Terms of Use

Last Updated: June 15, 2020

These terms and conditions of use (the “Website Terms”) apply to your access to and use of any materials, content, services or payment methods provided through the website located at www.digitalnovascotia.com, and such other websites and locations as may be made available from time to time (collectively, the “Website”), owned and operated by Digital Nova Scotia (“DNS”, “we”, “us”, “our”). By accessing and using the Website, you accept and agree to be bound by these Website Terms, and all applicable laws and regulations.

PLEASE READ THESE WEBSITE TERMS CAREFULLY, AS THEY CONTAIN IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS, INCLUDING, BUT NOT LIMITED TO, VARIOUS LIMITATIONS, EXCLUSIONS AND INDEMNITIES.

Your use of the Website is subject to these Website Terms. If you are not willing to be bound by each and every term and condition, or if any representation made by you herein is not true, you may not use, and must immediately cease accessing, the Website.

Updates to Website Terms

We reserve the right to amend these Website Terms at any time without notice to you, but we will use reasonable efforts to publish each material amendment before it becomes effective. We will ensure that the latest, fully-amended version of these Website Terms are published on the Website. You are responsible for regularly reviewing the Website to obtain timely notice of such amendments. If any amendment is unacceptable to you, you may terminate your agreement to these Website Terms as set out above. If you continue to use the Website after the effective date of each amendment, you will be conclusively deemed to have accepted such amended version of these Website.

License to Use

In these Website Terms:

“Content” means all materials and content, including designs, editorial, text, graphics, audiovisual materials, multimedia elements, photographs, videos, music, sound recordings, reports, documents, software, information, formulae, patterns, data and any other work.

“Service” means all services provided through the Website, including in-person or virtual trainings and seminars, travel programs, research services, business advisory services, referral services, career services and any other service.

Subject to these Website Terms and your Membership Class as defined herein, we grant you permission to access the Website as a personal, non-exclusive, non-transferable, limited license (“License”) to use the Website, Content and Service for transitory, non-commercial purposes, provided that with respect to any Content obtained from the Website, you may not:

• modify, copy, reproduce or create derivative works of such materials, except as explicitly provided;
• use the materials for any commercial purpose or any other purpose as explicitly prohibited;
• distribute or transmit the materials;
• publicly display, publish or perform the materials (for any purpose, commercial or non-commercial);
• create derivative works from, transfer, or sell any materials;
• attempt to decompile or reverse engineer any software or database contained in or access through the Website; or
• remove any copyright or other proprietary notations;
• without our prior, written consent. All rights not expressly granted to you are reserved by us and, if applicable, our licensors.

For greater clarity, you are permitted to provide links to the Website through email, social media, or other similar methods, provided that such methods do not involve framing or embedding of any portion of the Website within another website or service, imply any affiliation between you and us, or you and the Website, or portray us or the Website in in a false, misleading, derogatory or otherwise defamatory manner.

Membership and Age Eligibility

Your use of the Website may be limited as a non-member of DNS, and your further use of the Website may require a membership identifying you as a member (“Member”) of DNS (“Membership”). We provide different classes of Membership on the Website, and each class of Membership has specific eligibility requirements and fee requirements. You acknowledge that the limitations of your License will be subject to the status and class of your Membership.

The Website is not intended to be used by children or anyone below the age of majority in the jurisdiction in which they reside. Any registration, use or access to the Website by anyone under such age, is unauthorized, unlicensed, and in violation of these Website Terms.

We may delete any content or information that you have posted on or through the Website (or elected us to post on or through the Website), and/or prohibit you from using or accessing the Website (or any portion, aspect or feature of the Website) for any reason or no reason, at any time in our sole discretion, with or without notice, including without limitation if we have any reason to believe that you have breached any of these Website Terms and any other terms and conditions as agreed by you for your use of the Website.

