TERMS AND CONDITIONS
YOUR RIGHTS AND RESPONSIBILITIES ARE DETERMINED BY THE FOLLOWING. IT IS VERY IMPORTANT THAT YOU READ,
UNDERSTAND AND AGREE TO THESE TERMS AND CONDITIONS.
These
Terms and Conditions are entered into between Technology Element Inc (“TechnologyElement.ca”)
and you and the entity you are authorized to represent ("you"), and
you accept them by acknowledging agreement with these Terms and
Conditions. You represent that you are
able to legally enter into this agreement and that if you are using this Site
on behalf of your employer, you represent and warrant that you are authorized
to accept these Terms and Conditions on your employer's behalf, and that your
employer agrees to indemnify you and TechnologyElement.ca for violations of these Terms
and Conditions. YOU MUST CONSENT TO
THESE TERMS AND CONDITIONS TO ACCESS AND/OR USE THIS SITE AND/OR THE SERVICES
PROVIDED.
You
acknowledge having read, understood and agreed to the following:
(a)
TechnologyElement.ca attempts to ensure that
all information provided and/or services rendered, whether on this website or
otherwise, is accurate, complete and timely.
All information provided and/or services rendered by TechnologyElement.ca is
provided on an “as is” and “as available” basis with no guarantee of
completeness, accuracy, timeliness and without warranty or representation of
any kind, either express or implied, including, but not limited to, a warranty
that the information and/or services provided are fit for any particular
purpose. Any reliance upon the
information provided by TechnologyElement.ca is solely at the user’s own risk.
(b) TechnologyElement.ca shall not be liable for
system failures or interruptions affecting the TechnologyElement.ca website, or any
errors or omissions, or for the results obtained from using this website. In no event shall TechnologyElement.ca, our related
partnerships or corporations, or the partners, directors, officers, agents or
employees of TechnologyElement.ca be liable for any decision made or action taken in
reliance upon the information contained on the website or conveyed to you by
TechnologyElement.ca, including but not limited to any direct, indirect, special,
incidental, consequential or punitive damages whatsoever and however caused,
arising out of or in connection with the use of the information or services
provided or as a result of reliance upon the information or services provided,
including any lost profits, or any other pecuniary loss, whether such action is
in contract, tort, statutorily or otherwise, even if advised of the possibility
of such damages.
(b) You agree that any legal action brought by
you as against TechnologyElement.ca shall be brought within one (1) year of the
occurrence of the damage, and no later.
(c)
In the event that a court does find
TechnologyElement.ca liable to you in any way whatsoever, you agree that the extent of
such liability will be limited to an aggregate of two (2) percent of the amount
remitted by you to TechnologyElement.ca in the last calendar year, or $50,000.00, both
including legal fees, whichever is less.
(d) You
agree that these limitations and conditions are an informed voluntary
allocation of responsibility, which constitutes a material aspect of this
agreement.
(a)
All of the content of the TechnologyElement.ca website, the design
and layout of the website and any material e-mailed to you or otherwise
supplied to you by TechnologyElement.ca is the copyright property of TechnologyElement.ca. You
may not reproduce or publicize this information in any way whatsoever except in
accordance with these Terms and Conditions without the express prior written
permission of TechnologyElement.ca.
(b) TechnologyElement.ca gives you a personal,
revocable, worldwide, royalty-free, non-assignable and non-exclusive licence to
use the software provided to you by TechnologyElement.ca through this website. This
licence is for the sole purpose of enabling you to use and enjoy the benefit of
the services as provided by TechnologyElement.ca, in the manner permitted by these
Terms and Conditions.
(c) You may not (and you may not permit anyone
else to) copy, modify, create a derivative work of, reverse engineer, decompile
or otherwise attempt to extract the source code of the software or any part
thereof, unless this is expressly permitted or required by law, or unless you
have the express prior written permission of TechnologyElement.ca. You may not assign (or grant a sub-licence
of) your rights to use the software, grant a security interest in or over your
rights to use the software, or otherwise transfer any part of your rights to
use the software without the prior written permission of TechnologyElement.ca.
(d) All of the trademarks and trade names
reproduced on the TechnologyElement.ca website are the property of TechnologyElement.ca or used
under licence. You may not use or
reproduce or allow anyone to use, publicize or reproduce any trade mark(s),
logo(s) or trade name(s) appearing on the TechnologyElement.ca website for any reason
whatsoever except in accordance with these Terms and Conditions without the
prior written permission of TechnologyElement.ca.
