Terms and Conditions

This Website Terms and Conditions Agreement (the "Agreement") is a binding contract between you (the "User") and Advisor Terminal Inc. ("Advisor Terminal") regarding the use of the Advisor Terminal website (the "Website") and the Licensed Software (as defined below). By accessing, using, or installing the Licensed Software, you agree to be bound by the terms and conditions of this Agreement. If you do not agree to these terms, you may not access or use the Website or the Licensed Software.

1. License Grant

Subject to the terms and conditions of this Agreement, Advisor Terminal grants you a limited, non-transferable, non-exclusive, revocable license to:

a. Use the Licensed Software provided by Advisor Terminal, including any enhancements, updates, and optional components made available to you;

b. Access and use the Advisor Terminal Services via the Website, and store and retrieve information and data related to your use of the Licensed Software through the Website;

c. Permit access to the Client Software, intended for consumers, through a designated URL provided by Advisor Terminal.

2. After-Sales Service

During the term of your license, you may have access to certain training materials at no extra charge. Advisor Terminal may provide after-sales service, on-site training, and technical support at its standard rates, subject to mutual agreement in writing. Detailed information about these services will be provided upon request.

3. Communications

Communications between you and Advisor Terminal, including information regarding enhancements and updates to the Licensed Software, may be made by email.

4. Restrictions on Use

Except as expressly granted in this Agreement, Advisor Terminal retains all right, title, and interest in the Licensed Software. You shall not:

a. Modify, adapt, or translate the Licensed Software or its documentation, including any disclaimers or notices;

b. Send or store unlawful, threatening, defamatory, obscene, pornographic, or other prohibited content;

c. Copy, analyze, reverse engineer, decompile, disassemble, or attempt to discover the source code of the Licensed Software;

d. Rent, lend, lease, sublicense, sell, assign, transfer, or convey the Licensed Software to a third party;

e. Permit unauthorized access or use of the Licensed Software, except as expressly authorized by Advisor Terminal.

5. Advisor Terminal Services

Your use of the Advisor Terminal Services is subject to Advisor Terminal's Acceptable Use Policy ("AUP"). The AUP may be modified by Advisor Terminal at any time and is incorporated by reference into this Agreement.

6. Acceptable Use Policy

Your use of the Services must comply with all applicable laws and regulations. You agree not to upload or transmit any content that is libelous, defamatory, obscene, infringes on intellectual property rights, or violates any applicable law. Advisor Terminal reserves the right to delete or edit any inappropriate content.

7. Audit Rights

Advisor Terminal may review and audit your records upon reasonable notice to ensure compliance with this Agreement.

8. Termination

In the event of a breach of this Agreement, Advisor Terminal may terminate your license. Upon termination, you must cease all use of the Licensed Software and destroy any copies in your possession.

9. Warranty Disclaimers

The Licensed Software is provided "as is," and you use it at your own risk. Advisor Terminal, its licensors, and third-party providers make no warranties or representations regarding the Licensed Software's operation, performance, or accuracy. All implied warranties are disclaimed to the fullest extent permitted by law.

10. Limitation of Liability

Advisor Terminal, its licensors, and third-party providers shall not be liable for any direct, indirect, consequential, incidental, or special damages arising from the use of the Licensed Software or Advisor Terminal Services. The maximum liability of Advisor Terminal shall not exceed the total fees paid by you for the twelve (12) month period preceding the claim.

11. Severability

If any provision of this Agreement is deemed invalid or unenforceable, the remaining provisions shall remain in full force and effect. The invalid provision shall be replaced with a valid provision that reflects the parties' intent as closely as possible.

12. Indemnity

You agree to indemnify and hold Advisor Terminal, its licensors, and third-party providers harmless from any loss, liability, damage, or expense arising from your use of the Licensed Software, including any claims related to data transmission, infringement of third-party rights, or your business activities.

13. Confidentiality

You acknowledge and agree that the transmission of confidential information over the Internet carries inherent risks. Advisor Terminal will take reasonable measures to protect your confidential information, but cannot guarantee its security during transmission. Each party agrees to comply with applicable privacy laws and maintain reasonable policies and security measures.

14. General

This Agreement may not be assigned by you. You are responsible for paying applicable taxes and complying with export laws. If licensed by a Licensor other than Advisor Terminal, Advisor Terminal can enforce this Agreement. This Agreement is governed by the laws of Canada and the province of Ontario. Any disputes shall be subject to the exclusive jurisdiction of the courts in Ontario. This Agreement constitutes the entire agreement between the parties and supersedes any prior agreements.