Specific Terms and Conditions of Your Membership

When you apply for Membership, you will be asked to provide certain information which will be subject to our Privacy Policy (defined below) at digitalnovascotia.com/privacy-policy/.

You must not register for Membership on behalf of any individual other than yourself, or register for Membership on behalf of any group or non-individual entity unless you are duly authorized to do so by such group or entity.

You agree to immediately notify us of any unauthorized use of your Membership, and you agree to provide assistance to us, as requested, to stop or remedy any of such unauthorized use related to your Membership. You acknowledge that we have no obligation to investigate the authorization or source of any such unauthorized use related to your Membership.

You agree to provide true, current, accurate and complete information as requested by us or our agents from time to time and you agree to promptly notify us of any changes to this information as required to keep such information held by us current, complete and accurate.

Payment Terms

You acknowledge that we may use third party payment processors to process your payments through the Website, and we may collect, use, retain or disclose your personal information to process such payments for you, subject to the Privacy Policy.

You agree we may update your information with information your bank or credit card issuer may supply, or other information available to us. All such personal information is subject to the Privacy Policy.

Privacy Policy

You acknowledge that you have read the Privacy Policy located on the Website at digitalnovascotia.com/privacy-policy/, as it may be updated from time to time (the “Privacy Policy”), and hereby consent to the collection, use and disclosure by us and our agents of your personal information (whether previously collected or to be collected) for the purposes identified therein. You also consent to our use of such personal information in accordance with applicable terms and conditions contained in these Website Terms and such Privacy Policy, which is incorporated herein by reference and forms an integral part hereof.

Proprietary Rights

Our Content – Except where expressly stated otherwise, all right, title and interest in and to the Website and all Content, source code, processes, designs, technologies, URLs, domain names, marks and logos forming any part of the Website (collectively, “Our Content”) is fully vested in us, our licensors or our suppliers and are protected by applicable copyrights, trade-marks, patents, trade secrets or other proprietary rights and laws. You agree that Our Content is licensed subject to these Website Terms, including the disclaimers and limitations of liability herein. Nothing in your use of the Website or these Website terms grants you any right, title or interest in or to Our Content except the limited right to use the Website as set out herein.

Third Party Content – Content accessed or available through the Website, Service or the Internet may be owned by parties other than you or us (collectively, “Third Party Content”) and may be protected by applicable copyrights, trade-marks, patents, trade secrets or other proprietary rights and laws. Nothing in your use of the Website or these Website Terms grants you any right, title or interest in or to this Third Party Content except for the limited right to use the Website as set out herein.

Your Content – If permitted and offered by us, you, as a Member, may provide us with certain Content for us to review and post, at our sole discretion, on the Website. We do not claim ownership of any of such Content (collectively, “Your Content”); however, you agree that by posting, uploading, inputting, providing, submitting, entering or otherwise transmitting Your Content to us, whether or not through use or, or associated with, your Membership:

• you will be deemed to have thereby granted us a royalty-free, non-exclusive, worldwide, fully paid-up, irrevocable license to use, copy, distribute, transmit, display, edit, delete, publish and translate Your Content to the extent reasonably required by us to provide the Services or the Website as it may exist from time to time, in any medium whatsoever, or to ensure adherence to, or enforce, these Website Terms;
• you will be deemed to have thereby confirmed, represented and warranted to us that you have all right, title and interest, as well as the power and authority necessary, to grant such license to Your Content to us as set out above; and
• you will indemnify and save us harmless from and against any liabilities, actions, proceedings, claims, causes of action, demands, debts, losses, damages, charges and costs, including reasonable legal costs, any amount paid to settle any action or to satisfy a judgment and expenses of any kind and character whatsoever incurred by us relating to or arising from Your Content, including instances where the Your Content (a) infringes any Third Party Content or other third-party intellectual property rights, or (b) is inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful.
  Data Protection of Your Content – We will and have established commercially reasonable security measures to ensure that our personnel only use Your Content in accordance with the license granted under these Website Terms.

