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GeoWarehouse®
Online Service
LEGAL
TERMS AND CONDITIONS
Welcome to the GeoWarehouse®
Online Service (the “Site”).
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THIS SITE.
Wherever used herein, “Teranet” means Teranet Enterprise Inc. (referred to as
" Teranet," "we," "us," or "our"
herein) and the “Teranet Group”
means Teranet and Teranet’s related or affiliated entities, suppliers and
licensors, and their respective directors, officers, employees, consultants,
representatives and agents. “Agreement” means a combination of these
Legal Terms and Conditions and the Subscription Application approved by
Teranet. The GeoWarehouse Online Service Application Form is available on the Site. “You” and “your”
means the subscriber identified on the GeoWarehouse Online Subscription
Application form (the “Subscription Application”). “User” means a person, at least eighteen (18) years of age designated by you on the Subscription
Application, which user may access, browse and use the Site on your behalf using
a user ID and password provided by Teranet. These Legal Terms and Conditions
shall take priority over all attachments to the Agreement, including the
Subscription Application, except as otherwise expressly set out in the Legal
Terms and Conditions.
By accessing,
browsing and using this Site and its content, you and your Users are signifying
consent to be bound by the Agreement. If you or your users do not agree to the
Agreement, including the Legal Terms and Conditions, please exit this Site.
1.
RESTRICTIONS ON USE OF
MATERIALS
This Site is a service of Teranet which is
controlled and operated by Teranet. All content included on this Site, such as
text, graphics, logos, button icons, images, audio and video clips, software
(as defined below), materials, information, products and services,
(collectively, “Content”) is the property of Teranet, or other parties that
have licensed their materials to Teranet, and is protected by Canadian and
international copyright laws. You shall not otherwise copy, adapt,
publish, compile, create derivative products (the “Derivative Products”) in any
manner in any format. Unless otherwise
expressly stated, no Derivative Products, no Content from this Site or any
content on any website owned, operated, licensed or controlled by Teranet may
be copied, reproduced, republished, uploaded, posted, transmitted, framed,
commercially exploited or distributed in any way or by any means whatsoever.
Where expressly permitted hereunder you and/or your Users may download or print
one copy of certain of the Content for your personal, non-commercial use only and in accordance with purposes that may be set out in
the Subscription Agreement and/or posted on the Site, provided all copyright
and other proprietary notices are maintained. Any
other use by you and your Users must be agreed to in advance and in writing
by Teranet. Modification of the Content
or use of the Content for any other purpose (including use of any such content
on any other website or networked computer environment) is a violation of
copyright and other proprietary rights. You may not use the Site, the
Derivative Products and Content for any unauthorized, improper or illegal
purpose or in connection with the commission of any criminal or otherwise
illegal act. You and your Users agree to abide by all copyright notices,
information and restrictions contained in any Content on the Site and any
content accessed through the Site.
"GeoWarehouse" and the
"GeoWarehouse design" and “Ontario Mortgage Insite” (“OMI”) are
trademarks of Teranet Enterprises Inc. “POLARIS” and Teranet are registered
trademarks and the Gateway design is a trademark of Teranet Inc. used under
license. Other trademarks or trade names mentioned herein are the trademarks or
trade names of their respective owners and are used under license.
In the event you and/or your Users download
software from the Site, the software, including any files, images incorporated
in or generated by the software and data accompanying the software
(collectively, the "Software") are licensed to you by
Teranet. The license is personal, non-exclusive, non-transferable and
non-assignable. Title to the Software is not being transferred to you. You own
the medium on which the Software is recorded, but Teranet, or others, retain
full and complete copyright in and title to the Software and all other
intellectual property rights therein. You and your Users may not redistribute,
sell, decompile, reverse-engineer or disassemble the Software.
2.
TERMINATION AND SUSPENSION
(a)
This Agreement is effective until it is terminated by
you or Teranet.
(b)
You may terminate this Agreement or disable a user ID
and password at any time by contacting Teranet customer support. A User may
disable its assigned user ID and password at any time by contacting Teranet
customer support. Information on how to contact Teranet customer support is
available on the Site.
(c)
Teranet may terminate this Agreement and/or disable a
user ID and password immediately on notice to you at any time.
(d)
This Agreement will terminate immediately without notice
to you from Teranet if, in Teranet's sole discretion, you or a User fail to
comply with any material term or provision hereof or if Teranet believes that
you have or a User has, by conduct, violated any applicable law or are acting
contrary to the interests of Teranet.
