This website, including all associated software, code, algorithms, protocols, text, graphics, content, layouts, designs and interfaces (collectively, the “Site”) is owned or licensed and operated by Garfinkle Biderman LLP (referred to as “GB LLP”, “we”, “us” and “our”). These Terms of Use (“Terms”) represent an agreement between GB LLP and users or visitors to our Site (referred to as “you”, “user” or “your”), regardless of how you use the Site or whether you access it via computer or mobile device. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms, in which case the terms “you”, “user” or “your” shall refer to such entity. If you do not have such authority, you must not use the Site on behalf of such entity.

Acceptance

GB LLP provides this Site subject to your compliance with these Terms. By accessing and using this Site, you signify your agreement to be bound by these Terms and our Disclaimer, as well as your acknowledgement that within the scope of our commercial activities your personal information will be collected, used and disclosed in accordance with our Website Privacy Policy. Both our Disclaimer and Website Privacy Policy are incorporated by reference into these Terms. If you do not agree with these Terms, our Disclaimer or our Website Privacy Policy, please do not access or use this Site.

Intellectual Property

Your use of the Site is governed, by intellectual property laws, including without limitation, copyright and trademark laws. All rights reserved. Subject to your adherence to these Terms, you are granted a limited license to display on your computer, download and print the contents of this Site for personal or educational, non-commercial purposes, provided that you attribute ownership of such content to GB LLP. You may not use the content of this Site for any other purpose, include a hyperlink to this Site or frame the contents of this Site, without our prior written approval. Requests for such approval or if you have any questions about these Terms, our Disclaimer or our Website Privacy Policy, please contact us by sending an e-mail message to contact@garfinkle.com.

Modifications to the Terms of Use

We reserve the right to change these Terms at any time. We will do so by posting revised Terms on this Site. Please review the Terms periodically. Your continued use of this Site following the posting of changes to these Terms will mean you accept those changes.

Disclaimer

You acknowledge and agree that you are using this Site at your own risk and liability. GB LLP does not guarantee that the operation of this Site will be uninterrupted or error-free, that any defects or errors in this Site or its content will be corrected, or that this Site will be free from viruses or other harmful components. GB LLP is not responsible or liable for the suitability, accuracy, validity or reliability of this Site for any purpose.

We may, at any time, and without notice or liability, change, suspend, discontinue or even terminate any aspect, or the availability, of any feature of this Site or impose limits on certain of its features, including restricting your access to all or parts of the Site.

Limitation on Liability

By visiting this Site, you agree that to the maximum extent permitted by law, in no event shall GB LLP or our partners, employees or agents be liable for any damages based on claims arising out of, or in any way related to, the use of this Site, whether such damages are direct, indirect, punitive, incidental, special or consequential, and even if GB LLP has been advised of the possibility of such damages or ought to have known of the possibility of such damages.

No Unlawful or Prohibited Use

As a condition of your use of this Site, you agree that you will not use this Site for any purpose that is unlawful or prohibited by these Terms.

Without limiting the generality of the forgoing, you are prohibited from violating or attempting to violate the security of the Site, including, without limitation: (a) accessing data not intended for you or logging into a server or account that you are not authorized to access; (b) attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (c) attempting to interfere with service to any user, host or network, including, without limitation, via means of submitting a virus, cancelbot, Trojan horse, worm or other harmful or disruptive component to the Site, overloading, “flooding”, “spamming”, “mailbooming” or “crashing”; or (d) engaging in “screen scraping” or “database scraping”.

You are also prohibited from transmitting to us or the Site any unlawful, threatening, libelous, defamatory, obscene, pornographic, or other materials that violate any applicable law.

Any such violations may result in civil or criminal liability.

Termination of License to Use Site

If you breach any of these Terms, you may no longer use this Site. GB LLP may, in our sole discretion, acting reasonably or unreasonably, cancel or terminate your limited license to use this Site, or any part of this Site, at any time without notice. In the event of termination, you are no longer authorized to access this Site or the part of this Site affected by such cancellation or termination. In such event, the restrictions that these Terms impose on you with respect to this Site shall still apply. GB LLP is not liable to you for any damages arising from such a termination.

Entire Agreement

These Terms, including the terms of the Disclaimer and the Website Privacy Policy constitute the entire agreement (this “Agreement”) between you and GB LLP relating to your access and use of this Site. GB LLP does not waive any of its rights by not insisting upon strict performance of any provision of this Agreement. If a court determines that any of the provisions contained in this Agreement are void, invalid or unenforceable, such determination will not affect the validity and enforceability of the rest of this Agreement.

Governing Law and Jurisdiction

This Agreement is governed by, and is to be interpreted in accordance with, the laws of the Province of Ontario and the laws of Canada applicable in Ontario. The parties to this Agreement hereby attorn and submit to the exclusive jurisdiction of the courts of Ontario and the federal courts of Canada situated therein.