THESE TERMS AND CONDITIONS CONTAIN LEGAL OBLIGATIONS. PLEASE READ CAREFULLY BEFORE USING THE LEARNING MANAGEMENT SITE.
Last updated on November 12, 2012
The Association of Ontario Land Surveyors ("AOLS") is establishing competency-based courses for candidates seeking licensure as professional surveyors in Ontario. As AOLS is not a degree-granting educational institution, the courses are not for academic credit. Nevertheless, learning achieved via an AOLS course can be used as evidence for an academic course challenge process or for an application for advanced standing.
The AOLS courses are based on mutual respect, adult learning principles and are offered in an environment built on trust. Cadastral surveying is both a competency and an ethics-based profession and as such the rigorous application of professional standards is expected and required. As a Learner participating in an AOLS course, you agree to conduct yourself in a professional manner. You also agree to:
Participate Meaningfully: As an adult Learner, your participation is to be contributory. In other words, your interests, work/life experience and knowledge are part of the learning process. AOLS and its designated course Instructors promote collaboration, information exchange, and sharing of best practices.
Mutual Fairness: The Instructor is committed to facilitating your learning process to increase the likelihood of successful completion of a course. In turn, you agree to study the materials provided and to use reasonable effort to attain competencies.
Communicate Courteously: All writing, posting or submission in a forum, blog, email or skype chat with other Learners is to be respectful, civil, and free of any offensive remarks, insults, slander, or defamation. Such misconduct will result in appropriate action, including termination of your participation in the course.
Submit Original Work: All contributions (e.g., assignments, tests, essays) submitted as your personal work are to be your original works. If plagiarism is suspected, the Registrar of AOLS will investigate and determine appropriate action in consultation with the Instructor and other relevant stakeholders.
Respect Copyright: All copyright and intellectual property rights in course materials are to be respected. Recording, re-distribution or re-publication of teaching material and audio-visual remote sessions requires prior permission of the owner. You consent to the use of your picture, likeness and voice in the re-broadcast, distribution and teaching of this course as often as AOLS requires, without your further permission or compensation.
Not Treat Information as Legal Advice: Information shared during course discussions is not to be construed as legal opinion. Likewise, the materials made available are for teaching purposes only and cannot serve as a substitute for proper legal advice.
Welcome to the Internet sites of the Association of Ontario Land Surveyors ("AOLS") and 8333718 Canada Inc. c.o.b. as Four Point Learning (herein "4PL") which reference these Terms and Conditions, including, without limitation, aols.org, learning.aols.org, 4pointlearning.ca (collectively the "AOLS Sites"). By using an AOLS Site, or any of the products or services (collectively, the "Services") available on an AOLS Site, including Services offered on a payment basis (each a "Pay Service"), you agree, without limitation or qualification, to be bound by these terms and conditions (the "Terms and Conditions") and such other additional or alternative terms, conditions, rules and policies which are displayed or to which you may be directed in connection with use of an AOLS Site or Service, or, in the case of a Pay Service, which form part of your agreement to pay to access or use any particular AOLS Site or Service (your "Pay Services Agreement"), all as may be modified by AOLS or 4PL from time to time in accordance with these Terms and Conditions. If you do not agree with these Terms and Conditions, you may not use an AOLS Site or any of the Services on an AOLS Site and must terminate any applicable Pay Services Agreement. Furthermore, access to any seminar, course, webinar or other service or product offered through an AOLS Site will be denied unless you agree to all these terms and conditions.
REGISTRATION, ACCOUNTS AND PASSWORDS
Certain of the Services and related material, software, information, data and other content made available on an AOLS Site ("Content") may require registration or subscription. Should you choose to register or subscribe for any such Services or related Content, you agree to provide accurate and current information about yourself as required by the relevant registration or subscription process, and to promptly update such information as necessary to ensure that it is kept accurate and complete. You agree to be responsible for: (a) maintaining the confidentiality of any passwords or other account identifiers which you choose or are assigned as a result of any registration or subscription on an AOLS Site, and (b) all activities that occur, including transaction effected, under such password or account. Further, you agree to notify AOLS of any unauthorized use of your password or account. AOLS will not be responsible or liable, directly or indirectly, in any way for any loss or damage of any kind incurred as a result of, or in connection with, your failure to comply with this Section.