(e)
For clarity, a suspension hereunder does not constitute
termination of this Agreement and you shall continue to be bound by the terms
hereof during the period of such suspension. If your account has been suspended
you may not access the Site through the use of an account. All of the provisions of this Agreement,
except for Section 8, shall survive termination of this Agreement and you and
your Users agree to remain bound by those provisions that survive termination
of this Agreement. Termination of this Agreement shall include disablement of
all IDs and passwords provided to you and your Users.
3.
DISCLAIMER
Unless
otherwise provided, the Site and Content on this Site are provided on an
"as is" and "as available" basis and without warranties of
any kind, either express or implied, statutory or otherwise. To the
fullest extent permitted by applicable law, the Teranet Group disclaims all
warranties, express or implied, including, but not limited to, implied
warranties of merchantability and fitness for a particular purpose, with
respect to the Site and Content contained thereon and content accessible there
from and any website with which the Site is linked. The Teranet Group
does not warrant the functions, and links contained on the Site or that the
Content will meet your requirements of you and your users, that the Site, or
the Content, are fit for any particular purpose or that the operations of the
network over which the Site and Content is made available, or the Content will
be uninterrupted or error-free or accurate, that defects will be corrected, or
that the Site or the server(s) that makes the Site and the Content available
are free of viruses, worms or other harmful components. The Teranet Group
does not warrant or make any representations regarding the use or the results
of the use of the Content (including, without limitation, services for the
transfer of information and data) on the Site in terms of its correctness,
accuracy, reliability, security or otherwise. You (and not the Teranet Group)
assume the entire cost to you and your Users of any necessary servicing, repair
or correction. Applicable law may not allow the exclusion of implied
warranties, so the above exclusion may not apply to you and your Users.
The Site is controlled and operated at
offices in Toronto, Ontario, Canada. Certain Content may be hosted on computers
in other jurisdictions. The Teranet Group makes no representation that the Site
or Content on the Site is appropriate or available for use in other locations.
If you or your Users choose to access this Site and the Content from other locations, you and your Users do
so on your and their own initiative and you and your Users are responsible for
compliance with local laws, if and to the extent local laws are applicable.
4. LIMITATION OF LIABILITY
Under
no circumstances, including, but not limited to, negligence, shall the Teranet
Group or its suppliers be liable for any direct, indirect, special,
consequential or other damages that result from the use of, or the inability to
use, the Site and the Content on the Site, even if Teranet, or a Teranet
authorized representative has been advised of the possibility of such damages.
Applicable law may not allow the limitation or exclusion of liability for
incidental or consequential damages, so the above limitation or exclusion may
not apply to you and your Users. In no event shall the Teranet Group's total
aggregate liability to you and your Users for all damages, losses, and causes
of action (whether in contract, tort, including but not limited to negligence,
or otherwise) exceed the lesser of: (a) CDN$10,000; and (b) or the charges and
fees, if any, paid to Teranet by you and your Users during the 12 months
previous to the date of the loss or claim; excluding, without limitation, any
statutory fees and charges for the use of any Content provided by persons other
than Teranet. This section shall apply whether or not liability results from
negligence, a breach of a fundamental term or condition or a fundamental breach
of this Agreement.
5.
LINKS TO THIRD PARTY SITES
The links on the Site will enable you and
your Users to leave the Site and connect directly to linked sites. Teranet is
providing these links only as a convenience. Such linked sites are entirely
independent of the Site, and shall not be construed as any reflection on, any
affiliation with, approval of, or endorsement by the Teranet Group of any such
site or entity, or its respective information, publications, products or
services. The Teranet Group shall not be responsible for the contents of
any site linked to a Teranet site or for any link contained in a linked site. When linking to a third party site, you are
leaving the privacy coverage of this Site and are subject to the privacy coverage
of the third party site. Teranet cannot and does not guarantee that the third
party website privacy statement is the same or contains the same privacy
statement of Teranet.
6.
SUBMISSIONS
We would like to hear from you and your
Users regarding Teranet's products and services. Please note that if you and
your Users send us suggestions, ideas, or other information (collectively,
"Submissions"), unfortunately we will not be able to return the
Submissions. Once submitted, the Submissions will become the property of
Teranet and Teranet shall exclusively own all rights to the Submissions of
every kind and nature throughout the universe, now known or hereafter existing,
and shall be entitled to unrestricted use of the Submissions for any purpose
whatsoever, without compensation to you and your Users. By providing the
Submissions, you and your Users assign all copyright in and to the Submissions
to Teranet and all authors waive all moral rights in the Submission.
7.
