate any applicable law or regulation in the province, state, territory or country in which you reside. If you are unable or unwilling to do so, stop using the Site.
2. USE OF THE SITE
You may use the Site: (i) for your own personal, non-commercial use; (ii) to evaluate whether or not you wish to retain HMSC to provide services; (iii) to find contact information for any person who is employed by or associated with HMSC with whom you have an existing relationship; (v) to find contact information that is to be used to contact HMSC in respect of HMSC’s actual or possible provision of services; or (vi) to find contact information that is to be used to contact HMSC.
You will not: (i) seek to gain access to any portions of the Site that you are not authorized by HMSC to access; (ii) use the Site to impersonate or falsely state or otherwise misrepresent your affiliation with any person or entity; or (iii) either directly or indirectly interfere with, disrupt or damage the Site, the server(s) on which it is hosted, the networks connected to them or any other user’s access to the Site.
When signing up to access certain features of the Site or participate in certain activities run via the Site, you represent and warrant that any information you provide to HMSC about yourself is true and that you will maintain and promptly update such information to keep it true and current.
3. LEGAL RELATIONSHIP NOT CREATED
Your use of the site does not create a relationship. Even using the Site to send an email to someone at the firm does not create a legal relationship.
You are not receiving advice from HMSC by using the Site. The Content (as defined in section 4) is general in nature, and it is not intended to be a source of advice. The Content is for information purposes only.
“Content” means all information, links, emails, postings, code, data, text, software, music, sound, photographs, pictures, graphics, video, chat, messages, files, or other materials accessible on or via the Site.
HMSC will use reasonable efforts to verify the accuracy of any Content that HMSC’s posts to the Site, but HMSC does not guarantee the accuracy, integrity or quality of the Content that HMSC posts to the Site. Before using or relying on any Content, you should take reasonable steps to verify its accuracy, completeness or usefulness: you are using it at your own risk.
You may make and retain a single copy (printed or electronic) of the Content (or any portion thereof) for the following purposes and provided that your copies include all of the marks, logos or other legends that appear as part of the Content or on the related screens when the Content is displayed: (i) your personal, non-commercial use or records; or (ii) evaluating whether or not you wish to retain HMSC to provide services. You may not make or retain any other copies of the Content or use the Content for any other purpose. You may not modify, publish, display, transmit, adapt or in any way exploit any item of Content, without the express prior permission of the HMSC. Otherwise, all rights in and to any item of Content are reserved by HMSC.
You agree not to use any crawler, spider, bot or other program to extract (in whole or in part) any Content accessible on or via the Site without HMSC’ express permission to do so. You agree not to link to any page forming part of the Site other than the home page of the Site without HMSC’ prior written approval.
5. SCREENING AND MONITORING CONTENT
HMSC is not obliged but reserves the right to monitor some, all, or no areas of the Site from time to time: (i) to verify adherence to the Terms or any other rules, codes of conduct or guidelines posted by HMSC in relation to the Site; or (ii) as required by law.
HMSC reserves the right, in its sole discretion, to reject, refuse to post, remove or block access to any Content that is available via or on the Site at any time, without notice and without liability.
HMSC reserves the right to communicate with you regarding your use of the Site or the Content. You consent to the use by HMSC of any contact information that you provide to HMSC for these communications. The content included in any such communication from HMSC is deemed to be Content made available on the Site by HMSC.
Information transmitted to, from or using the Site whether by email or otherwise is not guaranteed by HMSC to be secure or confidential.
If you wish to provide confidential or sensitive information to someone at HMSC, contact that individual to discuss the most appropriate means of providing that information given the need to safeguard it. If you decide to transmit confidential or sensitive information to HMSC via any means afforded by the Site – you are transmitting at your own risk.
8. LINKS TO THIRD PARTY WEB SITES
HMSC may provide via the Site, or third parties may provide via the Site, links to resources not forming part of the Site. HMSC has no control over such resources. You acknowledge and agree that HMSC is not responsible for the availability of such external resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such resources. You further acknowledge and agree that HMSC will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your use of or reliance on any such content, goods or services available on or through any such resource.
Your correspondence or business dealings with, or participation in promotions of, third parties accessible on or via the Site, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such third parties. You agree that HMSC will not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of any third parties on or accessible through the Site.