RESTRICTIONS ON USE OF MATERIALS
All Content available on an AOLS Site, including the manner in which such Content is presented, and the Services are: Copyright © 4PL and © AOLS, its affiliates, licensees and/or licensors. Furthermore, the right to use any of the intellectual property associated with any of the materials including the "look/feel" of any AOLS site will be and remain the exclusive property of AOLS and/or 4PL and/or any third party assignee or successor of the foregoing. All rights reserved. Such Content is protected by Canadian and worldwide copyright laws and treaty provisions. AOLS and 4PL and/or their licensors or licencees grants you a limited non-exclusive, non-transferable license to use and display on your computer or other electronic access device, the Content and Services for your own personal, private and non-commercial use only, provided that you do not modify the Content and that you maintain all copyright works of, retransmit, distribute, sell, publish, communicate, broadcast or otherwise make available any of the Content obtained through an AOLS Site or any of the Services, including without limitation, by caching, framing or similar means, without the prior written consent of the respective copyright owner of such Content.
All other product, brand and company names and logos used or mentioned on an AOLS Site or any of the Services may be the trademarks or registered trademarks of their respective owners. Any use of any trademarks appearing on an AOLS Site or any of the Services without the express written consent of the owner of the trademark is strictly prohibited. You further acknowledge and agree that any such intellectual property that might have been associated with, built, accrued or developed in connection with any of the software, code, appearance, skin, functionality, or other attributes of any AOLS Site shall and remain the sole and exclusive property of the developer/owner thereof name, which for purposes of this relationship document, shall be AOLS, 4PL, or some such third party as is or may be the proper owner thereof.
In consideration of the availability, and your use, of an AOLS Site or any of the Services, you agree to comply with all applicable laws and these Terms and Conditions when using such AOLS Site or Service. You acknowledge that AOLS may investigate any violations of law and may cooperate with law enforcement authorities in prosecuting users in this regard. Additionally, you agree not to:
post, transmit, link to, or otherwise distribute any materials, information or content constituting, advocating or encouraging conduct that would constitute a criminal offence or give rise to civil liability, or otherwise use an AOLS Site or any of the Services in a manner which is contrary to law or would serve to restrict or inhibit any other user from using or enjoying an AOLS Site, any of the Services, or the Internet;
defame, abuse, stalk, harass, threaten or otherwise violate the legal rights of others, including without limitation, rights relating to privacy and publicity;
post, transmit, link to, or otherwise distribute any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful material or information;
post, transmit, link to, or otherwise distribute any information, materials or content (including for greater certainty, software) which contains a virus, cancelbot, trojan horse, worm or other harmful or disruptive component.
FORUMS AND CONTENT SUBMISSIONS
By uploading materials to any chat board, collaborative space or forum available on an AOLS Site (collectively "Forums") or otherwise submitting any materials to us through any other content generating or submitting Service on an AOLS Site, you automatically grant (or warrant that the owner of such materials expressly grants) AOLS and its affiliates and licensors a world-wide, perpetual, royalty-free, irrevocable and non-exclusive right and license to use, copy, adapt, transmit, communicate, publicly display and perform, distribute and create compilations and derivative works from such submitted materials, for the limited purposes of publishing and promoting such materials in connection with the Forum or other Service through which the materials were submitted or generated, and for all promotions thereof. Such license will apply with respect to any form, media, or technology now known or later developed. In addition, you warrant that all "moral rights" in such materials have been waived.
AOLS and licensors cannot be responsible for the content or accuracy of any information, and will not be responsible for any reliance or decisions made based on such information. When using a Forum, you may not post, transmit, link to, or otherwise distribute any information, materials or content that do not generally pertain to the designated topic or theme of the particular Forum. Use of a Forum for commercial purposes of any kind is strictly prohibited. Please note that AOLS reserves the right to refuse to post or to remove any information or materials, in whole or in part, that, in its sole discretion, are unacceptable, undesirable, or in violation of these Terms and Conditions.