JURISDICTION AND
SEVERABILITY
You and your Users agree and acknowledge
that use of this Site and Content shall be deemed to have occurred and taken
place solely in the Province of Ontario, Canada. You and your Users
further agree and acknowledge that this Agreement, and any disputes in connection
with use of this Site and the Content, will be governed by the laws of the
Province of Ontario, Canada, and the laws of Canada applicable therein.
You and your Users expressly consent to the exclusive forum, jurisdiction, and
venue of the courts of Ontario in any and all actions, disputes, or
controversies relating hereto. If any provision of this Agreement shall be
found to be unlawful, void or unenforceable, then such provision shall be
deemed severable here from and will not affect the validity and enforceability
of any remaining provisions.
8.
AMENDMENTS
Teranet reserves the right to make changes
to the Site, the Content and pricing and to modify, alter or otherwise update
this Agreement at any time with or without notice. You and your Users
should review this link on a regular basis for any such changes.
Continued use of the Site or Content by you and your Users shall constitute
acceptance of any revisions to this Agreement and pricing.
9.
LANGUAGE
The parties have requested that this
Agreement and all documents contemplated hereby be drawn up in English. Les
parties aux présentes ont exigé que cette entente et tous autres documents
envisagés par les présentes soient rédigés en anglais.
10.
INDEMNIFICATION
To the maximum extent permitted by applicable
law, you will defend, indemnify and hold the Teranet Group harmless from and
against all claims, liability, and expenses, including all legal fees and
costs, arising out of: (i) a breach of any provision of this Agreement by you
and your Users, and (ii) the use of the Site and the Content by you and your
Users.
Teranet reserves the right, in its sole
discretion and at its own expense, to assume the exclusive defence and control
of any action, claim or matter otherwise subject to indemnification by you.
You and your Users will co-operate as fully as reasonably required in the
defence of any claim.
11.
USER PRIVACY AND SECURITY
POLICY
Use of this Site is subject to the terms of
Teranet’s Privacy Policy accessible on this Site at http://www.geowarehouse.ca/Privacy_Statement.htm
Use of this Site and Content is also subject
to the terms of Teranet's Security Policy
accessible on this Site at
www.geowarehouse.ca/Security_Statement.htm. You and your Users
recognize and agree that although Teranet security efforts are generally
consistent with industry practice in Canada, complete privacy, confidentiality
and security associated with any communications is not yet possible over the
Internet, and therefore cannot be guaranteed. As a result, the Teranet
Group shall not be responsible or liable for any loss of privacy, disclosure of
information, harm, damage or loss that may result from the transmission of any
information in any connection with the Site or the Content.
You and your Users must not attempt to violate the
security of the Site, including without limitation: (i) attempting to log into
an account or server which you and your Users are not authorized to access; or
(ii) attempting to interfere with the Content provided by the Site through
means of a virus or flooding or otherwise overloading the Site’s servers, or by
any other similar or dissimilar means.
12.
U.S. GOVERNMENT END USERS
The Software available on this Site is a
"Commercial Item," as that term is defined at 48 C.F.R. §2.101,
consisting of "Commercial Computer Software" as such term may be used
in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48
C.F.R. §12.212 or 48 C.F.R. §§227.7202-1 through 227.7202-4, as applicable, the
Commercial Computer Software is licensed to U.S. Government end users (i) only
as Commercial Items and (ii) with only those rights as are granted to all other
end users pursuant to the terms and conditions herein.
13.
PRODUCTS/SERVICES SUPPLIED
FROM OUTSIDE ONTARIO
You and your Users acknowledge and agree that certain of
the Content available on the Site may be supplied by third parties resident and
operating outside the Province of Ontario and/or may be hosted on computers
located outside of the Province of Ontario.
14.
PAYMENT FOR SITE
SUBSCRIPTION, PRODUCTS AND/OR SERVICES
Charges. Charges and fees for accessing,
browsing and using the Site and Content contained on the Site will be in
accordance with the rates and pricing plans established by Teranet and its suppliers from time to time plus all
additional applicable taxes. Fees, charges and allowable search volumes may be
set out in the Subscription Application and/or posted on the Site together with
changes thereto.
Payment
Methods.
Fees for a subscription for access to the Site and certain Content may be paid
by cheque or be charged to a credit card. If payment is to be made by
cheque, you shall deliver cheques payable in the required amounts to Teranet.
If payment is to be made by credit card, you will be asked to provide credit
card information as part of a Subscription Application or as you and your Users
use Content that generates a fee or charge. Payment methods may vary depending
on the materials, information or products or services.
Payment of
Subscription Fees. Fees to access the Site and Content (“Subscription Fees”) may be
paid by one method: a single payment by cheque or credit card covering the
period commencing April 1 and ending March 31 (“Subscription Period”), with
such fee being partially prorated where the subscription begins part way
through the Subscription Period (the “Annual Payment Plan”).