THE SITE INCLUDING ANY CONTENT IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE PRECEDING SENTENCE, HMSC SPECIFICALLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, COVENANTS AND CONDITIONS WITH RESPECT TO THE SITE, CONTENT OR OTHERWISE ARISING FROM THE TERMS INCLUDING, BUT NOT LIMITED TO: (i) ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS CONCERNING THE AVAILABILITY, ACCURACY, APPROPRIATENESS, RELIABILITY, TIMELINESS OR USEFULNESS; AND (ii) ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
Without limiting the preceding paragraph, HMSC does not warrant that the Site or any Content: (i) will be available at all times; (ii) will operate without errors; (iii) will be accessible regardless of the hardware or software that you wish to employ to access it; (iv) is absolutely secure, notwithstanding HMSC’ use of commercially reasonable efforts to secure it; or (v) is free from viruses or other harmful code, notwithstanding HMSC’ use of commercially reasonable efforts to identify and eliminate such code.
All exclusions of responsibility or liability set out in these Terms are made to the fullest extent permitted by law. Some jurisdictions do not allow the exclusion of certain implied warranties or limitations on how long an implied warranty may last. If any jurisdiction having applicability to the Terms does not permit any such exclusion or limitation, HMSC’ total liability to you in connection with any breach of such a warranty will be subject to section 10 entitled “LIMITATION OF LIABILITY”.
10. LIMITATION OF LIABILITY
IN NO EVENT WILL HMSC, ITS REPRESENTATIVES OR SUPPLIERS, BE LIABLE FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR INDIRECT DAMAGES ARISING FROM OR RELATING TO THE SITE, ANY CONTENT OR THE TERMS, INCLUDING WITHOUT LIMITATION, LOSS OF REVENUES, LOSS OF PROFITS, BUSINESS INTERRUPTION OR LOSS OF DATA, EVEN IF HMSC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES BY YOU OR ANY OTHER PERSON.
IN NO EVENT WILL HMSC BE LIABLE TO YOU OR ANY PERSON WITH RESPECT TO DAMAGES INCURRED BY REASON OF ANY THIRD PARTY SERVICES OR GOODS RECEIVED THROUGH OR ADVERTISED ON THE SITE OR RECEIVED THROUGH ANY LINKS PROVIDED ON THE SITE.
WITHOUT LIMITING SECTIONS THE PRECEDING TWO PARAGRAPHS, THE LIMIT ON THE TOTAL CUMULATIVE LIABILITY OF HMSC (INCLUDING ITS REPRESENTATIVES AND SUPPLIERS) TO YOU OR ANY PERSON, FOR ANY CLAIMS ARISING FROM OR RELATING TO THE SITE, ANY CONTENT OR THE TERMS, WILL NOT EXCEED $25.00.
The limitations set out in the preceding three paragraphs will apply regardless of the causes or circumstances giving rise to the claim, even if such claim is based on breach of contract, negligence or other tort, and will survive a fundamental breach or failure of essential purpose of any limited remedy or the Terms.
Some jurisdictions do not allow the exclusion of incidental, special or consequential damages. If any jurisdiction having applicability to the Terms does not permit any such exclusion or limitation, HMSC’ total liability to you in connection with any incidental, special or consequential damages will be limited by the third paragraph of this section.
You acknowledge and agree that, regardless of any statute or law to the contrary, any claim or cause of action you may have arising from or relating to the Site, any Content or the Terms must be filed within one year after such claim or cause of action arises or be permanently barred.
You agree to indemnify HMSC (its representatives and suppliers) and hold them harmless from any and all claims and expenses, including attorney’s fees, arising from or relating to your use or misuse of the Site or any Content, or from any breach by you of any of the Terms.
12. INTELLECTUAL PROPERTY INFRINGEMENT
It is the policy of HMSC to investigate and respond to claims of intellectual property infringement.
Notices of claimed infringement should be sent to HMSC at the following email address: firstname.lastname@example.org
Please put “Notice of Infringement” in the subject line of all such notifications and include in each such notice a reasonably detailed description of the materials alleged to be infringing and the proprietary rights alleged to be infringed.
All trade-marks that appear throughout the Site belong to either HMSC or the owners of such marks, and are protected by Canadian and international trade-mark and other laws. Any use of any of the marks appearing throughout the Site without the express written consent of the applicable owner of the mark is strictly prohibited.