All assignments, articles, comments, and other material submitted to the site may be published, distributed and stored by AOLS, its assignees and its licensees in whole or in part, in print or by any other means, including but not limited to electronic, worldwide and in perpetuity, without compensation to the author.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT: (A) TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AOLS SITES AND ANY OF THE SERVICES AND CONTENT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND THAT EACH OF AOLS, ITS AGENTS, REPRESENTATIVES AND LICENSORS AND EACH OF THEIR RESPECTIVE AFFILIATES DOES NOT MAKE ANY, AND HEREBY DISCLAIMS ALL, REPRESENTATIONS, WARRANTIES, TERMS, CONDITIONS AND ENDORSEMENTS (COLLECTIVELY THE "WARRANTIES") OF ANY KIND, WHETHER EXPRESS OR IMPLIED, AS TO ANY MATTER HEREUNDER, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, ACCURACY, SUITABILITY, RELIABILITY, FREEDOM FROM INFECTIONS OR VIRUSES OR COMPLETENESS AS WELL AS ANY WARRANTIES ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR PRACTICE OR USAGE OF TRADE; AND (B) TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AOLS SPECIFICALLY MAKES NO WARRANTIES THAT AN AOLS SITE OR ANY OF THE SERVICES, INCLUDING ANY CONTENT, INFORMATION, PRODUCTS OR SERVICES OBTAINED FROM OR THROUGH THE USE OF AN AOLS SITE OR ANY OF THE SERVICES, WILL BE PROVIDED ON AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE BASIS OR THAT SUCH SERVICES OR THE RESULTS DERIVED THEREFROM WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS.
PROFESSIONAL INFORMATION DISCLAIMER
The AOLS Sites may make available certain information provided by third parties related to various professional fields such as, without limitation, law, public policy, business and employment matters, accounting and financial planning and investments ("Professional Information"). Professional Information is provided for educational and information purposes only and should not be interpreted as a recommendation for a specific practice, product or course of action. Use of Professional Information or other Content does not replace consultations with a qualified legal, financial or other relevant professional. In addition, while the Professional Information is frequently updated, this information changes rapidly and therefore, some Professional Information may be out of date. You agree that all risk associated with the use of, or reliance on, any Professional Information rests with you. You further agree that AOLS, including its suppliers, will not be responsible or liable, directly or indirectly, in any way for any loss or damage of any kind incurred as a result of, or in connection with your use of, or reliance on, any Professional Information.
DISCLAIMER REGARDING SEARCH CONTENT
Any and all pictures, sounds, sound effects, sound recordings, musical works, performances, graphics, video, cinematic productions, audio-visual works and any other works (the "Multimedia Content") located through an AOLS Site's search services are protected by copyright and/or other intellectual property laws. AOLS does not have the right to authorize you to reproduce, distribute, publicly display, publicly perform, communicate or create derivative works from any files containing such Multimedia Content. Where search results link to sites outside an AOLS Site, all of the Multimedia Content contained on such sites is owned and served by entities other than AOLS. AOLS provides you with the URL or address of the Multimedia Content; this information may be used to determine the server of the Multimedia Content. If you intend to make use of any Multimedia Content accessed through an AOLS Site's search services for commercial or non-commercial purposes, we strongly suggest that you contact the server and/or owner of the Multimedia Content for permission to use such Multimedia Content.
For users of the AOLS Sites other than in relation to Pay Services Agreements, AOLS reserves the right, in its sole discretion, to add to, remove from, modify or otherwise change any part of these Terms and Conditions, in whole or in part, at any time. Except as otherwise expressly contemplated herein, changes will be effective when notice of such change is posted on an AOLS Site. Please check these Terms and Conditions regularly for updates by checking the date of "Last Update" at the top of this document. If any change is not acceptable to you, you must discontinue your use of any AOLS Sites and any of the Services immediately. Your continued use of an AOLS Site or any of the Services after any such changes are posted will constitute acceptance of those changes. Further, AOLS reserves the right to change, modify, suspend or discontinue any aspect of an AOLS Site, Services or Content from time to time without notice or liability and for any reason whatsoever. For users who have entered into a Pay Services Agreement, modifications to your Pay Services Agreement or these Terms and Conditions are discussed below.
