CanadianDifference.ca - Terms of Use Agreement


This version is dated 2016/06/01.

1. Introduction

CanadianDifference.ca ("Service") is a Canadian charitably-funded online community for members of the Canadian general public who are registered to use the Service ("Users"). As a community, the Service enables Users to participate in online discussions, share opinions and perspectives, access curated material and connect with and recognize other Users. The Service is operated by Synergiq Solutions Inc. ("Synergiq"), content and discussion coordination are provided by Trent University ("Trent"). This Terms of Use Agreement ("Agreement"), as may be amended by Synergiq or Trent from time to time pursuant to section 10 below, is between Synergiq, Trent and you, individually if you are agreeing to it in your own capacity, or, if you are entering into the Agreement on behalf of your company or another entity, between the entity for whose benefit you represent that you are authorized to act (in either case, "You" or "Your" which includes any person or entity who uses the Service and/or posts Content (defined in section 4 below) to the Service). This Agreement governs Your use of the Service and/or posting of Content (collectively "Use"). By Using the Service, You agree to be bound by this Agreement. If You do not consent to and fully agree with this Agreement, You should not commence and must otherwise immediately cease to Use the Service.

2. Use of the Service

Subject to the terms and conditions of this Agreement, Synergiq grants You a limited, personal, non-exclusive, non-sublicensable, non-transferable, freely revocable license to access and Use the Service as a User solely for its intended use as an online community for member of the Canadian general public ("Purpose"). All other use of the Service, including but not limited to, the sublicensing, assignment, resale, or transfer of the Service and the modification, publication, transmission, participation in the transfer of sale of, reproduction, distribution, performance, display, incorporation into another Web site, mirroring the Service, or in any other way exploiting the Service and any Content, in whole or in part other than for the Purpose, is prohibited.

3. Registration

Your registration to Use the Service is subject to approval by the Service administrators. In all instances, Users must be at least thirteen (13) years of age. If a User is not of the age of majority in the province or country of residence, your acceptance of these Terms of Use will serve to confirm that you have your parent or legal guardian's permission to register for the Service (and you will provide evidence of such permission to us upon our request). Subject to any specific exception expressly granted by its Service administrators, Synergiq reserves the right to limit and restrict registration and use of the Service from locations outside of Canada, including through the use of technical means to do so. You will have to create a User Account to access member-restricted Community-related features ("Community Features") that are being offered by the Service. Logging in for the first time via a social media account, e.g. Facebook or LinkedIn, constitutes the creation of a User Account that is then associated with that social media account. When You create Your account, You must provide accurate and complete information and undertake to keep the information current. You are solely responsible for the activity that occurs on Your account. You should keep your password secure and notify Synergiq immediately of any breach of security or unauthorized use of Your account. Synergiq will not be liable for any losses or damages to You or any third party caused by any unauthorized use of Your account. Community Features of the Service may include User Profiles, Discussion Forums, Events Listings, Conferencing (Online meetings/presentation with audio/video) for Your access and use solely in relation to the Purpose. Discussion Forums include both General Forums, open to all Users, and Special Interest Groups, open to group members only. You acknowledge that Special Interest Groups are created, administered, and operated by Users and that the group leader User(s), and not the Service administrators, are responsible for the administration or operation of any such Special Interest Group.

4. Content

"Content" is all information, data, text, comments, content ratings, graphics, messages, visual, written or audible communications, or other materials, including, where applicable, materials from third party sites that are displayed and/or accessible on the Canadian Difference community. All Content is protected under the copyright details indicated on the Content if applicable, and as indicated in this Agreement. "Content" includes (a) User-generated and uploaded Content, (b) Links to sites and information created and maintained by third-parties, and (c) Content that is posted by Trent or Synergiq. By agreeing to these Terms and Conditions, you acknowledge and agree to abide by all copyright licenses in effect. You also understand that all Content that is not posted by Trent or Synergiq, whether publicly posted or privately transmitted, are the sole responsibility of the person from whom such Content originated and represent the views of that person and not of Trent or Synergiq. This means that You, and not Trent or Synergiq, are entirely responsible for all Content that You upload, post, email, transmit or otherwise make available via the Service. The Service may include links to sites and information created and maintained by third parties ("Third Party Sites") for the convenience of Users and as recommended resources for Users in the context of using the Service. Notwithstanding this, Trent or Synergiq do not endorse or recommend any specific sites for any particular purposes and is not responsible for the contents or operation of Third Party Sites. Synergiq recommends that You carefully read the terms and conditions, copyright and privacy policy of any Third Party Sites that You visit.

