WEB SITE TERMS AND CONDITIONS
Terms and Conditions of Service
Released: April 24, 2011
PLEASE READ THESE TERMS AND CONDITIONS OF SERVICE ("TERMS") BEFORE USING THIS SITE. By continuing to access or use this site, or any service on this site, you signify your acceptance of the TERMS. From time to time, Marsh Canada Limited ("Marsh") may modify the TERMS. Accordingly, please continue to review the TERMS whenever accessing or using this site. Your use of this site, or any service on this site, after the posting of modifications to the TERMS will constitute your acceptance of the TERMS, as modified. If, at any time, you do not wish to accept the TERMS, you may not use this site. Any terms or conditions proposed by you that are in addition to or which conflict with the TERMS are expressly rejected by Marsh and shall be of no force or effect.
1. User Assent to Terms and Conditions of Service. You represent that you have read and agree to be bound by the TERMS for Marsh.ca. You further agree: (i) to comply with Canadian law regarding the transmission of any data obtained from the Service (as defined herein) in accordance with the TERMS; (ii) not to use the Service for illegal purposes; and (iii) not to interfere or disrupt networks connected to the Service.
2. Intellectual Property. This site, including but not limited to text, content, photographs, video, audio and graphics (the "Service"), is protected by copyrights, trademarks, service marks, international treaties and/or other proprietary rights and laws of Canada and other countries. The Service is also protected as a collective work or compilation under Canada copyright and other laws and treaties. All individual articles, columns and other elements making up the Service are also copyrighted works. You agree to abide by all applicable copyright and other laws, as well as any additional copyright notices or restrictions contained in the Service.
The product and company names and logos appearing on the site may be registered or unregistered trade-names, trade-marks and service-marks of their respective owners, including Marsh.
3. Restrictions on Use. You may not use the Service for any illegal purpose or in any manner inconsistent with the TERMS. You agree to use the Service solely for the use and benefit of you and your own organization, and not for resale or other transfer to, or use by or for the benefit of, any other person or entity. You agree not to use, transfer, distribute or dispose of any information contained in the Service in any manner that could compete with the business of Marsh. You acknowledge that the Service has been developed, compiled, prepared, revised, selected and arranged by Marsh and others (including certain other information sources) through the application of methods and standards of judgment developed and applied through the expenditure of substantial time, effort and money and constitutes valuable intellectual property and trade secrets of Marsh and such others. You agree to protect the proprietary rights of Marsh and all others having rights in the Service during and after the term of this agreement and to comply with all reasonable written requests made by Marsh or its suppliers of content, equipment or otherwise ("Suppliers") to protect their and others’ contractual, statutory and common law rights in the Service. You agree to notify Marsh in writing promptly upon becoming aware of any unauthorized access or use of the Service by any party or of any claim that the Service infringes upon any copyright, trademark or other contractual, statutory or common law rights.
4. Further Restrictions on Use. YOU MAY NOT COPY, REPRODUCE, RECOMPILE, DECOMPILE, DISASSEMBLE, REVERSE ENGINEER, DISTRIBUTE, PUBLISH, DISPLAY, PERFORM, MODIFY, UPLOAD TO, CREATE DERIVATIVE WORKS FROM, TRANSMIT OR IN ANY WAY EXPLOIT ANY PART OF THE SERVICE, EXCEPT THAT YOU MAY DOWNLOAD MATERIAL FROM THE SERVICE AND/OR MAKE PRINT COPIES FOR YOUR USE OR USE WITHIN YOUR ORGANIZATION, PROVIDED THAT ALL COPIES RETAIN ALL COPYRIGHT AND OTHER PROPRIETARY NOTICES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE ANALYSIS AND PRESENTATION INCLUDED IN THE SERVICE MAY NOT BE RECIRCULATED, REDISTRIBUTED OR PUBLISHED BY YOU WITHOUT MARSH’S PRIOR WRITTEN CONSENT. MODIFICATION OF THE SERVICE’S CONTENT WOULD BE A VIOLATION OF MARSH’S COPYRIGHT AND OTHER PROPRIETARY RIGHTS. ADDITIONALLY, YOU MAY NOT OFFER ANY PART OF THE SERVICE FOR SALE OR DISTRIBUTE IT OVER ANY OTHER MEDIUM INCLUDING BUT NOT LIMITED TO OVER-THE-AIR TELEVISION OR RADIO BROADCAST, A COMPUTER NETWORK OR HYPERLINK FRAMING ON THE INTERNET WITHOUT THE PRIOR WRITTEN CONSENT OF MARSH. THE SERVICE AND THE INFORMATION CONTAINED THEREIN MAY NOT BE USED TO CONSTRUCT A DATABASE OF ANY KIND. NOR MAY THE SERVICE BE STORED (IN ITS ENTIRETY OR IN ANY PART) IN DATABASES FOR ACCESS BY YOU OR ANY THIRD PARTY OR TO DISTRIBUTE ANY DATABASE SERVICES CONTAINING ALL OR PART OF THE SERVICE. YOU MAY NOT USE THE SERVICE IN ANY WAY TO IMPROVE THE QUALITY OF ANY DATA SOLD OR CONTRIBUTED BY YOU TO ANY THIRD PARTY. YOU MAY NOT USE ANY OF THE TRADE-NAMES, TRADE-MARKS, SERVICE-MARKS AND LOGOS DISPLAYED ON THE SITE (COLLECTIVELY "MARKS"), EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS. NOTHING APPEARING ON THE SITE OR ELSEWHERE SHALL BE CONSTRUED AS GRANTING, BY IMPLICATION, ESTOPPEL, OR OTHERWISE, ANY LICENCE OR RIGHT TO USE ANY MARKS. YOU WILL NOT USE THE SERVICE, THE INFORMATION CONTAINED THEREIN OR ANY OF MARSH’S NAMES OR MARKS IN UNSOLICITED MAILINGS OR SPAM MATERIAL AND WILL NOT SPAM OR SEND UNSOLICITED MAILINGS TO ANY PERSON OR ENTITY USING THE SERVICE.