DOWNLOADS AND SHAREWARE
Certain AOLS Sites allow you to download software applications or other forms of Content, including files, images and/or data incorporated therein (collectively, the "Software"). The Software is made available to you by AOLS or third parties subject to the terms and conditions made available to you during the software installation process. Additionally, you agree that the Software is licensed to you by AOLS or third parties for your personal and non-commercial use only provided that you do not modify the Software and that you maintain all copyright and other proprietary notices and that AOLS or the designated third parties retain full and complete title to the Software and all intellectual property rights therein. You may not redistribute, sell, de-compile, reverse engineer, disassemble, or otherwise reduce the Software to a human-readable form. You agree that it is your responsibility to review and evaluate the Software and the related terms and conditions, and that all risk associated with the use of, or reliance on, the Software rests with you. You further agree that AOLS, including its suppliers, to the maximum extent permitted by law, makes no warranties regarding the Software, and will not be responsible or liable, directly or indirectly, in any way for any loss or damage of any kind incurred as a result of, or in connection with your use of, or reliance on, the Software, including the failure of the Software to meet your needs, standards, expectations or specifications.
CONTENT LINKED TO AN AOLS SITE
Please exercise discretion while browsing the Internet. Please note that certain links on an AOLS Site may take you to other websites. AOLS provides these links only as a convenience and not as an endorsement by AOLS. These linked sites are not necessarily under the control of AOLS. If you decide to visit any linked site, you do so at your own risk and it is your responsibility to take all protective measures to guard against viruses and other destructive elements. AOLS is not responsible for the content of any such linked sites or any other web page which is not part of an AOLS Site and under AOLS's control. Unless otherwise expressly provided, AOLS makes no representation or warranty regarding, and does not endorse, any linked site or the information, products or services appearing thereon. Accordingly, you agree that AOLS will not be responsible or liable in any way for the accuracy, relevancy, copyright compliance, legality, or decency of material contained in any site linked from an AOLS Site.
DEALINGS WITH THIRD PARTIES
You acknowledge and agree that your correspondence or business dealings with any third parties, including any merchants or advertisers, found on, or through, an AOLS Site or any of the Services, including payment for and delivery of related goods and services, and all other terms, conditions, representations and warranties related to such dealings, are solely as between you and such third parties. AOLS assumes no responsibility whatsoever for any charges you or any user of your account incurs when making purchases or other transactions in this manner. Further, the responsibility for ensuring compliance with all applicable laws in connection with any such transactions will be yours alone. You agree that AOLS will not be responsible or liable in any way for any loss or damage of any kind incurred as a result of, or in connection with, any such dealings or transactions.
DISCLOSURE TO THIRD PARTIES
SUBSCRIPTION/FEE BASED SERVICES
Certain of the Services and Content made available on an AOLS Site may be offered by 4PL and/or AOLS on a payment basis. These Pay Services may be offered by 4PL on a prepaid usage basis or on a periodic subscription ("Subscription") basis. Should you choose to purchase or subscribe to certain Pay Services, you will be required to register as described at the time of registration for the Pay Service, and you will be assigned an account for such Pay Service (the "Pay Service Account") based on the information you provide as part of the registration process. You will be responsible for all uses of your Pay Services Account, including transactions effected and all applicable Pay Services fees, together with all applicable taxes (collectively, the "Fees"), incurred through your Pay Services Account. You agree to pay all the Fees applicable for such Pay Service which you incur. You agree to immediately notify AOLS of any unauthorized use of your Pay Services Account. Unless otherwise indicated in the registration process, in your Pay Services Agreement or in these Terms and Conditions, the Fees for a Pay Service purchased through your Pay Service Account are chargeable immediately (and at the beginning of each payment period for periodic Subscription Pay Services) to the credit card you designated for the particular Pay Service Account (the "Account Credit Card") or through such other billing process as applicable. All Fees are non-refundable.