Trent and/or Synergiq may also post Content to the Service. All material will be governed by the applicable copyright protection as indicated on said Content. You may download and print extracts from the Content for your own personal and non-commercial use only, provided you maintain and abide by any author attribution, copyright or trademark notice or restriction in any material that you download or print. You may not use any Content for any other purpose without our prior written approval.

You acknowledge that Trent and/or Synergiq may or may not pre-screen Content, but that Trent and Synergiq and their designees shall have the right (but not the obligation) in their sole discretion to pre-screen, refuse, move, or remove any Content that is available via the Service. You and other Users may report any Content such as comments and other posts as inappropriate to the Service administrators. Without limiting the foregoing, Trent and Synergiq and their designees shall have the right to remove any Content that violates this Agreement or is otherwise objectionable. You agree that You must evaluate, and bear all risks associated with, the Use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you should not rely on any Content created by or submitted to the Service by Trent and/or Synergiq or any third party, including without limitation information in comments, and in all other parts of the Service. Trent and Synergiq do not control the Content posted via the Service and, as such, does not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Service, including Community Features such as Conferencing, there is a risk that You may be exposed to Content that is offensive, indecent or objectionable. Under no circumstances will Trent and/or Synergiq be liable in any way for any Content, including, but not limited to, for any errors or omissions in any Content, or for any loss or damage of any kind incurred as a result of the Use of any Content posted, emailed, transmitted or otherwise made available via the Service.

5. Your Content

When You submit Content to us, You agree and represent that You have created that content, or You have received permission from, or are authorized by, the owner of any part of the content to submit or make available for inclusion on the Service. By making Your Content available on the Service, You represent and warrant that:

  1. Your posting of Your Content to the Service, and the downloading, copying and use of the Your Content by Users of the Service, will not breach the proprietary rights, including but not limited to the copyright, patent, trademark or trade secret rights, of any third party;
  2. You are the owner of the rights, including intellectual property rights, in Your Content and that You have fully complied with any third-party licenses relating to Your Content;
  3. Your Content does not contain or install any viruses, worms, malware, or other harmful or destructive content;
  4. Your Content is not spam, is not machine- or randomly-generated, and does not contain unethical or unwanted commercial content designed to drive traffic to third party sites or boost the search engine rankings of third party sites, or to further unlawful acts (such as phishing) or mislead recipients as to the source of the material (such as spoofing).
  5. Unless otherwise specified at the time you submit the Content, You are granting Trent and Synergiq an unconditional, irrevocable, non-exclusive, royalty-free, fully transferable, perpetual worldwide licence to use, publish and/or transmit, and to authorise third-parties to use, publish and/or transmit Your Content in any format and on any platform, either now known or hereinafter invented.

By registering as a User of the Service, You may access and use Conferencing, as applicable and available, as one of the Community Features of the Service solely in relation to the Purpose to conduct online meetings and/or webinars ("Meetings") with Your invited attendees (as "Organizer") or to participate in online meetings and/or webinars as an invited attendee (as "Attendee"). By using Conferencing as either an Organizer or Attendee, You expressly acknowledge and agree that:

  1. Conferencing will be only be used for the Purpose of the Service;
  2. Meetings are organized and conducted by Organizer(s), (and not the Service administrators) who are fully responsible for any such Meetings including the reporting of any inappropriate Attendee conduct or Content, such as comments and other contributions, to the Service administrators;
  3. You agree that You will not use personal information collected from Attendees of Your Meetings to contact any such Attendees other than with regard to the Meeting and/or related information and shall provide each such Attendees with the opportunity to opt out of receiving any further information from You;
  4. USE OF THE CONFERENCING PROVIDED AS PART OF THE SERVICE IS AT YOUR SOLE RISK; and
  5. TRENT AND SYNERGIQ AND THEIR THIRD PARTY SUPPLIERS SHALL HAVE NO LIABILITY OF ANY KIND FOR ANY DAMAGES OR LOSS ARISING AS A CONSEQUENCE OF YOUR USE OF CONFERENCING OR YOUR INABILITY TO USE CONFERENCING DUE TO DOWNTIME OR OTHER UNAVAILABILITY.