Deletion of Your Content – You acknowledge and agree that we may retain a copy or copies of Your Content for archival or compliance purposes or to otherwise provide the Website to you or others, subject always to your license to us set out above, even if you terminate your Membership to which Your Content is connected. If permitted by the functionality of the Website, you may delete Your Content from the communication facilities thereupon, though we may retain a copy internally thereof for compliance purposes.

Responsibility for Content – You acknowledge and agree that you are exclusively responsible for determining the accuracy, suitability, harmfulness or legality of any content, information or material received, transmitted or sent by you to us.

Public Transmission and Caching – You acknowledge and agree that the technical processing and transmission of the Website, including Your Content, may involve transmissions over various networks and changes to conform and adapt to technical requirements of connecting networks or devices, and that such Content, including Your Content, may be subject to “caching” or other technical processing or transmission policies and procedures by us or at intermediate locations on the Internet.

Advertising of Your Content – If you elect to have any business dealings with any party in connection with the products or services that are advertised on the Website, you acknowledge and agree that such dealings are solely between you and such party and we will not be a party to, or have any responsibility or liability related thereto. You acknowledge and agree that no such advertising may be construed as an endorsement, representation, warranty or guarantee by us of any such products or services advertised.

Third Party Advertising – We shall have the right, without notice, to insert advertising data into the Website, so long as this does not involve our transmission of any of your personal information in contravention of the Privacy Policy. If you elect to have any business dealings with any party whose products or services may be advertised on the Website, you acknowledge and agree that such dealings are solely between you and such advertiser and we will not be a party to, or have any responsibility or liability related thereto. You acknowledge and agree that no such advertising may be construed as an endorsement by us of any such products or services advertised.

Feedback – All right, title and interest in and to comments, ideas, suggestions and impressions of the Website, Content, Service, any of our other product or service, or us given by you to us (collectively, the “Feedback”) is and shall be deemed to be our property and, by submitting Feedback to us, you agree that you thereby assign to us all right, title and interest to such Feedback to us.

Compliance and Complaints – We have the right to censor, review, reject or remove any of Your Content from the Website, but we do not have any obligation to censor or review any of Your Content, to censor or review any Third-Party Content or to monitor use of the Website. However, you agree that we may, without notice or liability, disclose to third parties any of your information or Your Content, monitor use of the Website and monitor, review and retain any Content, including Your Content, if we believe in good faith that such activity is reasonably necessary to provide the Website to customers, ensure adherence to or enforce these Website Terms, comply with any laws or regulations, respond to any allegation of illegal conduct or claimed violation of third party rights, or protect us or others. If we receive a complaint relating to use of the Website by you, for greater certainty, you acknowledge and agree that we may, in our sole and absolute discretion and without notice or liability, investigate the complaint, and restrict, suspend or terminate your License and access to the Website, including your Membership, and remove Your Content from our servers.

Proprietary Notices

Copyright Notice – The Website and all Content, unless otherwise set out herein, is owned and copyrighted by DNS and/or our licensors, and is licensed to you in accordance with these Website Terms only.

Trademark Notice – The trademarks, logos, and service marks displayed on or through the Website are the property (whether registered or unregistered) of DNS, its licensors or other third parties. You are not permitted to use trademarks, logos and service marks for any purpose without our prior, written consent. Except as expressly indicated on the website, no endorsement, sponsorship, affiliation or other authorization is implied by any use of third party trademarks.

Copyright Complaints – If you believe that any Content on the Website infringes upon any copyright or other intellectual property right that you own or control, you may send a written notification of such infringement to our designated agent

by e-mail at: info@digitalnovascotia.com, or

by mail at: 1301-1809 Barrington Street, Halifax, NS B3J 3K8

Attn: Angie Barron

To meet the notice requirements under Canada’s Copyright Act, the notification must be a written communication that includes the following:

• the claimant’s name and address,
• the identity of the work to which the alleged infringement relates,
• the claimant’s interest or rights in respect of the work,
• the type of infringement claimed,
• the electronic location data for which the alleged infringement relates, and
• the date and time of the alleged infringing activity.

