Terms of Use - Public

Current as of January 11, 2014

The SEDITM web site (the “Web Site”) is operated on behalf and for the benefit of the members of the CSA (as defined below) by the British Columbia Securities Commission, Alberta Securities Commission, Ontario Securities Commission and Autorité des marchés financiers through their third party service provider.

Before proceeding, you must read and agree with the following terms of use between the Alberta Securities Commission (“ASC”), as the CSA member authorized to grant licenses and enter into agreements with users of the Web Site, and you (the "Agreement"), which was last modified as of the above date. Please read this Agreement carefully and completely. If you do not agree with one or more of the terms of this Agreement, do not access or use the Web Site or the Content (defined below).

CONTENTS
1. Authorized Use of the Web Site 6. Governing Law
2. Links to Other Sites 7. Modification to the Web Site
3. Intellectual Property 8. Miscellaneous
4. Privacy 9. Contact Us
5. No Liability and Disclaimers    
SEDITM is the System for Electronic Disclosure by Insiders ("SEDI"), an online computer system (accessible at the Web Site) that provides for the transmission, receipt, review and dissemination of insider reports and related information filed electronically with one or more Canadian securities regulatory authorities (collectively referred to as the “Canadian Securities Administrators” or the "CSA"). SEDI was established by the Canadian Securities Administrators pursuant to securities legislation requiring the filing of insider reports using the Web Site. SEDI contains information electronically filed by filers as required under provincial and territorial securities legislation in Canada ("Filed Information"). Those parts of the Filed Information and other public information that the CSA has determined to make available on the Web Site for public inspection and use (collectively the "Public Content") as well as information and materials owned or licensed by or through the ASC, the other members of the CSA or their respective licensors, including online help and compilations (meaning the selection, collection, arrangement and assembly) of the Public Content (collectively the "Proprietary Content"), are made accessible for public inspection and use on the Web Site (the Public Content and the Proprietary Content are collectively referred to as the "Content").

Access to and use of the Content is provided to you subject to your acceptance of and compliance with this Agreement, which you are deemed to have accepted on your own behalf and on behalf of your successors and assigns if you access or use the Web Site.

To print this Agreement, click "PRINT" located after the end of this Agreement.
1. Authorized Use of the Web Site. In addition to complying with this Agreement, you shall use the Web Site, links to other web sites from this Web Site (the "Linked Sites") and SEDI for lawful purposes only. You agree not to introduce into or through the Web Site any information or materials which may be harmful to others. You may not use the Web Site or Linked Sites in any manner which could damage, disable, overburden, or impair the Web Site or interfere with any other person's use of the Web Site. You may not use any robot, spider or other automatic device, software program or manual process to monitor, copy or interfere with any web pages on the Web Site or Linked Sites.

Except as otherwise set out in this Agreement, you are authorized to view, download, use and print the Content. You are responsible for implementing safeguards to protect the security of your data and system when you undertake such activities.

Any use, copying or reproduction of all or any part of the Proprietary Content, directly or indirectly, for commercial purposes or any distribution, re-transmission, republication, repackaging, modification, sale, dissemination or other exploitation of the Web Site or any of the Proprietary Content without the prior written permission of the ASC is strictly prohibited and the ASC reserves the right to take such steps as it deems necessary, including legal action, to restrain such unauthorized activity. You may neither remove any copyright, trade-mark or other proprietary notices from any copy nor modify the Content. You and if applicable, any other person using information generated by you from the Content and this Web Site, are solely and fully responsible for all consequences, however remote, resulting from your access to and misuse of the Web Site and the Content. Unless specifically granted, nothing herein shall be construed as conferring any right under any copyright of the ASC, any other member of the CSA or any third party who owns copyright in Content provided on the Web Site.

The authorized use of the Web Site and/or the Public Content may be modified or extended or a separate feed of Public Content may be made available to data resellers upon entering into a written agreement with the ASC. For further information, contact the CSA Service Desk at 1-800-219-5381 or send us an email using the "E-MAIL US" link at the bottom of the screen.

2. Links to Other Sites. The Web Site may contain Linked Sites. Unless specifically noted, the Linked Sites, and/or the content, goods or services sold or made available on the Linked Sites are not under the control of the ASC and accordingly the ASC does not assume any responsibility for the same. The Linked Sites are provided to you only as a convenience, and the inclusion of any link does not imply that the ASC guarantees, recommends, approves, warrants or endorses the site, or any content, goods or services sold or made available on or through the site, or any association with its operations. Use of any Linked Sites is entirely at your own risk. Nothing in this Agreement grants you any rights or authorization with respect to any Linked Sites.

3. Intellectual Property. The "SEDI" trade-mark, the "www.sedi.ca" domain name and related words and logos are trade-marks and/or trade names of the ASC. (collectively the "ASC Trade-marks"). Nothing in this Agreement or on the Web Site shall be construed as granting, either expressly, by implication or otherwise, a licence or other right to you to use the ASC Trade-marks, or copyright or any other intellectual property right of the ASC and/or the other members of the CSA. The names of other companies, products or services referred to on the Web Site may be trade-marks or trade names of their respective owners. Any unauthorized use of the ASC Trade-marks, or third party trade-marks or trade names, or copyright or any other intellectual property right of the ASC and/or the other members of the CSA is strictly prohibited.