Online
Orders By Credit Card. We do not store credit card information except for payment and refund
purposes (based on the Refund Policy set out below). If you or a User logs out
of the Site or submits a new order, you or the User will be required to
re-enter credit card information. Each submission or order online for material,
information, a product or service for which a fee is charged is deemed to be an
authorization to debit predetermined sums representing applicable statutory and
service fees, charges, and applicable taxes from the credit card tendered for
payment. You or the User will be informed of the total charges and asked to
confirm the transaction before it is charged to the credit card tendered for
payment.
Obligation
to Pay and Interest. You are responsible for all charges, fees and taxes incurred by you and
your Users. Payment obligations for Subscription Fees and online orders are
material terms of this Agreement. If we are unable for any reason to
collect the charges, fees and/or taxes from a credit card or cheque tendered as
payment, you are responsible to pay Teranet directly the fees, charges and
taxes incurred by you and your Users plus any other charges (including bank
charges and the costs of collection) incurred by Teranet. Outstanding charges,
fees and taxes will be subject to a one percent per month interest charge after
30 calendar days calculated on a monthly basis (an effective annual rate of
12.7%).
Suspension
of Service. Teranet may suspend without notice the
Service to any Authorized User for non payment of fees.
Statutory
Fees. If any statutory fees are collected from you or your
Users by Teranet as a result of usage of this Site and the Content, Teranet
shall remit the required payments to the Crown in right of Ontario (the
“Crown”). You and your Users acknowledge that Teranet is acting as an agent of the Crown and that
the Crown shall have recourse against you for any unpaid statutory fees.
Refund
Policy.
Before submitting any request for material, information, products or services
please verify that the name and other information have been entered
correctly. We cannot refund the cost of material, information, a product
or service if the request has been inputted incorrectly. Once a subscription
fee is paid or a submission or order is submitted, there are NO REFUNDS,
EXCHANGES OR CANCELLATIONS except as follows:
(a) If this Agreement is
terminated by Teranet as set out in section 2(c) above, you shall receive a
pro-rata refund of any unused prepaid subscription fees. If a user ID and
password is disabled by Teranet as set out in section 2(c) above, you shall
receive a pro-rata refund of any unused prepaid subscription fees for that User
whose user ID and password has been disabled.
(b) If any attempted use
of Property Information Services (as defined in
section 16 below) or other Content by you or your Users fails through a
fault of the Site, Property Information Services or
other Content or Teranet’s facilities, Teranet’s sole liability, at your written request,
shall be to refund the charges imposed by us for the failed use of Property Information Services or other Content to the
holder of the credit card used for payment. This section shall apply
whether or not the liability results from negligence, a breach of a fundamental
term or condition, or a fundamental breach of this Agreement. You are
responsible for notifying Teranet of the failed use of Property
Information Services or other Content within 30 calendar days of the failed
transaction. After any such 30 calendar day period, you, your Users and
the holder of the credit card tendered for payment shall forfeit any recourse
to Teranet to claim a refund.
Record. Teranet records all transactions on
the Site for the purposes of administration of the Site and the Content.
15. This Site provides you and your Users with
online remote access to material, information, products and services extracted
from the POLARIS database, (the “Property Information Services”) and other
Content. Property Information Services are listed in section 23 below.
16. Unless otherwise stated, no Derivative
Products and no Content, including the Property Information Services, may be
copied, reproduced, republished, uploaded, posted, transmitted, framed,
commercially exploited or distributed in any way or by any means whatsoever,
except that you and your Users may, as expressly permitted on the Site, use and print one copy of the Content
including the Property Information Services for your internal use and purposes
only, provided you and your users maintain all copyright and other proprietary
notices. Data may not be extracted from, or copies made of, the data in
Property Information Services or other Content. The foregoing prohibitions expressly include, but are not limited
to, the practice of screen scraping, database scraping or any such practice or
activity; the purpose of which is to obtain data or portions thereof, portions
of databases from Property Information Services in any manner or any quantities
not expressly authorized hereunder. Property
Information Services and access to Property Information Services and other
Content delivered through this, may not be used: (a) in a computer service or
timesharing business; (b) to create a database in electronic or other format or
for the purposes of data aggregation or dissemination (otherwise than for your
internal archival use); (c) for the purpose of sale, resale or the licensing of
the data and information or components thereof contained in Property
Information Services and other Content; or (d) for any unauthorized, improper
or illegal purpose or in connection with the commission of any criminal or
otherwise illegal act. Property Information Services or other Content
may not be tampered with through attempts to translate, reverse engineer,
decompile, disassemble, modify or merge Property Information Services with any
other system. Pursuant to Teranet’s agreements with its suppliers, you and your
Users shall not: (a) sub-license access to Property Information Services or
other Content to the Government of the United States or any regulatory body or
agency thereof; (b) export your access to Property Information Services or other
Content outside Canada; or (c) infringe any copyright, patent, trademark or
trade secret of Teranet or its suppliers. Modification of the Content or use of
the Content, which includes Property Information Services for any other purpose
is a violation of copyright and other proprietary rights. Unauthorized access
to, reproduction, and/or distribution of Content or Property Information
Services, or any portion of it, may result in serious civil and criminal
penalties, and will be prosecuted to the maximum extent of the law.
