Website Terms of Use

Terms of Use

By accessing the website at https://icomplyis.com/ (the “Website”), you are agreeing to be bound by this privacy policy, the Master Terms and Conditions (the “Terms of Use”), all applicable laws and regulations, and agree that you are responsible for compliance with any applicable local laws. If you do not agree with any of these terms, you are prohibited from using or accessing this site. The materials contained in this website are protected by applicable copyright and trademark law.

Use and Restrictions

iComply Investor Services (“iComply”) grants you a license (the “License”) to temporarily download one copy of the Materials for personal, non-commercial transitory viewing only. This grant of License does not transfer any title to the Materials or any portion thereof to you. The term “Materials” means all materials on the Website or available through the Website or comprising the Website, including without limitation, all trademarks, trade names, logos, text, photos, graphics, images, software, source code, scripts, web applications, and other proprietary information and content.

In addition to any other restrictions set out herein, you agree that you will not:

• • provide false or misleading information through the Website;
  • impersonate any individual or business entity when using or accessing the Website or submitting any information to iComply through the Website;
  • modify, copy, attempt to decompile or reverse engineer the Materials;
  • use the Materials for any commercial purpose, or for any public display (commercial or non-commercial) or for any purpose or any manner not expressly permitted by iComply;
  • remove any copyright notations or trademark or other proprietary notations from the Materials or the Website;
  • transfer the Materials to another person or “mirror” the Materials on any other server;
  • use or access the Website in any manner that will, in iComply’s judgment at its sole discretion, adversely affect the performance or function of the Website; or
  • input or upload or attempt to input or upload to the Website any information which contains viruses or other forms of malware.

The License automatically terminates if you violate any of these Terms of Use and may be terminated by iComply at any time.

Indemnity

You agree to defend, indemnify and hold harmless iComply and its employees, subsidiaries, affiliates, directors, officers, agents, partners, successors, assigns (collectively, the “Releases”) from and against any and all claims, loss, liability, damages, or demands, including reasonable legal fees, due to or arising out of your use or access to the Website or the Materials and/or third-party contact information you submit, post, transmit or make available through the Website, your violation of these Terms of Use, and your violation of any rights of any others.

Disclaimer

The Materials are provided “as is” and your use of the Website and the Materials is at your own risk. iComply makes no warranties, expressed or implied, in connection with the Website or the Materials and hereby disclaims and negates all other warranties, including without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property or other violation of rights.

Further, iComply does not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of the Materials or any information contained elsewhere relating to such Materials or on any sites linked to or from the Website. No advice or information, whether oral or written, obtained by you from the Website or the Materials shall create any warranty, representation, or condition.

Limitations and Release

In no event shall the Releases be liable for any direct, indirect, incidental, consequential, special, exemplary, or punitive damages (including, without limitation, damages for loss of data or profit or goodwill, or due to business interruption) arising out of the use or inability to use the Materials or the Webpage, even if iComply has been notified orally or in writing of the possibility of such damage and you release the Releases absolutely from all claims in respect of same.

In the event your jurisdiction does not allow the exclusion of the warranties, representations, and conditions, or the limitation or exclusion of liability for incidental or consequential damages, these provisions will be limited to the maximum amount prohibited by law. In the event of any problem with the Website or the Materials, you agree that your sole remedy is to cease using the Website.

Copyright and Intellectual Property Rights

The Materials are protected by Canadian copyright law, trademarks law, and other laws pertaining to intellectual property rights, as well as international laws and treaties. You may not, without iComply’s prior written consent, copy, reproduce, publish, transmit, distribute, modify, create derivative works from, sell, license, or in any way exploit the Materials, in whole or in part. You may download information from the Website only for your own personal use in accordance with these Terms of Use.

Any unauthorized copying, reproduction, publication, transmission, distribution, modification, or other use of the Materials is strictly prohibited. Any infringement of iComply’s intellectual property rights will be fully enforced under Canadian law.

Revisions and Errata

The Materials may include technical, typographical, or photographic errors. iComply does not warrant that any of the Materials are accurate, complete, or current. iComply may make changes to the Materials at any time without notice.

iComply may revise these Terms of Use at any time without notice to you. Such modifications will be effective immediately upon posting such modifications on the Website. Your continued use of the Website after iComply has posted revised Terms of Use constitutes your acceptance of the revised Terms of Use. Accordingly, you should access these Terms of Use each time you use the Website.

Links

The Website may include links to external websites or resources operated by third parties (collectively, “Linked Sites“). These links are provided solely as a convenience to you. In no event shall the Linked Sites be deemed to be sites endorsed by iComply.

iComply has no control over the Linked Sites and makes no representations or warranties as to the correctness, accuracy, fitness for a particular purpose, or quality of the Linked Sites. If you wish to access to the Linked Sites, you must do so at your own risk.