Please note that Subscription Pay Services are billed automatically at the end of each payment period as set out in your Pay Services Agreement and Fees in respect of each payment period will be based on the then-current rate for the particular Subscription Pay Service. You may terminate your Pay Services Agreement at any time, which termination will only be effective at the end of the payment period in which you terminate your Pay Services Agreement, in accordance with these Terms and Conditions and your Pay Services Agreement.
By registering for a Pay Service, you warrant that: (a) you are of the age of majority in the jurisdiction in which you reside, (b) all information you submit is true and correct (including without limitation all Account Credit Card information), and (c) you are the cardholder of the Account Credit Card.
In consideration of the availability, and your use, of a Pay Service, you acknowledge and agree: (a) to the terms of your Pay Services Agreement and these Terms and Conditions, including, without limitation, the disclaimers, limitation of liability and provisions related to prohibited conduct set out herein; (b) that you are solely responsible for all acts or omissions that occur through your Pay Service Account; (c) that the Pay Service is for your personal, non-commercial use and you agree not to resell, distribute, transfer, share or otherwise use any Pay Service, including any coupons or credits related to same for any commercial purposes whatsoever; (d) that 4PL reserves the right to specify an expiry date for the use of any coupons or credits purchased in connection with any Pay Service; and (e) that 4PL reserves the right to suspend or terminate your Pay Service Account and your use of a Pay Service in accordance with these Terms and Conditions and your Pay Services Agreement.
DISCLOSURE OF INFORMATION
By participating in a service, you specifically consent to the release and disclosure of information to AOLS and 4PL in respect of your personal information which includes but may not be limited to your identity, age, membership in a surveying association or profession, address, e-mail address, telephone number for purposes of sharing with third parties for the sole purpose of communicating further services that may be offered through or on an AOLS Site and thereafter may be part of the information that may be retained by AOLS and 4PL indefinitely. You may opt out of this provision by delivering written notice to 4PL and, making specific reference to this section but doing so will also terminate your involvement in and ability to access an AOLS Site at a future date.
MODIFICATION PAY SERVICE AGREEMENTS AND TERMS OF SERVICE IN CONNECTION WITH SUBSCRIPTION/FEE BASED SERVICE
4PL may at any time and from time to time amend or modify these Terms and Conditions or a Pay Service Agreement, including any Fees, features or other aspects of Pay Services, upon notice to you. Notification may be provided using one or more of the following methods: (i) letter mailed to your billing address; (ii) bill message or insert; (iii) e-mail to one or more of your email accounts provided to 4PL or AOLS; (iv) posting on AOLS website; (v) newspaper ad; or (vi) speaking to you or leaving a message for you. If you do not agree to any such amendments or modifications of your Pay Services Agreement or these Terms and Conditions, your sole remedy is to immediately stop using the AOLS Sites and Services, including Pay Services, and to terminate your Pay Services Agreement and these Terms and Conditions in accordance with these Terms and Conditions and your Pay Services Agreement. You can review the most current version of these Terms and Conditions at 4pointlearning.ca or by requesting a copy from Manager, Purchasing & Office Services, 122-355 Elmira Rd. North, Guelph, ON, N1K 1S5.
4PL reserves the right to suspend or terminate your Account and your access to the Site, Services and Content, including Pay Services, at any time for convenience, or for any other reason, including without limitation, if: (a) the Account Credit Card is invalid for any reason; (b) you give 4PL and/or its affiliates or licensors false or misleading information; (c) 4PL and/or its affiliates or licensors does not receive any payment when due; or (d) 4PL or AOLS has determined, in its sole discretion, that the use of a AOLS Site or of any Services through your Account is, or was in breach of these Terms and Conditions or you are using the Services for unlawful or improper use. Any such termination by 4PL or AOLS will be in addition to and without prejudice to such rights and remedies as may be available to 4PL and AOLS, including injunction and other equitable remedies. Your ability to use the Pay Services is also subject to any limits established by 4PL or AOLS or by your Account Credit Card issuer. If Fees cannot be charged to your Account Credit Card or your charge is returned for any reason, including chargeback, 4PL and AOLS reserves the right to either suspend or terminate your Pay Services Account and your access to the Pay Services. The disclaimer, limitations on liability, and indemnity provisions herein will survive termination or expiry of your Account, these Terms and Conditions and your Pay Services Agreement.