To meet the notice requirements under the USA’s Digital Millennium Copyright Act, the notification must be a written communication that includes the following:

• a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
• identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
• identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
• information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number and, if available, an electronic mail address at which the complaining party may be contacted;
• a statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law; and
• a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
• Infringer and Repeat Infringer Policy – We have adopted a policy of terminating, in appropriate circumstances and at our sole discretion, users who are deemed to be repeat infringers of intellectual property. For greater certainty, we may also, at our sole discretion, limit access to the Website or terminate the License and Membership of any user who infringes any intellectual property rights of us or others, whether or not there is any repeat infringement.

Acceptable Use and Prohibitions

In addition to any other terms or conditions regarding your use of the Website in these Website Terms, we may require you to agree to specific terms for particular services, products or areas of the Website from time to time by confirming your agreement. Any such additional terms which you agree to will be deemed incorporated into these Website Terms.

Proper Conduct (Things You Must Do) – Without limiting the generality of anything else contained in these Website Terms, you must ensure that:

• you only use the Website for lawful purposes; and
• if at any time you become aware of any violation, by any person or entity under your control, of any part of these Website Terms, you will immediately notify us and provide us with assistance, as requested, to stop or remedy such violation.

Prohibited Conduct (Things You Must Not Do) – Without limiting the generality of anything else contained in these Website Terms, you agree that you will not, in connection with the Website, directly or indirectly do or permit any of the following:

post, upload, reproduce, distribute or otherwise transmit any Content that:

• is unauthorized or unsolicited commercial communications, junk or bulk communications or other “spam” (whether or not using e-mail services, including instant messaging, blog or comment spam) or is otherwise duplicative or unsolicited;
  contains a virus, cancelbot, Trojan horse, worm or other harmful, disruptive or surreptitious component;
• is defamatory, infringing, or unlawful;
• is inappropriate, profane, obscene, indecent materials or information without suitable or lawfully-required access controls (which controls shall in no event be our responsibility),
• gives rise to civil liability, or otherwise violates the rights or assists others to violate the rights of us or any third party, such violations including engaging in copyright infringement, invasion of privacy, trademark infringement or defamation;
• constitutes a criminal offence, or otherwise engages in or assists others to engage in any criminal offence, including pyramid selling, unauthorized use of a computer, mischief in relation to data, fraud, obscenity and child pornography; or
• incites discrimination, hate or violence towards one person or a group because of their belonging to a race, religion, nationality, sexuality, gender or other human rights-protected group of persons;
• engage in threats, harassment, intimidation, stalking or abuse or any conduct that violates the legal rights of others, including the rights of minors and rights relating to privacy and publicity;
• scan or probe another computer system, obstruct or bypass computer identification procedures or engage in unauthorized computer or network trespass without the express permission of the owners of such computer systems;
• forge headers or otherwise manipulate any protocols or identifiers used in any system or protocol in such a manner to disguise the origin of any data transmitted using the Website;
• impersonate or falsely represent your association with any person, including a representative of us;
• disrupt or threaten the integrity, operation or security of any service, computer or any Internet system;
• disable or circumvent any access control or related process or procedure established with respect to the Website;
• sublicense, share, resell, reproduce, copy, distribute, redistribute, or exploit for any commercial purposes (except for your internal, personal, non-commercial purposes), any portion of, use of or access to, any Website, except where expressly authorized by us;
• harvest, scrape, extract, gather, collect, or store personal information about others without their express consent;
• harvest, scrape, or use any robot, spider, crawler, script or other automated means or interface not provided by us to access the Website or to extract data, collect information or otherwise interact with the Website; or
• screenshot or otherwise copy the Website, Content or Service for any unlawful purpose including but not limited to the creation of phishing operations.

