Please read these Terms of Service (“Terms”, “Terms of Service”) carefully before using the www.xyplanningnetwork.ca website (the “Service”) operated by XY Planning Network (“us”, “we”, or “our”). Throughout this Agreement the words “you”, “your”, “yourself” and “yours” mean User.
Your access to and use of the Service is conditioned upon your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who wish to access or use the Service.
By accessing or using the Service you agree that you have read this agreement and are to be bound by the terms and conditions herein and any other term, condition or restriction applicable in respect of the services. If you disagree with any part of the terms then you do not have permission to access the Service.
In consideration of our giving you access to the Services, you agree to the following:
In this Agreement: (a) Access Device means any device you use to access the Services, including but not limited to touch telephone, personal computer, intelligent terminal or similar device. (b) Account means your user account(s) with us. (c) Member means an individual or firm with a currently active standing. (d) Information means market data, quotation information and associated databases. (e) Information Request means any request which you place using any Access Device for account information or a security quotation using the Services. (f) Information Providers means any entity providing us with Information. (g) Password means the personal password or security code assigned to you in connection with the Services, as same may be amended by you from time to time. (h) Personal Information shall have the meaning set out in Section 3 below. (i) Suppliers means any owners, licensors or suppliers of equipment, software, systems or information or used or made available in connection with the Services, including Information Providers.
1. Acceptance of Terms
Your first use of any of the Services will act as your acceptance of and agreement to be bound by the terms and conditions herein (as amended from time to time) and your acceptance of any other term, condition or restriction applicable in respect of the Services. (b) By using the Services, you acknowledge that there are charges for the use of the Services and you agree to accept responsibility for any charges incurred for the use of the Services. (c) We can change the terms and conditions governing the use of the Services at any time. We will advise you of any changes by notice in writing or via the Internet. We may cancel the Services at any time without notice to you. (d) You agree and acknowledge that we may modify any or all of the Services at any time. You also agree that the Services may periodically be unavailable to you in order to allow for maintenance and updates.
You agree to keep your Password(s) confidential, not to disclose your Password(s) to any other person and keep it separate from any other information which you will receive or which you already possess concerning the Services. You are solely responsible for maintaining the security of your Password(s) and ensuring that it is used by yourself only.
You acknowledge that your Password(s) is unique to you and that we do not have access to your Password(s). We shall not be responsible for the unauthorized use of the Services by any other person. You will not attempt to enter restricted areas of our computer system or the computer system of any entity related to or affiliated with us or perform functions which you are not authorized to perform pursuant to this Agreement.
We may, without notice, temporarily suspend your access to the Services by deactivating your Password(s) if we reasonably suspect that you are using our computer system to obtain unauthorized access to our other systems or information or in any other inappropriate manner. These suspensions will be for a period of time necessary to permit the thorough investigation of the suspected activity. We may terminate this Agreement immediately without notice if it is determined that you have undertaken such unauthorized activity or if such unusual activity cannot be reasonably explained.
3. Personal Information
You agree that all information that you provide to us (including your address, telephone number and Internet address) (Personal Information) is complete and true and the telephone number and email address at which you may be reached to discuss any Information Request and/or Membership Request you may submit to us using the Services is valid and current. You also agree to advise us of any change(s) in your Personal Information, including your contact telephone number(s) as soon as the change(s) occur.
4. Intellectual Property
The Service and its original content (including but not limited to our logo, site design, podcasts, features and functionality) are and will remain the exclusive property of XY Planning Network and its licensors. The Service is protected by copyright, and other laws of Canada.
5. Links To Other Websites
Our Service may contain links to third-party websites or services that are not owned or controlled by XY Planning Network. XY Planning Network has no control over and assumes no responsibility for the content, privacy policies, or practices of any third party websites or services. We do not warrant the offerings of any of these entities/individuals or their websites. You acknowledge and agree that XY Planning Network shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such third-party websites or services. We strongly advise you to read the terms and conditions and privacy policies of any third-party websites or services that you visit.
Neither we nor the Suppliers make or are liable for any representation, warranty or condition, whether express or implied, concerning the Services, the Information or the use thereof including, without limitation, that: (a) the Services or the Information will meet your needs, or that the Services or Information will be available for use at any particular time or for any particular purpose or will be error-free; or (b) the Information is up-to-date, accurate, in sequence, reliable, complete or suitable for any purpose. Without limiting the foregoing, all express or implied, direct or indirect, representations, warranties and conditions arising or implied by statute, common law, custom, usage of trade, course of performance, course of dealing or otherwise, including but not limited to, any warranties or conditions of merchantable quality and fitness for particular purpose are excluded. You agree that neither we nor the Suppliers will be liable for any loss or damage resulting from any cause over which neither we nor the Suppliers have control, including but not limited to, the act or omission of the other, failure of electronic or mechanical equipment or communication lines, telephone or other interconnect problems, unauthorized access, theft, power failure, labour dispute or government intervention.