You may terminate your subscription to a Pay Service for a Subscription at any time by accessing the "Cancel Subscription" link within the Member Centre section of the Site. All terminations will be effective at the end of the month in which such termination was effected. Neither 4PL nor AOLS will, under any circumstances, provide any refund in connection with the termination of any Pay Service for a Subscription with a duration of one month or less. With respect to the termination of Pay Services for a Subscription which are longer than one month, 4PL will provide a refund (in the form of a credit against the Account Credit Card) in an amount equal to the amount charged against the Account Credit Card and received by 4PL for the applicable Pay Service for a Subscription. Any cancellation, expulsion or withdrawal from a course by you or as it relates to you is non-refundable after the start of the first session and you agree to waive and release 4PL and AOLS from all claims to repayment, refund and credit.
You agree to defend, indemnify and hold harmless 4PL and each member of the AOLS and each of its respective officers, directors, employees and agents, including all third parties mentioned on an AOLS Site, from and against any and all claims, actions or demands, including without limitation reasonable legal and accounting fees, resulting from or related to: (a) your breach of any of these Terms and Conditions; (b) your access to or use of a 4PL or AOLS Site, Services or Content; or (c) your use or reliance on, or publication, communication or distribution of anything on or from a 4PL or AOLS Site or through any of the Services. You will use your best efforts to cooperate with AOLS in the defence of any claim. AOLS reserves the right, at its own expense, to assume the exclusive defence and control of any matter otherwise subject to indemnification by you.
LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT IN NO EVENT WILL AOLS BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES, AND ANY DAMAGES FOR LOSS OF PROFITS, SAVINGS, GOODWILL OR OTHER INTANGIBLE LOSSES, REGARDLESS OF WHETHER AOLS HAD BEEN ADVISED OF OR COULD HAVE FORESEEN THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH: (A) THE USE, INABILITY TO USE OR PERFORMANCE OF ANY OF THE SERVICES OF AN AOLS SITE, OR (B) ANY UNAUTHORIZED ACCESS TO OR MODIFICATION TO ANY OF YOUR CONTENT OR TRANSMISSIONS, OR (C) ANY OTHER MATTER RELATING TO AN AOLS SITE OR ANY OF THE SERVICES.
You expressly acknowledge that 4PL has entered into your Pay Services Agreement and these Terms and Conditions, and has and will make certain AOLS Sites, Content and Services available to you in reliance upon the limitations and exclusions of liability and the disclaimers set forth herein, and that the same form an essential basis of the bargain between you and 4PL. You expressly agree that the indemnities, limitations, exclusions of liability and the disclaimers set forth herein will survive, and continue to apply in the case of, a fundamental breach or breaches, the failure of essential purpose of contract, the failure of any exclusive remedy or termination of your Pay Services Agreement or these Terms and Conditions.
GOVERNING LAW/JURISDICTIONAL ISSUES
All AOLS Sites and Services are controlled, operated and administered by the 4PL from its offices within Canada. 4PL makes no representation or warranty that an AOLS Site or any of the Services are appropriate or available for use at any locations outside Canada. If you access an AOLS Site from outside Canada, you are responsible for compliance with all applicable laws. You may not export any of the Content accessible through an AOLS Site in violation of applicable export laws and regulations. These Terms and Conditions will be interpreted, construed and governed by the laws in force in the Province of Ontario, Canada, without reference to its conflict of laws principles. Subject to the Section regarding Arbitration and Actions, below, each party hereby agrees to submit to the jurisdiction of the courts of the Province of Ontario and to waive any objections based upon venue. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms and Conditions.