Termination

We may, in our sole discretion, suspend, restrict or terminate your License and use of the Website, including Your Content, at any time, without notice to you, for any reason, including if the operation or efficiency of the Website or our or any third party’s equipment or network is impaired by your use of the Website, we have received a third party complaint which relates to your use or misuse of the Website, or you have been or are in breach of any term or condition of this Agreement

You acknowledge and agree that termination, curtailment, or suspension of these Website Terms for any reason may result in restrictions of, disruptions to or cessation of Your Content, and you hereby agree to release us from any and all liability and claims of loss resulting from restrictions, disruptions or cessations. If your use of the Website is suspended or restricted, we will have no obligation to forward any of Your Content to you or any third party.

Disclaimers, Limits of Liability and Indemnities

Errors and Omissions – Without limiting the remainder of these Website Terms, the Service and Content are provided on an “as-is”, “as available” basis, and we do not guarantee, represent or warrant that the Service will be error free or that the Content will be free of errors or omissions.

Internet-Based Limitations – Your use of the Website depends on the Internet, including networks, cabling, facilities and equipment that is not in our control; accordingly:

• we cannot guarantee any minimum level regarding such performance, speed, reliability, availability, use or consistency, and
• data, messages, information or materials sent over the Internet may not be completely private, and your anonymity is not guaranteed.

User Acknowledgement – You acknowledge and agree that:

• all use of the Website provided by us is at your own risk;
• the Content that you may access while using the Website may contain links to other websites, which are provided solely as a convenience to you and the inclusion of any such link does not imply endorsement, investigation or verification by us of such websites or the information contained therein, and
• all products and services provided under these Website Terms are provided on an “as is” and “as available” basis.

Disclaimer of Warranties – We make no conditions, warranties or representations about the suitability, reliability, usability, security, quality, capacity, performance, availability, timeliness or accuracy of the Website. We expressly disclaim all conditions, warranties and representations, express, implied or statutory, including implied conditions or warranties of merchantability, fitness for a particular purpose, durability, title and non-infringement, whether arising by usage of trade, by course of dealing, by course of performance, at law, in equity, by statute or otherwise howsoever.

No Liability – Notwithstanding any other provision of these Website Terms, in no event will we, our affiliates, or our controlling parties, agents employees, suppliers, licensors, resellers or distributors (collectively in these disclaimers and limitations, “we” or “us”) be liable for any direct, indirect, special, incidental, consequential or punitive damages, or any other damages or losses whatsoever, including damages for loss of profits, goodwill, opportunity, earnings, use or data, arising directly or indirectly from or related to these Website Terms or the Website, or any Content or software in connection therewith, regardless of the cause of action and even if one or more of us have been advised of the possibility of such damages or losses, or if such damages or losses would be reasonably foreseeable, including damages or losses arising from or in any way related to the following:

• sending, receiving, not sending, not receiving, loss, deletion or alteration of any transmissions, data or transactions entered into through or using the Website;
• any suspension, curtailment, restriction, termination or other limitation placed on your License, use of the Website, or your Membership;
• any act or omission of you or any third party, including any threatening, defamatory, obscene, offensive or illegal conduct or any infringement of another’s rights, including intellectual property rights;
• any loss or damage to Your Content or other data arising directly or indirectly from your use or non-use of the Website or related components;
• the performance of the Internet or the Website;
• the content or accuracy of any material, information or data (including any software) related to these Website Terms or viewed, downloaded, accessed or transmitted using, over or through the Internet or the Website, including material that infringes the rights of others or otherwise violates laws or regulations; and
• delays, errors, interruptions, mistakes, omissions, non-delivery, incorrect delivery, viruses, Trojan horses, spyware, spam or defects in the transmission of any information, material or data over or through our systems or networks or the systems or networks of third parties.

