TERMS OF SERVICE AND CONFIDENTIALITY

1. Acceptance of Terms

By using or visiting the COMPLETE GROUP (“COMPLETE”) LICENSEE PORTAL website (the “Website”), you agree to these terms and conditions (the “Terms”). These Terms apply to all users of the Website, including users who contribute content to the Website.

COMPLETE may, in its sole discretion, revise these Terms at any time without advance notice to you. You are bound by such revisions by continuing to use or visit the Website after they are posted online.

 

2. COMPLETE Website

The Website may contain links to third party websites that are not owned or controlled by COMPLETE.

The links to the third party websites are provided for convenience, and the inclusion of the links does not imply approval or endorsement of the third party websites by COMPLETE. COMPLETE has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites.

 

3. User Accounts

To access some features of the Website, you will have to register for a COMPLETE Licensee account. When registering for an account, you must provide accurate and complete information, are solely responsible for the activity that occurs on your user account, and must keep the account password secure. You shall notify COMPLETE immediately of any breach of security or unauthorized use of your account.

Although COMPLETE will not be liable for your losses caused by any unauthorized use of a user account, you may be liable for the losses of COMPLETE or others due to such unauthorized use.

 

4. Confidentiality

COMPLETE LICENSEE PORTAL provides you access to proprietary technical information and technology. During and after the terms of this agreement and/or the licensing agreement you agree to refrain from copying or modifying the technical information & technology, supplying or disclosing the proprietary information & technology to third parties, or using the technical information & technology for any purpose other than outlined in this agreement and the licensing agreement. Upon termination of these agreement(s) for any reason or upon the request of COMPLETE, you agree to promptly return all technical information & technology and dispose of all physical and/or electronic copies procured from the Website as necessary.

COMPLETE may also supply confidential information to the licensee in tangible, electronic, visual, or oral form. You agree to hold all such information confidential and agree to refrain from supplying or disclosing the confidential information to third parties or using the confidential information for any purpose other than outlined in this agreement and the licensing agreement. You agree that employee(s) or colleague(s) who have a need to know the confidential information for you to perform and receive benefit under license agreement shall have agreed in writing to maintain the confidentiality of the confidential information prior to disclosure to said employee(s) or colleague(s). Upon termination of this agreement or the licensing agreement for any reason or upon the request of COMPLETE, you agree to promptly return all confidential information and dispose of all physical and/or electronic copies as necessary.

 

5. Ownership of Website Content

As between you and COMPLETE, COMPLETE owns all intellectual property rights, including without limitation copyright and trade-mark rights, in all materials on or comprising the Website (“Content”), including, without limitation, all written, audio visual or other materials and graphical elements on the Website. COMPLETE grants a limited license to use, download, print, or reproduce in whole or in part, the Content on this Website, subject to the following conditions:

a) they must be used solely for LICENSEE purposes as outlined in the license agreement;

b) they must be used or reproduced accurately, without any modification;

c) they must identify COMPLETE as the source; and

d) COMPLETE’s express, prior, written permission is required for any Content that is not included in the license above, such as any graphical elements or website code, and/or for the use of Content for any purpose not expressly permitted above or in the license agreement.

The COMPLETE logos, DUO logo, ACE logo, and all other product line logos are trade-marks of COMPLETE, and may not be used without the express written permission of COMPLETE.

 

6. Privacy

By accessing and/or using the Website, you may provide us with personal information as described in our Privacy Policy. You acknowledge that you have read and understood our Privacy Policy, which governs the collection, use, storage and disclosure of such personal information.

 

7. DISCLAIMER

Your use of this website is entirely at your own risk. The website and content is provided “as is” and without warranties or conditions of any kind, either expressed or implied, including any implied warranties of merchantability, merchantable quality, fitness for a particular purpose, title, or non-infringement. COMPLETE does not warrant that the website or content contained in this website will be uninterrupted or error-free, that defects will be corrected, or that this website or the server that makes it available are free of viruses or other harmful components.

