Last updated: 07/11/2022
Emerge Lite is a Web-based platform managed by Emerge Law PC and our affiliates.
The following are the terms and conditions (“Terms”) for the use of the Emerge Lite website (“Website”), Emerge services (“Services”), and related content and material. These Terms constitute a legal agreement between you, the user of the Website (“You” or the “User), and Emerge Law PC and our affiliates (“Emerge” or “We / Us”). A User of the Website refers to any organization who is granted a membership to the Website and to any individual who uses the Website through his/her/their own membership or through an organization’s membership or otherwise. These Terms govern your access to and use of Emerge Lite, including any content, functionality, and services offered on or through the Website and Services.
PLEASE READ THE FOLLOWING TERMS CAREFULLY.
1. Acceptance of the Website Terms and Conditions of Use
AS A CONDITION TO YOUR USE OF THE SITE, YOU, EITHER AS AN INDIVIDUAL USER OR AS A USER THROUGH AN ORGANIZATION’S MEMBERSHIP, AGREE TO BE BOUND BY THE FOLLOWING TERMS. IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS, YOU ARE NOT GRANTED AUTHORITY TO USE OR ACCESS THE SITE OR ANY EMERGE MATERIAL.
We do not permit those under 18 to use the Website or our Service. By using the Website or our Service, you agree that you are over the age of 18 and are legally able to enter into a contract for yourself.
2. Modification to the Terms and Conditions and to the Website
We reserve the right in our sole discretion to modify, revise, and update the Terms at any time. Any and all such modifications are effective immediately upon posting and apply to all access of and continued use of the Website.
You agree to periodically review the terms and conditions in order to be aware of any such modifications and your continued use shall be your acceptance of these Terms. We may but are not obligated to post notice of modifications.
The information and material on this Website may be changed, withdrawn, or terminated at any time in our sole discretion without notice. We will not be liable if, for any reason, all or any part of the Website is restricted to users or is unavailable at any time or for any period.
These Terms of Service may have been translated if they have made them available to you on the Website and our Service. You agree that the original English text shall prevail in the case of a dispute.
3. Your Use of the Website
You agree to use our Website and Services in a lawful manner, consistent with its purpose. You may not use our Services for an illegal or improper purpose, including but not limited to spreading malware, extracting unauthorized information, unduly burdening the system to impair Service function, or harassing other Users.
You must comply with all applicable laws, rules, and regulations in your use of the Platform, including the laws of Canada and the Province of Ontario. The User agrees to monitor all use of the Website by individuals to whom it provides access to the Website.
An organizational User agrees to take all reasonable precautions in order to ensure that any Users through its membership adhere to these Terms when using the Website and the Services. An organization agrees not to use the Website and / or the Services for any commercial purpose, unless a written agreement is in place with Emerge Lite.
The User understands that use of the Website and the Services entails the use of, and access to, a third party service provider and the User agrees not to use the Website and Services in a manner that could affect the third party’s propriety software and platform.
Any breach of these Terms will result in immediate and indefinite termination of your use of our Services, without liability to Emerge.
4. Emerge Lite Website and Services are Not Legal Advice
The Emerge Lite Website and Services do not constitute legal advice. Emerge has made reasonable efforts to ensure the information contained on the Emerge Lite Website and through the Services is current and / or accurate, however Emerge does not represent or warrant that all information contained on the Website and / or through the Services will be completely so at all times. The Website and the Services are provided for informational purposes only and nothing contained on the Website is intended to be legal advice or a legal opinion.
The use of the Website and the Services does not create a lawyer-client relationship or any other relationship with Emerge Law Professional Corporation. Emerge seeks to guard against any User believing themselves to be client of Emerge Law Professional Corporation or any of its lawyers or legal staff. The User recognizes and acknowledges that the User is not a client of Emerge Law Professional Corporation. Unless you are speaking directly to one of Emerge Law Professional Corporation’s lawyers who represents themselves as such, for the purpose of providing you with legal advice on a matter consistent with our Service, you acknowledge and agree that none of the content on our Website or our Services will be construed or used as legal advice. Emerge Lite is an informational service and not a legal services business.
Your use of Website and / or any Services does not create a solicitor-client relationship between you and Emerge. The information you submit is not protected by solicitor-client or professional privilege.
You agree that Emerge Lite does not provide legal advice. If you receive any communication from Emerge, its agents, employees, or any other associated entity, which purports to be legal advice, you agree that it is NOT a communication authorized by Emerge and you agree to immediately delete or disregard it.
5. Website Account and Security
The Website, including content on or other areas of the Website, may require user registration. It is a condition of your use of the Website that all the information you provide on the Website is correct, current, and complete. Any username, password, or any other piece of information chosen by you, or provided to you as part of our security procedures, must be treated as confidential, and you must not disclose it to any other person or entity.