(e) You agree not to infringe, or attempt to,
aid or facilitate the infringement the copyright, trademark or any other
intellectual property right of TechnologyElement.ca.
(f) TechnologyElement.ca gives you a personal,
revocable, worldwide, royalty-free, non-assignable and non-exclusive licence to
use the TechnologyElement.ca trademark, trade name and logo for the sole purpose of
enabling you to identify the services as provided by TechnologyElement.ca, in the
manner permitted by these Terms and Conditions.
You are required to identify all work-product derived from the use of
this site and service by the use of the TechnologyElement.ca logo as posted on the
homepage of the TechnologyElement.ca website.
All benefit from the use of the trademark, trade name and logo shall
accrue solely to the benefit of TechnologyElement.ca.
(g) All patented, patent pending or patentable
rights of TechnologyElement.ca remain the sole property of TechnologyElement.ca.
(a)
You may view, retrieve and display the content of the
TechnologyElement.ca website on your computer screen or make a print-out of the content
on paper exclusively for your use in the normal course of business. For the purpose of this agreement, activities
in the “normal course of business” shall mean those usual and reasonable
activities which automate your payroll processes including the completion and
printing of payroll spreadsheets and forms, cheques, pay stubs, timesheets,
forms required for the CRA, EHT and WSIB and communication with governmental
agencies, employees and professional financial representatives for payroll
purposes. [*List other any uses that
should be considered normal*] Any other use is expressly prohibited without
the prior written consent of TechnologyElement.ca.
(b) You may not reproduce, disseminate,
publicize, modify or in any commercial or non-commercial way exploit any of the
content provided by TechnologyElement.ca or allow such content to be available to
others except in the normal course of business.
It is prohibited for you, without the prior written consent of
TechnologyElement.ca, to cause the information provided by TechnologyElement.ca to be reproduced
or publicized, in any form whatsoever, or to be transmitted to any website,
newsgroup, listserve, mailing list, electronic
bulletin board, electronic bulletin or to make the information provided by
TechnologyElement.ca available to any other person or organization except in the normal
course of business. You also may not
modify or create derivative works of the information provided by Who2beton.
You agree that:
(a)
you will not use or access the Site or Services in a
manner not expressly permitted by TechnologyElement.ca, including using the Site to:
(i)
engage or attempt to engage identity theft or identity
fraud;
(ii) forge
headers or otherwise manipulate identifiers (including URLs) in order to
disguise the origin of any information or data;
(iii) misrepresent your affiliation with a person or entity;
(iv) act
in any manner that is intended, designed or does negatively affect other users'
ability to access or use the Site;
(v) engage
or attempt to engage in illegal activities; or
(vi) collect
or store personal data about other users unless specifically authorized by such
users;
(b)
you will not use any automated inquiry device, bot, or repetitive data gathering and extraction tool,
routine, script or other mechanism with similar functionality to access, use,
monitor or copy any pages or content of the Site or TechnologyElement.ca’s
servers or to interfere or attempt to interfere with the proper working of the
Site by TechnologyElement.ca or other users; and
(c) you will not frame or utilize framing
techniques to enclose any portion or aspect of the Site, without TechnologyElement.ca's express written consent.
Your
access to the TechnologyElement.ca website and service is for no definite set
term. You can terminate your access to
TechnologyElement.ca at any time. Your access is
at the sole discretion of TechnologyElement.ca and such discretion may be exercised
unreasonably to terminate or suspend your access to all or part of the
TechnologyElement.ca website with or without cause.
These rights of termination are in addition to all other rights or
remedies provided in these Terms & Conditions or by law. If any violation of these Terms and
Conditions or law is, or is likely to, on a balance of probabilities, occur,
TechnologyElement.ca shall have the right to terminate your access and trace your
account, and you agree that any and all of your computer information and
internet usage shall be made available to TechnologyElement.ca, and you will make best
efforts to ensure that your service provider complies with these terms and
consent to the disclosure of all records in your possession, care and/or
control.
TechnologyElement.ca
reserves the right to modify, add or remove all or portions of the information,
functionality or layout of the website at any time in its sole discretion
and/or to restrict the use and accessibility of the TechnologyElement.ca website. The site is provided on an “as-is”, “when
available” basis.