ARBITRATION AND ACTIONS
Except where prohibited by applicable law, any controversy, claim or dispute arising out of or relating to these Terms and Conditions, a Pay Service (unless otherwise specified in Pay Services Agreement), your Pay Services Agreement, your use of any AOLS Site or Service or the relationship which results from these Terms and Conditions, including without limitation, the performance, breach, enforcement, existence or validity of the matters provided for in these Terms and Conditions or your receipt and use of the Site or Services, which cannot be amicably resolved, even if only one of the parties declares that there is a difference (collectively, a "Claim"), will be referred to and finally settled (to the exclusion of the courts) by private and confidential binding arbitration before a single arbitrator held in Toronto, Ontario in English and governed by Ontario law pursuant to the Arbitration Act, 1991 (Ontario), as amended, replaced or re-enacted from time to time. The arbitrator will be a person who is legally trained and who has experience in the information technology field in Canada and is independent of either party. Any such Claim will be arbitrated on an individual basis, and will not be consolidated in any arbitration with any claim, controversy or dispute of any other party. Except where prohibited by applicable law, you agree to waive any right you may have to commence or participate in any class action against AOLS relating to any Claim and you also agree to opt out of any class proceedings against AOLS. Notwithstanding the foregoing, AOLS reserves the right to pursue the protection of intellectual property rights and confidential information through injunctive or other equitable relief through the courts.
SUBMISSION OF IDEAS OR SUGGESTIONS
4PL and AOLS are always improving the AOLS sites and services and developing new features. If you have ideas or suggestions regarding improvements or additions, 4PL and AOLS would like to hear them - but any submission will be subject to these terms and conditions. UNDER NO CIRCUMSTANCES WILL ANY DISCLOSURE OF ANY IDEA OR SUGGESTION OR RELATED MATERIAL TO AOLS AND/OR ITS AFFILIATES OR LICENSORS BE SUBJECT TO ANY OBLIGATION OF CONFIDENTIALITY OR EXPECTATION OF COMPENSATION. BY SUBMITTING THE IDEA OR SUGGESTION OR ANY RELATED MATERIAL TO AOLS AND/OR ITS AFFILIATES OR LICENSORS, YOU ARE WAIVING ANY AND ALL RIGHTS THAT YOU MAY HAVE IN THE IDEA OR SUGGESTION OR ANY RELATED MATERIAL AND ARE REPRESENTING AND WARRANTING TO AOLS AND/OR ITS AFFILIATES OR LICENSORS THAT THE IDEA OR SUGGESTION OR ANY RELATED MATERIAL ARE WHOLLY ORIGINAL WITH YOU, THAT NO ONE ELSE HAS ANY RIGHTS IN THE IDEA OR SUGGESTION OR ANY RELATED MATERIAL AND THAT AOLS AND/OR ITS AFFILIATES OR LICENSORS IS FREE TO IMPLEMENT THE IDEA OR SUGGESTION AND TO USE THE RELATED MATERIAL IF IT SO DESIRES, AS PROVIDED OR AS MODIFIED BY AOLS AND/OR ITS AFFILIATES OR LICENSORS, WITHOUT OBTAINING PERMISSION OR LICENSE FROM ANY THIRD PARTY.
These Terms and Conditions and any Pay Services Agreement you have entered into are personal to you, and you may not assign your rights or obligations to anyone. Your Pay Services Agreement and these Terms and Conditions constitute the entire agreement between 4PL and you pertaining to your use of an AOLS Site, Services and Content and supersede any prior agreements between you and AOLS with respect to the subject matter hereof. 4PL's failure to insist upon or enforce strict performance of any right or provision of your Pay Services Agreement or these Terms and Conditions will not constitute or be construed as a waiver of any right or provision. If any of the provisions (or parts thereof) contained in your Pay Services Agreement or these Terms and Conditions are determined to be void, invalid or otherwise unenforceable by a court of competent jurisdiction, such determination will not affect the remaining provisions (or parts thereof) contained herein. Except where prohibited by applicable law, any cause of action you may have with respect to your use of the AOLS Sites or which is the subject of your Pay Services Agreement or these Terms and Conditions must be commenced within one (1) year after the claim or cause of action arises. No changes to your Pay Services Agreement or these Terms and Conditions will be made except as expressly contemplated herein. The parties have required that your Pay Services Agreement and these Terms and Conditions and all documents relating thereto be drawn up in English. Les parties ont demandé que cette convention ainsi que tous les documents qui s'y rattachent soient rédigés en anglais.