5. Communication Services. This site may contain news groups, forums, and/or other message or communication facilities designed to enable you to communicate with the public at large or with a group (collectively, "Communication Services"). You may be required to register to use the Communication Services. You agree to maintain the confidentiality of your password as a result of your registration, and you agree not to disclose it to any other individual or entity. You agree that you are fully responsible for maintaining the confidentiality of your password and that you will be responsible for any breach of this obligation, including any damages which flow from, or are connected to, such breach, without limitation. You agree that you are fully responsible for all activities that occur under your password. You also agree to contact Marsh immediately if you have any reason to believe that your password has been compromised.
You agree that you are responsible for any content to post or otherwise submit through the Communication Services, including its legality, reliability, appropriateness, originality and copyright. You agree to use the Communication Services only to post, send and receive messages and material that are proper and related to the particular Communication Service. By way of example, and not as a limitation, you agree that when using a Communication Service, you will not:
- Defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others.
- Publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information.
- Upload files that contain software or other material protected by intellectual property laws (or by rights of privacy of publicity) unless you own or control the rights thereto or have received all necessary consents.
- Upload files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of another's computer.
- Advertise or offer to sell or buy any goods or services for any business purpose, unless such Communication Service specifically allows such messages.
- Conduct or forward surveys, contests, pyramid schemes or chain letters.
- Download any file posted by another user of a Communication Service that you know, or reasonably should know, cannot be legally distributed in such manner.
- Falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded.
- Restrict or inhibit any other user from using and enjoying the Communication Services.
- Violate any code of conduct or other guidelines which may be applicable for any particular Communication Service.
- Harvest or otherwise collect information about others, including e-mail addresses, without their consent.
- Violate any applicable laws or regulations.
Marsh has no obligation to monitor the Communication Services; however, Marsh reserves the right to review materials posted to a Communication Service and to remove any materials in its sole discretion. Marsh reserves the right to terminate your access to any or all of the Communication Services at any time without notice for any reason whatsoever.
Marsh reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, in Marsh’s sole discretion.
Marsh does not claim ownership of the materials you provide to Marsh (including feedback and suggestions) or post, upload, input or submit to any Communication Services (collectively "Submissions"); however, by posting, uploading, inputting, providing or submitting your Submission you are granting Marsh, its affiliated companies and sublicensees permission to use your Submission in connection with the operation of their businesses including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate and reformat your Submission; and to publish your name in connection with your Submission.
No compensation will be paid with respect to the use of your Submission, as provided herein. Marsh is under no obligation to post or use any Submission you may provide and may remove or edit any Submission at any time in Marsh’s sole discretion.
By posting, uploading, inputting, providing or submitting your Submission you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions.
6. License. You acquire no rights or licenses in or to the Service and materials contained therein other than the limited right to utilize the Service in accordance with the TERMS.