Applicability – Some jurisdictions prohibit the disclaimer of certain warranties or conditions or the limitation of certain types of liability. In such circumstances, to the extent that such prohibitions prohibit any exclusions and limitations in these Website Terms, such exclusions and limitations will not apply to you strictly to the extent necessary to make these Website Terms consistent with such prohibitions.

Indemnity By You – You agree to indemnify and hold us harmless from all liabilities, actions, proceedings, claims, causes of action, demands, debts, losses, damages, charges and costs, including reasonable legal costs, any amount paid to settle any such action, or to satisfy a judgment, and expenses of any kind and character whatsoever incurred by us relating to or arising from:

• access to or use, by you or permitted by you, of the Website, Content, Service or your Membership, or
• any of your acts or omissions, including breach or non-performance of these Website Terms and any violation of any third party rights.

General Provisions

Interpretation – In these Website Terms:

• the captions and headings are for convenience only and do not constitute substantive matter and are not to be construed as interpreting the contents of these Website Terms;
• the word “including”, the word “includes” and the phrase “such as”, when following a general statement or term (whether or not non-limiting language such as “without limitation” or “but not limited to” or other words of similar import are used with reference thereto), is not to be construed as limiting, and the word “or” between two or more listed matters
• does not imply an exclusive relationship between the matters being connected;
• all references to website addresses or URLs shall also include any successor or replacement websites containing substantially similar information as the referenced website(s); and
• any monetary amounts expressed are in Canadian dollars.

Waiver of Rights and Remedies – Our failure to insist upon or enforce strict performance of any provision of these Website Terms will not be construed as a waiver of any provision or right. Neither the course of conduct between you and us nor trade practice shall act to modify any provision of these Website Terms. Our rights, powers and remedies in these Website Terms, including without limitation the right to suspend, restrict or terminate your access to any portion of the Website, are cumulative and in addition to and not in substitution for any right, power or remedy that may be available to us at law or in equity.

Severability – If any provision of these Website Terms is determined to be invalid or unenforceable in whole or in part, such invalidity or unenforceability will attach only to such provision or part thereof and the remaining part of such provision and all other provisions hereof will continue in full force and effect.

Notifications – Subject to our Privacy Policy, we may provide you with notifications via email, in hard copy, or through conspicuous posting of such notice on the Website, as we may determine in our sole discretion.

Governing Law and Jurisdiction – These Website Terms and the rights of the parties hereto are governed by, and will at all times be construed in accordance with, the laws in force in the Province of Nova Scotia and the laws of Canada applicable therein, without reference to its conflict of laws principles. You hereby irrevocably consent to the jurisdiction of the courts of the Province of Nova Scotia in connection with any matter arising out of or in connection with these Website Terms or your use of the Website.

Assignment and Inurement – We may at any time assign our rights and obligations under these Website Terms, in whole or in part, without notice to you. You may not assign these Website Terms without our prior, written consent. These Website Terms will inure to the benefit of and bind you and us and our respective personal and legal representatives, successors and permitted assigns.

Survival – All provisions that, by their meaning or nature, are intended to survive termination or expiry of these Website Terms shall survive termination or expiration of these Website Terms.

Relationship – You agree that no joint venture, partnership, employment or agency relationship exists between us and you as a result of these Website Terms or your use of the Website.

Entire Agreement – These Website Terms, as amended from time to time, including any and all documents, websites, rules, terms and policies referenced herein, constitutes the entire agreement between us and you with respect to the matters referred to in these Website Terms and supersedes all prior and contemporaneous agreements and understandings, whether electronic, oral or written, between us and you with respect to such matters.

English Language – The parties have requested and agree that this agreement and all documents relating thereto be drawn up in English / Les parties ont demandé que cette convention ainsi que tous les documents qui s’y rattachent soient rédigés en anglais.

Questions and Concerns:

If you have any questions or concerns about these Website terms, please contact us by email at info@digitalnovascotia.com or by telephone at 1 (902) 809-5332.