You understand and agree that should you be provided with an account, your account is personal to you and you agree not to provide any other person with access to this Website or portions of it through the use of your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you will logout from your account at the end of each session. You are responsible for any password misuse or any unauthorized access.
If the User is an organization through which individuals will be given access to the Website and /or the Services, the User agrees to ensure that all persons who are provided with access maintain the security of the Website. An organizational User shall only provide access to the Website to individuals who [CONDITIONS e.g. only to be accessed at accelerator premises or a specified number of users].
The security of your personal information is very important to us. We use various measures designed to secure your personal information. The safety and security of your information also depends on you and the measures that you employ. The transmission of information via the Internet is not completely secure. Although we do our best to protect your personal information, we cannot guarantee the security of your personal information transmitted to or through our Website. Any transmission of personal information is at your own risk. We are not responsible for the circumvention of any privacy settings or security measures contained on the Website.
6. Prohibited Activity
You are prohibited from attempting to circumvent and from violating the security of this Website, including, without limitation:
- accessing content and data that is not intended for you;
- attempting to breach or breaching the security and/or authentication measures which are not authorized;
- restricting, disrupting or disabling service to users, hosts, servers, or networks;
- illicitly reproducing TCP/IP packet header;
- disrupting network services and otherwise disrupting Website owner’s ability to monitor the Website;
- using any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website;
- introducing any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful;
- attacking the Website via a denial-of-service attack, distributed denial-of-service attack, flooding, mailbombing, or crashing; and
- otherwise attempting to interfere with the proper working of the Website.
7. Intellectual Property Rights and Ownership
Emerge reserves all of its rights in the Website, Services, and related material. You understand and agree that the Website and its entire contents, features, and functionality, including, but not limited to, all information, software, code, data text, displays, graphics, photographs, images, video, audio, music, broadcast, design, presentation, website layout, selection, and arrangement, are owned by Emerge, its licensors, or other providers of such material and are protected in all forms by intellectual property laws including, without limitation, copyright, trademark, patent, trade secret, and any other proprietary rights. The User agrees to comply with all applicable copyright, trademark, or other legal notices or restrictions.
The User is given the permission to copy, redistribute, reproduce, adapt, or use the information found on the Website only in accordance with this Agreement. The limited permission granted to the User with regard to the Website, Services and related materials is in accordance with these Terms and all applicable laws and regulations.
The Emerge name, logo, and all related names, logos, product and service names, designs, images, and slogans are trademarks of Emerge or its affiliates or licensors. Nothing in the Terms grants you a right or license to use any intellectual property rights owned or controlled by Emerge or any other third party except as expressly provided in these Terms. You must not use such marks without the prior written permission of the Company. Other names, logos, product and service names, designs, images, and slogans mentioned, or which appear on this Website are the trademarks of their respective owners.
You agree to the following:
- the Emerge Lite material is the property of Emerge Lite and its suppliers, if any;
- you will not use the Emerge Lite material for any purpose other than is expressly permitted in these Terms;
- you will not distribute in any medium any Emerge Lite material without Emerge’s prior written authorization or as expressly provided these Terms;
- Emerge shall have the right to represent its suppliers in any dispute;
- any organizations that are subscribers to Emerge Lite shall grant to Emerge Lite a sole, non-exclusive license to use the organization’s name, logo, and related names, logos, product and service names, designs, images, and slogans in marketing and promotional material for the Website and / or the Services on the Website and other media such as brochures.
8. Site Monitoring and Enforcement
Emerge has the right, without provision of notice, to:
- remove or refuse to post on the Website any User Submissions for any or no reason in our sole discretion;
- at all times, take such actions with respect to any User Submission deemed necessary or appropriate in our sole discretion, including, without limitation, for violating these Terms;
- take appropriate legal action, including, without limitation, referral to law enforcement or regulatory authority, or notifying a potentially harmed party of any illegal or unauthorized use of the Website. Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website;
- terminate or suspend your access to all or part of the Website for any or no reason, including, without limitation, any violation of these Terms.
9. Email and other Communications
From time to time, you agree that Emerge may send to you promotional materials and / or electronic messages. In accordance with law, you may at any time unsubscribe by using the unsubscribe mechanism contained in the message. Emerge may also send you emails that relate to your account and use of the Website and / or the Services.
We may terminate or suspend your access and use of our Service. Termination is effective immediately, and may be given without prior notice or liability, for any reason whatsoever, including without limitation if you breach any of the Terms.