7. Linking And Framing. (I) (I) By linking to this site, you represent that you have read and agree to be bound by the TERMS. (ii) Upon linking to this site pursuant to the Terms, you will be granted a non-exclusive, non-transferable, royalty-free license to use the "Marsh" name solely for providing an underlined, textual link from your Web site to Marsh.ca, and for no other use; (3) You may include a link(s) on your Web site only to the Marsh.ca home page, currently located at http:/canada.marsh.com ("Home Page") provided that you first send to Marsh via email to firstname.lastname@example.org: (a) your name or the name of the technical contact responsible for the link(s); (b) the name of your company; (c) the email address and telephone number for you or the technical contact responsible for the link(s); and (d) the Web site address(es) where the link(s) to the Home Page will appear; (4) Without specific, written consent by Marsh, you specifically may not link to an internal or subsidiary page of this site that is located one or several levels down from the Home Page ("deep link"), or bring up or present content of this site within another Web site ("frame").
8. Rights Reserved. All present and future rights in and to trade secrets, patents, copyrights, trade names, trademarks, service marks, databases, know-how and other proprietary rights of any type under the laws of any governmental authority, domestic or foreign, including rights in and to all applications and registrations relating to the Service (the "IP Rights") shall, as between you and Marsh, at all times be and remain the sole and exclusive property of Marsh. All present and future rights in and title to the Service (including the right to exploit the Service and any portions of the Service over any present or future technology) are reserved to Marsh.
9. Disclaimer and Limitation of Liability. The information contained on this site provides only a general overview of subjects covered, is not intended to be taken as advice regarding any individual situation, and should not be relied upon as such. You should consult your insurance and legal advisors regarding specific coverage issues. All insurance coverage is subject to the terms, conditions, and exclusions of the applicable individual policies. Marsh cannot provide any assurance that insurance can be obtained for any particular client or for any particular risk.
You agree that your use of the Service is at your sole risk and acknowledge that the Service and anything contained therein, including, but not limited to, content, services, goods or advertisements (the "Items") are provided on an "AS IS" and “AS AVAILABLE” basis, without any representations, warranties or conditions of any kind, whether express or implied, as to the Service and the Items, including, but not limited to, implied representations, warranties or conditions of merchantability, noninfringement, title, fitness for a particular purpose or use, performance, availability, timeliness, accuracy or completeness. Marsh does not warrant that the Service is compatible with your equipment or is free of errors or viruses, worms or "Trojan horses" and is not liable for any damage you may suffer as a result of such destructive features. You agree that Marsh, its Suppliers and its third-party agents shall have no responsibility or liability for: (i) any injury or damages, whether caused by the negligence of Marsh, its employees, subcontractors, agents, Suppliers or otherwise arising in connection with the Service; or (ii) any fault, inaccuracy, omission, delay or any other failure in the Service caused by your computer equipment or arising from your use of the Service on such equipment.
Links from or to Web sites outside the Marsh.ca site are meant for convenience only. Marsh does not review, endorse, approve or control, and is not responsible for any sites linked from or to the http://canada.marsh.com site, the content of those sites, the third parties named therein, or their products and services. Linking to any other site is at your sole risk and Marsh will not be responsible or liable for any damages in connection with linking. The content of other Web sites, services, goods or advertisements that may be linked to the Service is not maintained or controlled by Marsh. Links to downloadable software sites are for convenience only and Marsh is not responsible or liable for any difficulties or consequences associated with downloading the software. Marsh is therefore not responsible for the availability, content or accuracy of other Web sites, services or goods that may be linked to, or advertised on, the Service. Marsh does not: (a) make any warranty, express or implied, with respect to the use of the links provided on, or to, the Service; (b) guarantee the accuracy, completeness, usefulness or adequacy of any other Web sites, services, goods or advertisements that may be linked to the Service; or (c) make any endorsement, express or implied, of any other Web sites, services, goods or advertisements that may be linked to the Service. Marsh is also not responsible for the reliability or continued availability of the telephone lines and equipment you use to access the Service. You understand that Marsh and/or third-party contributors to the Service may choose at any time to inhibit or prohibit their content from being accessed under the TERMS.
10. Limitation of Liability. UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO NEGLIGENCE, SHALL MARSH, ITS SUPPLIERS OR ITS THIRD PARTY AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE OR EXEMPLARY DAMAGES EVEN IF AN AUTHORIZED REPRESENTATIVE OF MARSH HAS BEEN ADVISED SPECIFICALLY OF THE POSSIBILITY OF SUCH DAMAGES, ARISING FROM USE OF OR INABILITY TO USE THE SERVICE OR ANY LINKS OR ITEMS ON THE SERVICE OR ANY PROVISION OF THE TERMS, SUCH AS, BUT NOT LIMITED TO, LOSS OF REVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS OR LOSS OF DATA OR OTHER INTANGIBLE LOSSES. (Applicable law may not allow the limitation or exclusion of liability or incidental or consequential damages.)