Linking to any page of the Website from external websites is strictly prohibited without iComply’s express consent.

Your Representations and Warranties

You represent and warrant that:

• You are of legal age to form a binding agreement. If you are not of legal age, you are not authorized to use the Website unless: (1) you have received the permission of your parent or legal guardian, and (2) your parent or legal guardian, by granting such permission, agrees to be bound by this Agreement, and in such a case the term “you” shall be deemed to include your parent or legal guardian.
• If you provide information about yourself through the Website, you will provide true, accurate, current, and complete information about yourself, and you will maintain and promptly update the information you have provided to keep it true, accurate, current, and complete.

Privacy Policy

iComply respects the privacy of individuals and is committed to safeguarding personal information. This Privacy Policy explains how iComply collects, uses, discloses, and handles your personal information. Personal information may include basic information about you, such as your name, gender, address, telephone number, and email address, or more in-depth information that you have provided or may provide.

In the event you provide personal information about yourself, when you provide such personal information to iComply, you are providing your consent to iComply’s collection, retention, use, and disclosure of your personal information pursuant to this Privacy Policy.

Your personal information will be held in iComply’s database so that iComply can access your personal information when the need arises in the future (for example, to contact you in response to a query made by you). When your personal information is no longer needed for any purpose, or at your request, iComply will permanently delete it from its database.

iComply takes strict measures to safeguard your personal information to prevent any misuse, loss, unauthorized access, modification, or disclosure. iComply will protect your personal information by reasonable security safeguards against loss or theft, as well as unauthorized access, disclosure, copying, use, or modification.

iComply may use your personal information for any of the following purposes:

• • • to respond to your requests, questions or comments;
    • to communicate information about iComply’s services, including news and events about iComply, provided you have consented;
    • to better understand your needs and preferences; and
    • for legitimate business purposes, such as providing iComply products and services.

iComply only collects as much personal information as needed to meet these objectives, unless you give your consent. In no event will iComply trade, sell, or otherwise dispose of your personal information, including your email address, to any third party. Furthermore, iComply will not share your personal information with any third party except for the purposes (or with the individuals) listed above, or when required by law or regulation (e.g. complying with a court order).

If you wish to access your personal information, you may make a written request to iComply at any time.

General

•  Jurisdiction.  These Terms of Use and your use of the Website are governed by the laws of the Province of British Columbia without regard to its conflict of law provisions, and you agree to attorn to the jurisdiction of British Columbia exclusively.
•  Interpretation.  The division of these Terms of Use into sections, subsections, paragraphs, and/or clauses and the insertion of headings are for convenience of reference only and do not affect the construction or interpretation of this Agreement. Each capitalized term has the meaning given to it in these Terms of Use.
•  Force Majeure.  iComply shall not be liable or deemed to be in default for any delay or failure in performance under these Terms of Use or for any interruption in the Website resulting directly or indirectly from any act of God, a lawful act of a public authority, a delay or default by a common carrier, fire, explosion, power failure, flood, epidemic, riot or civil disturbance, sabotage, accidents, insurrections, blockades, embargoes, storms, labour disputes, strikes or similar event.
•  Severability.  In the event any provision of these Terms of Use is deemed invalid or void, in whole or in part, by any court of competent jurisdiction, such invalidity or unenforceability attaches only to such provision or part thereof and the remaining terms and provisions of these Terms of Use remain in full force and effect.
•  No Waiver.  iComply shall not be deemed to have waived the exercise of any right that it holds under these Terms of Use, at law or in equity, unless such waiver is made in writing. No waiver made with respect to any instance involving the exercise or non-exercise of any such right is to be deemed to be a waiver with respect to any other instance involving the exercise or non-exercise of the right or with respect to any other such right.
•  Entire Agreement.  These terms apply in addition to (and not in lieu of) the iComply Master Services Agreement make the complete and exclusive agreement between you and iComply with respect to your use of the Website and your privacy. Should any conflicts be identified between the Terms of Use, Master Services Agreement or any other iComply Order Forms or Agreements, the Master Services Agreement will be the governing agreement. These Terms of Use supersede all prior agreements, oral or written, and all other communications between the parties relating to the subject matter contained herein.
• Notice.  Any notice or other communication required or permitted to be given or served shall be in writing and sent to:

iComply Investor Services Inc.
300 – 420 West Hastings Street
Vancouver, BC  V6B 1L1

Please contact iComply directly via registered mail or through the Contact Us page on our website if you have any questions, comments, or concerns regarding these Terms of Use or your personal information.