You agree that the software and Information of ours and of each Supplier is protected by copyright and that each of us and them reserves all proprietary and intellectual property rights therein. You shall not reproduce, retransmit, disseminate, sell, rent, distribute, publish, broadcast, circulate or commercially exploit the software or Information or any other information provided through the Services in any manner or furnish it to any other person without our prior written consent and the consent of any relevant Supplier. You shall use the software and Information accessible through XY Planning Network and the Services only for your individual use and you shall indemnify and hold harmless us and each Supplier from any liabilities or losses incurred as a result of your breach of the foregoing provisions or other misuse of the software or Information. You agree that this agreement confers certain rights on the Suppliers which may be enforced against you by them by legal proceedings or other appropriate means.
YOU HEREBY AUTHORIZE US TO ACCEPT ALL INFORMATION REQUESTS FOR YOUR ACCOUNT USING THE SERVICES AND YOU AGREE TO BE SOLELY RESPONSIBLE FOR THE ACCURACY OF ANY INSTRUCTIONS GIVEN BY YOU USING AN ACCESS DEVICE. ALL MEMBERSHIP REQUESTS ARE SUBJECT TO VERIFICATION AND ACCEPTANCE BY US. YOU AGREE THAT ALL MEMBERSHIP REQUESTS WILL ONLY BE PROCESSED IF YOUR ACCOUNT IS IN GOOD ORDER.
9. Limitation Of Liability
In no event shall XY Planning Network, nor its directors, employees, partners, agents, suppliers, or affiliates, be liable to you or to others for damages, direct, indirect, incidental, consequential, special, or punitive damages, including without limitation, all losses, costs, expenses, loss of profits, loss of business revenue, data, use, goodwill, or other intangible losses, resulting from (i) your access to or use of or inability to access or use the Service; (ii) any conduct or content of any third party on the Service; (iii) any content obtained from the Service; and (iv) unauthorized access, use or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other legal theory, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose.
You agree to defend, indemnify and hold harmless XY Planning Network and its licensee and licensors, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees), resulting from or arising out of a) your use and access of the Service, or b) a breach of these Terms.
We may terminate or suspend your access to the Service immediately, without prior notice or liability, under our sole discretion, for any reason whatsoever and without limitation, including but not limited to a breach of the Terms. All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability. You acknowledge that the Services may be terminated, delayed or impeded if, at any time, you are permanently resident in or temporarily present in any country other than Canada.
(a) No waiver by us of any breach of any provision or condition of this Agreement shall be deemed a waiver of any other breach of such provision or any similar or other provision or condition of this Agreement. (b) The conditions, rules and regulations set forth in any manuals, materials, documents or instructions relating to this Agreement form part of this Agreement. (c) This Agreement shall be governed by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein. (d) Notices arising hereunder may be hand delivered, sent by facsimile message or sent by e-mail. If sent by facsimile or by e-mail, notice shall be deemed to have been received upon transmission. (e) This Agreement shall be binding upon the respective successors and permitted assigns of the parties hereto. (f) You agree that you may not assign the rights and obligations hereunder or in respect of the Services, without our prior written consent. (g) If any provision or condition of this Agreement is held to be invalid or unenforceable, such invalidity or unenforceability shall attach only to such provision or condition. The validity of the remainder of the Agreement shall not be affected and the Agreement shall be carried out as if such invalid or unenforceable provision were not contained therein. (h) This Agreement has been drafted in the English language at the express request of the parties. Les parties ont exigé que le présent contrat soit rédigé en anglais.
Your use of the Service is at your sole risk. The Service is provided on an “AS IS” and “AS AVAILABLE” basis. The Service is provided 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 or course of performance. XY Planning Network, its subsidiaries, affiliates, and its licensors do not warrant that a) the Service will function uninterrupted, secure or available at any particular time or location; b) any errors or defects will be corrected; c) the Service is free of viruses or other harmful components; or d) the results of using the Service will meet your requirements.
14. Governing Law
These Terms shall be governed and construed in accordance with the laws of Canada, without regard to its conflict of law provisions. Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Service, and supersede and replace any prior agreements we might have had between us regarding the Service.
We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material we will provide at least 30 days notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion. By continuing to access or use our Service after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Service.
If you have any questions about these Terms, please contact us.