 

Without limiting the foregoing, complete does not warrant or make any representation regarding use, the ability to use, or the result of use of the content in terms of accuracy, reliability, or otherwise. The content may include technical inaccuracies or typographical errors whereby complete may make changes or improvements to the content or the website at any time. COMPLETE makes no warranties that your use of the content will not infringe the rights of others and assumes no liability or responsibility for errors or omissions in such content.

 

8. Limitation of liability

COMPLETE, its employees, agents, officers and directors will not be liable for any direct, indirect, incidental, punitive, consequential, special, exemplary, or other damages, including, without limitation, loss of revenue or income, pain and suffering, emotional distress, or similar damages, or damages resulting from any (i) errors or omissions in content, (ii) any unauthorized access to or use of our servers and/or any and all personal information and/or financial information stored therein, (iii) any interruption or cessation of transmission to or from our website, (iv) any bugs, viruses, trojan horses, or the like, which may be transmitted to or through our website by any third party, or (v) for any loss or damage of any kind incurred as a result of your use of any content posted, emailed, transmitted, or otherwise made available via the website. This limitation of liability applies regardless of the legal theory giving rise to the damages, and even if complete has been advised of the possibility of such damages. The foregoing limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction.

 

9. Indemnity

You agree to defend, indemnify and hold harmless complete, its employees, agents, officers and directors from and against any and all claims, damages, obligations, judgments, losses, liabilities, costs or debt, attorney’s fees and other expenses arising from: (i) your use of and access to the website; (ii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iii) any claim that you did not have the right to provide any user content or that your user content caused damage to a third party. This defense and indemnification obligation will survive these terms and your use of the website. In such a case, complete will provide you with written notice of such claim, suit or action.

 

10. Miscellaneous

You affirm that you are either more than 18 years of age to agree to these terms and access and use the website, and are otherwise fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these terms, and to abide by and comply with these terms.

These Terms will be governed by and construed in accordance with the laws of the Province of Alberta, Canada, without giving effect to its conflict of laws provisions. You agree to submit to the personal and exclusive jurisdiction of the courts located in the Province of Alberta, Canada. The Website is physically maintained and operated by COMPLETE from the Province of Alberta.

You may not assign these Terms or assign any rights or delegate any obligations under these Terms, in whole or in part, whether voluntarily or by operation of law, without our prior written consent.

These Terms constitute the entire agreement between you and COMPLETE with respect to the subject matter and supersede and replace all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. If for any reason a court of competent jurisdiction finds any provision or portion of the Terms to be unenforceable, the remaining provisions of the Terms will continue in full force and effect.

11. Code of Conduct

a) You may not use the COMPLETE Website for any illegal or unauthorized purpose. In addition to the laws of the Province of Alberta, Canada, you also agree to comply with all local laws that apply to your use of the Website.

b)You may not use the Website in any manner which could disable, overburden, damage, or impair the Website, COMPLETE’s servers or computer network, or interfere with any other party’s legitimate use of the Website.

c) You agree that you are responsible for your own conduct and communications while using the Website and for any consequences of that use. By way of example, and not as a limitation, you agree that when using the Website, you will not:

  • impersonate another person, or falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of any content;
  • use the Website in connection with surveys, contests, junk email, spamming or any duplicative messages (commercial or otherwise);
  • use any robot, spider, site search/retrieval application, or other device to retrieve or index any portion of the Website to collect information;
  • upload files that contain bugs, viruses, trojan horses, worms, or any other similar software or programs that may damage the operation of the computer or property of another; or

d) While COMPLETE prohibits such conduct and User Content in connection with the Website, you understand and agree that nonetheless you may be exposed to such content and that you use the Website at your own risk.

e) COMPLETE reserves the right to monitor use of this Website to determine compliance with these Terms. COMPLETE reserves the right to remove any terminate your COMPLETE Licensee Account without notice for breach or for any other reason.

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