11. Representations and Warranties. You represent, warrant and covenant that you: (i) have the power and authority to enter into this agreement; (ii) can form legally binding contracts under applicable law; (iii) shall not use any rights granted hereunder for any unlawful purpose; and (iv) shall use the Service only as set forth in these TERMS.
12. Indemnification. You agree, at your own expense, to indemnify, defend and hold harmless Marsh and its employees, representatives, Suppliers and agents, against any claim, suit, action or other proceeding, to the extent based on or arising in connection with your use of the Service, or any links on the Service, including, but not limited to: (i) your use or someone using your computer’s use of the Service; (ii) a violation of the TERMS by you or anyone using your computer; (iii) a claim that any use of the Service by you or someone using your computer infringes any IP Right (as herein defined) of any third party, or any right of personality or publicity, is libelous or defamatory, or otherwise results in injury or damage to any third party; (iv) any deletions, additions, insertions or alterations to, or any unauthorized use of, the Service by you or someone using your computer or your password; or (v) any misrepresentation or breach of representation, warranty or covenant made by you contained herein. You agree to pay any and all costs, damages and expenses (including reasonable attorneys’ fees) and costs awarded against or incurred by or in connection with or arising from any such claim, suit, action or proceeding.
13. Termination Either you or Marsh may terminate this agreement with or without cause at any time and effective immediately. You may terminate by discontinuing use of the Service and destroying all materials obtained from the Service. This agreement will terminate immediately without notice from Marsh if Marsh determines, in its sole discretion, that you have failed to comply with any provision of these TERMS. Upon termination by you or upon notice of termination by Marsh, you must promptly destroy all materials obtained from the Service and any copies thereof. Sections 2, 3, 5, 8, 9, 10, 12, 13, 14, 19 and 21 shall survive any termination of this agreement.
14. Governing Law. These TERMS shall be governed and construed in accordance with the laws of the Canada and the Province of Ontario, without giving effect to conflicts of law principles thereof. You agree to submit to the jurisdiction of the provincial and federal courts located in the City of Toronto with respect to any legal proceedings arising out of this agreement and waive any objection to the propriety or convenience of venue in such courts.
15. Access Outside Canada; Export Controls and Trade Sanctions. If you choose to access the Service from outside Canada, you are responsible for compliance with foreign and local laws. By using the Service, you represent and warrant that you are in compliance with all local and foreign laws.
Use of the Service may be subject to restrictions and limitations imposed by Canadian export controls and/or trade sanctions, including Canada’s Export and Import Permits Act, United Nations Act and/or Special Economic Measures Act. If you choose to access the Service from outside Canada, you represent and warrant that you are not subject to Canada’s export controls and/or trade sanctions. Without limiting the generality of the foregoing, by accessing the service you represent and warrant that you are not a “Designated Person”, or agent of a “Designated Person”, within the meaning of the United Nations Act, the Special Economic Measures Act or related regulations.
16. Miscellaneous. Official Correspondence must be sent via postal mail to: Marsh Canada Limited, 161 Bay Street, Suite 1400, Toronto, ON M5J 2S4, Attn.: Corporate Communications.
17. Official Correspondence. Official Correspondence must be sent via postal mail to: Marsh Canada Limited, 161 Bay Street, Suite 1400, Toronto, ON M5J 2S4, Attn.: Corporate Communications.
19. Severability. If any provision of these TERMS is found to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed to be severed from the rest of these TERMS and shall not affect the legality, validity and enforceability of any remaining provisions.
20. No Assignment. The provisions of these TERMS will enure to the benefit of and be binding upon each of Marsh and its successors and assigns and related persons, and you and your heirs, executors, administrators, successors, permitted assigns, and personal representatives. You may not assign these TERMS or your rights and obligations under these TERMS without the express prior written consent of Marsh which may be withheld in Marsh’s sole discretion. Marsh may assign these TERMS and its rights and obligations under these TERMS without your consent.
21. No Waiver. No consent or waiver by either party to or of any breach or default by the other party in its performance of its obligations under these TERMS will be deemed or construed to be a consent to or waiver of a continuing breach or default or any other breach or default of those or any other obligations of that party. No consent or waiver will be effective unless in writing and signed by both parties.
22. Language. The parties have expressly requested and required that this agreement and all other related documents be drawn up in the English language. Les parties conviennent et exigent expressément que ce Contrat et tous les documents qui s'y rapportent soient rédigés en anglais.
Copyright 2011 Marsh Canada Limited. All rights reserved.