13. TERM AND TERMINATION
The Terms will continue in effect for as long as you use the Site, unless specifically terminated earlier by HMSC or you.
Upon the termination of the Terms, you will: (i) stop using the Site; and (ii) destroy any Content in your possession.
Those sections which by their nature should survive the termination or expiration of the Terms will survive termination or expiration, including but not limited to: the second paragraph of section 2 (USE OF SITE), section 3 (LEGAL RELATIONSHIP NOT CREATED), section 4 (CONTENT) with the exception of the third paragraph, section 5 (SCREENING AND MONITORING CONTENT), section 6 (PRIVACY), section 7 (SECURITY), section 8 (LINKS TO THIRD PARTY WEB SITES), section 9 (WARRANTIES), section 10 (LIMITATION OF LIABILITY), section 11 (INDEMNITY), section 12 (INTELLECTUAL PROPERTY INFRINGEMENT), this paragraph and the preceding paragraph of section 13 (TERM AND TERMINATION) and section 14 (GENERAL TERMS AND CONDITIONS).
14. GENERAL TERMS AND CONDITIONS
The Terms (and each document incorporated by reference in the Terms) constitute the complete and exclusive agreement between you and HMSC with respect to their subject matter, and supersede and replace any and all prior or contemporaneous discussions, negotiations, understandings and agreements, written and oral, regarding your use of the Site.
No provision of the Terms will be deemed to be waived by reason of any previous failure to enforce it. No provision of the Terms may be waived except in a writing signed by the party waiving enforcement.
Should any provision of the Terms be held to be invalid by a court of competent jurisdiction, then that provision will be enforced to the extent permissible, and all other provisions will remain in effect and are enforceable by the parties.
The Terms will be governed by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein, without reference to the conflict of laws provisions. You agree to submit to the jurisdiction of the courts of the Province of Ontario for the conduct of any legal proceedings under, or related to, the Terms.
HMSC will not be liable for any failure or delay in its performance under the Terms due to any cause beyond its reasonable control.
HMSC may assign the Terms, in whole or in part, at any time with or without notice to you. You may not resell, assign, sublicense or otherwise transfer your rights or delegate your duties under the Terms, either in whole or in part, without the prior written consent of HMSC.
Any notice or other significant communication given to you pursuant to the Terms will be in writing, addressed to you at either the email address or mailing address that HMSC has on record for you. The notice will be sent by email or by nationally recognized overnight courier, and it will be deemed to have been received one business day following the date on which it is sent.
Any notice or other significant communication given to HMSC pursuant to the Terms will be in writing, addressed to HMSC at the street address then listed on the Site in the Contact Us section. If the notice is sent by nationally recognized overnight courier, it will be deemed to have been received one business day following the date on which it is sent.
The headings used in the Terms are for convenience of reference only. No provision of the Terms will be interpreted against any party merely because that party or its legal representative drafted the provision. All remedies are cumulative. Throughout the Terms, the term “including” or the phrases “e.g.,” or “for example” have been used to mean “including, without limitation”.
15. VIOLATIONS OF THE TERMS
If HMSC believes that you have breached the Terms, HMSC reserves the right, in its sole discretion, to restrict, suspend or terminate your access to all or any part of any or all of the Site and terminate any licenses granted to you pursuant to the Terms without prior notice and without any liability to HMSC.
Should you breach the Terms or any other rights of HMSC, HMSC reserves the right to pursue any and all legal and equitable remedies against you, including, without limitation, restricting, suspending or terminating your access to all or any part of the Site.
If you are aware of any violations of the Terms, please report them to HMSC at the following email address: email@example.com
16. CHANGES TO THE TERMS
HMSC may change the Terms from time to time and at any time. When HMSC changes the Terms, HMSC will: (i) post the updated version of the Terms on the Site together with the date on which they were revised; and (ii) on the home page for the Site for at least four weeks following any change to the Terms post a notice that the Terms have been updated.
As well, HMSC may, but is not obliged to, ask you to actively confirm your consent to the revised Terms. If HMSC does not do so, but you continue to use the Site after the changes come into effect, you will be deemed to have agreed to abide by the revised Terms. If you do not agree with the revised Terms without qualification, stop using the Site.
HMSC reserves the right, in its sole discretion, to change or modify the Site from time to time including adding or removing functionality or features or changing its name.