17. Use of personal information (which is data about an
identifiable individual such as name, address and financial information),
contained in Property Information Services, shall relate directly to the
purpose for which the data appears in land registry records and is subject to
all applicable privacy legislation in respect of personal information. Such information shall not be used for marketing to a
named individual.
18. Property Information Services and other
Content accessible through this Site may be operated and maintained by persons
other than Teranet. The Teranet Group cannot, and does not, warrant the
accuracy, completeness, currency, merchantability or fitness for a particular
purpose of Property Information Services, or other Content and services
available through the Site. Due to the number of sources from which
Property Information Services and other Content are obtained, there may be
delays, omissions or inaccuracies in such Property Information Services and other
Content.
19. All
Content, including Property Information Services, obtained through the
GeoWarehouse Online service is provided "as is" and “as available”.
Property Information Services are not the official government record and will
not necessarily reflect the current status of interests in land. You hereby acknowledges that Teranet and its
suppliers are not required to provide any updates, fixes, new versions, new
releases, maintenance and/or support of any kind for Property Information
Services or other Content to you and your Users.
20. You and your Users acknowledge that the
Province of Ontario (the “Province”) makes no warranties, express or implied,
with respect to Property Information Services, or other Content supplied by or
through this Site, and all risk as to the results and performance of Property
Information Services and other Content is assumed by you and your Users. The
Teranet Group and the Province shall each not have any liability to you and
your Users or any other person or entity for any claims, actions, loss, damage including, without limitation, loss
of revenue or profit or savings, lost or damaged data, or other commercial or
economic loss, or any direct, indirect or incidental, special or consequential
damages whatsoever, even if Teranet or the
Province has been advised of the possibility of such damages, or for claims by
a third party. This section shall apply whether or not the liability
results from a breach of a fundamental term or condition or a fundamental
breach. You and your Users acknowledge that Teranet accesses
records filed with the Province and this clause is included for the benefit of
and can be relied on by the Province.
21. Notwithstanding anything in these Terms and Conditions,
neither the Teranet Group nor any person whose
database or other product is operated or distributed by Teranet, guarantees that a database or any data or document
within a database is complete and wholly accurate, nor that any service will
function without failure or interruption. The entire risk to you and your Users
as to the results and performance of Property
Information Services, and any other Content provided by Teranet is assumed by you.
22. If you or your users have access to this Site and
certain of the Property Information Services or other Content listed below
through a combination of the Agreement and an evaluation agreement (which
includes an Evaluator Acknowledgement); to the extent that there is any
inconsistency between the Agreement and an evaluation agreement, the evaluation
agreement shall prevail with respect to use of the Property Information
Services.
23. Property Information Services may include: (a) Transfer
Report, (b) Sales History, (c) Mortgage History, (d) Find Comparable Sales, (e)
Neighbourhood Sales, (f) Mapping Information, (g) Parcel Register and Maps.
24.
You and your Users are responsible for maintaining the confidentiality
of you and your Users’ usernames and passwords. You are responsible for all activities that occur under your
account. You agree to: (a) immediately
notify us of any unauthorized use of your account or any other breach of
security, and (b) ensure that you and your Users exit from the account at the
end of each session. Teranet will not
be liable for any loss or damage arising from you or your Users failure to
comply with this section.
25. Audit. Teranet,
or its authorized representatives, acting reasonably, may upon written request
to you and/or your Users examine and inspect during normal business hours, the
materials and records of you and/or your Users relating to GeoWarehouse, the
Site and Content and this Agreement.
Subject to section 11 hereof, Teranet shall keep confidential, and not
disclose, information concerning the business and affairs of you and/or your
Users.
September 19, 2007
| PRIVACY POLICY | SECURITY |
| Copyright © 2002-2006 Teranet Enterprises Inc. and its suppliers. All rights reserved. |