(a) All persons accessing the password restricted
areas of the TechnologyElement.ca website must be registered with accurate, valid and
complete registration information and immediately inform TechnologyElement.ca of any
changes thereto. You acknowledge that
your password and username belong to you and that you will not share such
information with any other person or organization or make such information
otherwise available to anyone other than you.
You are responsible for ensuring that your username and password are secure
and remain confidential. You, and not
TechnologyElement.ca, are responsible for any access to and/or use of the site gained
through the use of your username and password. You are responsible for ensuring
that the information contained on the website or otherwise conveyed to you
remains confidential and that the use of and access to the TechnologyElement.ca website
and information is made in accordance with these Terms and Conditions. You have
sole responsibility for the adequate protection and backup of data and/or
equipment used in connection with the Site.
(b) You agree to immediately notify
TechnologyElement.ca if you become aware of any loss, theft, unauthorized use of or
disclosure of any username, password or of any Proprietary Information or other
intellectual property belonging to TechnologyElement.ca.
(c) You acknowledge that TechnologyElement.ca may be
monitoring and tracking the use of the TechnologyElement.ca website, including your
personal usage and habits.
You
agree that TechnologyElement.ca has a material interest in preserving its’ Proprietary
Information and intellectual property rights and in controlling the use of the
information upon its’ website and that the restrictions contained in clauses 2,
3, 4 and 7 above, among others, are reasonably required for the protection of
the rights and property of TechnologyElement.ca.
You agree that the violation or attempted violation of such terms will
lead to an irreparable loss to TechnologyElement.ca and that in such an event an
injunction or other like remedy shall be the only effective method to protect
the rights and property of TechnologyElement.ca and that an interim injunction may be
granted prior to or upon the commencement of any suit.
TechnologyElement.ca
is dedicated to safeguarding the privacy of your personally identifiable
information. TechnologyElement.ca will make
efforts to ensure the privacy of the information provided you. You acknowledge that TechnologyElement.ca collects,
uses and disseminates personal information for the purpose of ensuring the
efficient functioning of this website or otherwise. Please refer to our Privacy Policy for
further information regarding your rights and our obligations.
The
TechnologyElement.ca website may contain advertising and/or other third party content.
TechnologyElement.ca is not responsible for any content, error, omission or inaccuracy
in any third-party or advertising material or the content or operation of their
sites. You agree that, although the TechnologyElement.ca website may contain links to
other websites, that in no way constitutes an endorsement of any site by
TechnologyElement.ca and that TechnologyElement.ca is not responsible for the availability or
operation of such site or content and such links are provided on an “as-is”
basis with no guarantee or warranty whatsoever, whether express or
implied. You agree that advertisers,
other content providers and link-sites are solely responsible for the content
and operation of their own websites.
These
Terms and Conditions are subject to change at any time at the sole arbitrary
discretion of TechnologyElement.ca. You shall
ensure that you have an up-dated and current understanding of the Terms and
Conditions prior to each access of TechnologyElement.ca. Your continued use of the TechnologyElement.ca website
after any amendment shall constitute your acceptance of any amended Terms and
Conditions and shall be of sufficient consideration to ensure your agreement to
such amended terms and conditions.
This
agreement is personal to you, and your rights and obligations under these Terms
and Conditions may not be assigned, sub-licensed or otherwise transferred to
any other person or organization without the prior express written consent of
TechnologyElement.ca.
You
agree that these Terms and Conditions and all events and transactions
associated with the use of the TechnologyElement.ca website, software and information
conveyed to you in any manner whatsoever shall be governed by and construed
solely in accordance with the laws of the Province of Ontario and the laws of
Canada applicable therein and shall be adjudicated within the forum of Ontario
at the City of Toronto. You agree to waive the benefit of any “long-arm
statute” that may exist in your jurisdiction.
For the exclusive, discretionary benefit of TechnologyElement.ca, TechnologyElement.ca
reserves the right to bring proceedings in the jurisdiction of your residence
or place of business or access.
In the event that any provision(s) of
these Terms and Conditions are found to be void, invalid, illegal or
unenforceable by any court, whether in whole or in part, such finding will not
affect the operation of any other provision of this Agreement and all other
provisions will continue in full force and effect. This Agreement shall be read down to the most
minimal extent as is necessary to ensure that the intention of TechnologyElement.ca is
given effect to the greatest extent possible.
These
Terms and Conditions constitute the entire Agreement between you and
TechnologyElement.ca, with the exception of amendments made in accordance with clause
11 above.