With the exception of the Public Content, all right, title and interest in the Web Site, SEDI, all software used on the Web Site and all materials provided on the Web Site including, without limitation, all compilations of Content, associated market data and information and databases, including without limitation, information from SEDAR (System for Electronic Document Analysis and Retrieval), site design, text and graphics, are owned by the ASC, and/or the other members of the CSA or their respective licensors and are protected by Canadian and international copyright laws. All rights are reserved. Any unauthorized use, reproduction, modification or distribution of the Proprietary Content is strictly prohibited and will cause the ASC and the other members of the CSA serious damages for which money damages may not constitute a sufficient remedy and in such instances ASC and the other members of the CSA may seek and obtain injunctive relief, in addition to any other remedies.

4. Privacy. National Instrument 55-102 and Companion Policy 55-102CP set out rules and policies of the CSA for electronic filing of insider reports and related information and the public availability of information in SEDI. The personal or other information of individuals contained in SEDI and the Content is governed by privacy laws, including, without limitation, the public sector privacy legislation applicable to the members of the CSA, as well as the private sector privacy legislation applicable to you, as the case may be. You are solely and fully responsible to comply with all privacy laws. The Web Site is subject to the terms of the Privacy Statement, which can be viewed by selecting the link to "PRIVACY STATEMENT" at the bottom of the screen. By using the Web Site, you are deemed to have provided your permission to the collection and use of aggregate statistical information (as set out in the Privacy Statement) for the purposes set out in the Privacy Statement.

5. No Liability and Disclaimers. Access to and use of the Web Site and Content are provided on an "as is" "as available" basis and your use of the Web Site and the Content is entirely at your own risk. To the fullest extent permitted by law, except as stated in this Agreement, the ASC, the other members of the CSA and their respective employees, agents, members, officers, directors or third party providers (collectively "CSA Related Parties") disclaim all warranties, representations or conditions of any kind, whether express or implied, including the implied warranties or conditions of merchantability and fitness for a particular purpose. The ASC and the CSA Related Parties make no representations, warranties or conditions about the accuracy, reliability, completeness, currency, quality, timeliness or usefulness of the Web Site, the Content or any goods, information or service provided through the Web Site. The ASC and the CSA Related Parties are not responsible for, nor do they independently verify any of the Content nor do they assume any obligation to update the Content or advise on further developments relating to SEDI. You should not assume that SEDI will be error-free, timely, accurate, complete or that SEDI will operate without interruption.

All information filed by insiders is not included or available on the Web Site. The Web Site and Content are not intended to provide specific legal, accounting, financial or tax advice to any person and should not be relied upon in that regard. The ASC and the CSA Related Parties are not responsible for any reliance, detrimental or otherwise, that you may place on the Web Site or the Content.

In no circumstances shall the ASC and the CSA Related Parties or other third parties mentioned on the Web Site be liable for any direct, indirect, special, incidental, consequential or punitive damages or damages for lost profits arising out of or in connection with this Agreement or the use of or inability to make use of the Web Site, the Content or any service provided through the Web Site, whether based on warranty, contract, tort, negligence or any other legal theory, irrespective of notice. To the extent that some jurisdictions do not allow exclusions or limitations on some categories of damages, these exclusions or limitations may not apply to you.

6. Governing Law. This Agreement shall be governed by, and you submit to, the laws in force in the province of Alberta and the laws of Canada applicable therein.

7. Modification to the Web Site. The ASC reserves the right to modify, add, change, discontinue or suspend the Web Site, the Content or any services made available on or through the Web Site in whole or in part, at any time(s) without prior notice.

8. Miscellaneous. The provisions of Sections 4 and 5 shall survive termination of this Agreement. No waiver or failure to enforce any of the terms of this Agreement shall be deemed or construed as a waiver or continuing waiver of such term or any other term of this Agreement. If in any jurisdiction, any of the terms or portions of terms in this Agreement are held to be invalid or unenforceable by a court of competent jurisdiction, such term or portion of a term shall be severed, restricted or eliminated to the minimum extent necessary and will be deemed superseded by a valid enforceable term or portion of a term that most closely matches the intent of the original provision and the remaining provisions in this Agreement shall otherwise remain in full force and effect. Anything in the Web Site inconsistent with this Agreement is superseded by this Agreement. It is the express wish of the parties that this Agreement and all related documents have been drawn up in English. C'est la volonté expresse des parties que la présente convention ainsi que les documents qui s'y rattachent soient rédigés en anglais. Any cause of action arising out of or related to this Agreement must commence within two years after the cause of action arose; otherwise such cause of action is hereby waived and permanently barred. Headings are for convenience only and shall not affect the interpretation of any of this Agreement.

9. Contact Us. If you wish to notify the ASC pursuant to this Agreement, you must send us notice by e-mail using the "E-MAIL US" link at the bottom of the screen or by fax at 1-866-729-8011, in each case addressed to the “CSA Service Desk, Attention: SEDI Operator".

If you have any questions or comments about the services offered by the ASC, please call us at 1-800-219-5381, send us an e-mail or send us a fax, as noted above. All notices, submissions, ideas or other information cannot be returned to you and once submitted, become the property of the ASC.

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