11. Disclaimer of Warranties
Except as expressly provided in these Terms, to the maximum extent permitted under applicable law, Emerge material, the Website, and Services are provided “as is” without any kind of warranty. You accept full responsibility for determining whether Emerge Lite and its Services are suitable for any particular purpose and for protecting yourself against any possible consequential damages.
The content on our Website is provided for general information purposes only. It is not intended to amount to advice on which you should rely. You must obtain more specific or professional advice before taking, or refraining from taking, any action or inaction on the basis of the content on our site.
Emerge does not represent or warrant that Emerge Lite, the Website, or Services, or any linked sites are free of any harmful materials.
Except as expressly provided in these Terms or where prohibited by law, we are not responsible for any loss, injury, claim, liability, damage, or consequential damage related to your use of the Website and its Services, or for inaccessibility of the Website and its Services whether from errors or omissions in the content of the Website, Services, other linked sites, or for any other reason. Use of Emerge Lite and its Services is at your own risk.
12. Force Majeure
If Emerge cannot satisfy any obligation under this Agreement, such as where there are prolonged Service interruptions, in whole or in part, due to a force majeure, such as a pandemic, labour strike, flood, fire, war or any other unforeseen or uncontrollable event, Emerge shall not be liable to the User where Emerge has communicated to the User the circumstances surrounding the non-performance, and has taken reasonable steps to remove the cause of the non-performance and to mitigate any arising damage.
13. Geographic Restrictions
The owner of the Website is based in Ontario, Canada. We provide this Website for use only by persons located in Canada. This Website is not intended for use in any jurisdiction where its use is not permitted. If you access the Website from outside Canada, you do so at your own risk and you are responsible for compliance with local laws of your jurisdiction.
14. Limitation of Liability
Except as expressly provided in these Terms or where prohibited by law, the maximum liability of Emerge is the amount paid to Emerge by the customer for membership to the Website and / or use of the Services; however, where Emerge has provided a service or services, the maximum liability of Emerge for any individual service or services is the portion of the total amount paid to Emerge by the customer for the Service or Services at issue as calculated by Emerge.
NEITHER EMERGE NOR ITS PARENT, SUBSIDIARIES, AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS WILL BE LIABLE FOR NEGLIGENCE, GROSS NEGLIGENCE, NEGLIGENT MISREPRESENTATION, FUNDAMENTAL BREACH, DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT, BREACH OF CONTRACT, BREACH OF PRIVACY, OR OTHERWISE, EVEN IF THE PARTY WAS ALLEGEDLY ADVISED OR HAD REASON TO KNOW OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, OR RELIANCE ON, THE WEBSITE, ANY LINKED WEBSITES OR SUCH OTHER THIRD-PARTY WEBSITES, OR ANY WEBSITE CONTENT, MATERIALS, POSTING, OR INFORMATION THEREON.
To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless Emerge, its parent, subsidiaries, affiliates, and their respective directors, officers, employees, agents, service providers, contractors, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable legal fees) arising out of or relating to your breach of these Terms or your use of the Website or in the case of an organizational User, the use by permitted users’ of the Website, including, but not limited to, your User Submissions, third-party sites, any use of the Website’s content, services, and products other than as expressly authorized in these Terms.
The failure to exercise a right or to require performance of an obligation under these Terms shall not trigger a party’s ability to exercise such right or require such performance at any time thereafter, nor shall Emerge’s waiver of a breach constitute a waiver of any subsequent breach.
17. Class Action Waiver
You agree to not seek to have any disputes with Emerge heard as a class action, private attorney general action, or in any other proceeding in which either party acts or proposes to act in a representative capacity. Arbitration or any other proceeding to resolve any dispute, in any forum, may be conducted solely as decided upon on an individual basis and not combined with another without the prior written consent of all parties to all affected arbitrations or proceedings.
If any term or provision of these Terms is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of these Terms or invalidate or render unenforceable such term or provision in any other jurisdiction.
19. Governing Law and Choice of Forum
The Website and these Terms will be governed by and construed in accordance with the laws of the Province of Ontario, and the applicable federal laws of Canada.
20. Choice for Forum for Disputes
Any action or proceeding arising out of or relating to this Website and under these Terms will be instituted in the courts of the Ontario and/or the Federal Court of Canada, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such action or proceeding.
You waive any and all objections to the exercise of jurisdiction over you by such courts and to the venue of such courts.
22. Terms and Headings
All of the Terms are valid regardless of the heading. To the maximum extent possible under law, the Terms take precedence over any conflicting Emerge material should it be judicially found that the conflicting Emerge Material is legally relevant to this Agreement under law.
23. Whole Agreement
None of the User’s rights or obligations under this Agreement may be assigned to any other party without the prior written consent of Emerge Lite. If there is a change of control with regard to ownership of the Website and / or any of the Services, Emerge will notify the User.