You agree to not Use the Service to:

  1. Upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another 's privacy, hateful, or racially, ethnically or otherwise objectionable;
  2. Upload, post, email, transmit or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
  3. Upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other intellectual property or other proprietary rights ("Rights") of any party;
  4. Upload, post, email, transmit or otherwise make available any Content that is plainly irrelevant, off-topic, or repetitive ("flooding") or unsolicited or unauthorized advertising, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;
  5. Harm minors in any way;
  6. Upload, post, email, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
  7. Interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service;
  8. Attempt to gain unauthorized access to the Service, other accounts, computer systems or networks connected to the Service, through password mining or any other means.
  9. Trent and Synergiq reserve the right, at their sole discretion, to determine whether or not a User 's conduct is consistent with the letter and spirit of this Agreement and may suspend or terminate Service if a User 's conduct is found to be inconsistent with said Agreement.

6. Indemnity

You agree to indemnify, defend, and hold Trent and Synergiq, and their subsidiaries, affiliates, officers, agents, suppliers, co-branders or other partners, and employees, harmless from any claim or demand, including reasonable attorneys ' fees, made by any third party due to or arising out of Content you submit, post, transmit or make available through the Service, your Use of or conduct with respect to the Service, your connection to the Service, your violation of this Agreement, or your violation of any rights of another.

7. Disclaimer of Warranties

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

  1. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TRENT AND SYNERGIQ EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
  2. TRENT AND SYNERGIQ MAKE NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, (v) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED, (vi) OR THAT THIS WEB SITE, ITS CONTENT AND CONFERENCING, AND THE SERVERS ON WHICH THE WEB SITE AND CONTENT AND CONFERENCING ARE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
  3. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
  4. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM TRENT AND/OR SYNERGIQ OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY, REPRESENTATION, OR CONDITION NOT EXPRESSLY STATED IN THE TERMS OF SERVICE.
  5. INFORMATION CREATED BY THIRD PARTIES THAT YOU MAY ACCESS ON THE SITE OR THROUGH LINKS IS NOT ADOPTED OR ENDORSED BY TRENT AND/OR SYNERGIQ AND REMAINS THE RESPONSIBILITY OF SUCH THIRD PARTIES.

8. Limitation of Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT TRENT AND SYNERGIQ SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF TRENT AND/OR SYNERGIQ HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE.

9. Exclusions and Limitations

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 7 AND 8 MAY NOT APPLY TO YOU.

10. Modifications to Service and Agreement

Trent and/or Synergiq reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Trent and Synergiq shall not be liable to You or to any third party for any modification, suspension or discontinuance of the Service. Trent and/or Synergiq may change, add or remove any part of this Agreement, or any other terms associated with the use of the site, at any time, by posting a notice of such changes to the Terms of Service page of the web site. Any changes shall become part of the Agreement and shall apply as soon as such a notice is posted. By continuing to use the Service after the notice is posted, You are indicating Your acceptance of those changes.

11. Assignment

This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by You, but may be assigned or transferred by Trent and/or Synergiq without restriction.

12. Severability

If any provision of this Agreement is found invalid or unenforceable, the provision will be enforced to the maximum extent permissible and the other provisions of this Agreement will remain in force.

13. Refusal or Discontinuance of Service

Trent and/or Synergiq reserve the right, in their sole and unfettered discretion, to refuse or discontinue service to You or any User for non-compliance with this Agreement.

14. Headings for Convenience Only

The section titles in this Agreement are for convenience only and have no legal or contractual effect.

15. Choice of Law and Forum

This Agreement will be governed by the laws of the Province of Ontario, Canada. Any dispute arising from the terms of this Agreement or breach of this Agreement will be governed by the laws of the Province of Ontario, Canada and You agree to personal jurisdiction by the provincial and federal courts sitting Toronto, Ontario, Canada. The parties hereby expressly waive trial by jury in any action, proceeding or counterclaim brought by either of the parties against the other on any matters whatsoever arising out of or in any way connected with this Agreement.

It is Synergiq's policy to respond to applicable notices of alleged infringement that comply with the notice and take down provisions and processes of the applicable copyright legislation.

17. Disclosure of Content and Personal Information

You acknowledge, consent and agree that Trent and/or Synergiq may access, preserve, and disclose your Content and any personal information if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce this Agreement; (c) respond to claims that any Content violates the rights of third-parties; (d) respond to your requests for customer service; or (e) protect the rights, property, or personal safety of Trent and/or Synergiq, the users of the Service and the public.

18. Privacy Notice

Certain information about You is subject to the Privacy Notice. For more information, see the Service privacy notice at Privacy Notice.

19. Addresses for Trent and Synergiq

Trent University - 1600 West Bank Drive, Peterborough, ON Canada, K9L 0G2

Synergiq Solutions Inc. - 40 Holly Street, Suite 402, Toronto, Ontario, Canada, M4S 3C3