IMPORTANT: THIS AGREEMENT GOVERNS USE OF THIS WORLD WIDE WEB SITE ("SITE") SCOTIAPRIMEBROKERAGE.com. BY ACCESSING AND ACCEPTING THE TERMS OF THIS SITE BY CLICKING ON THE ACCEPT BUTTON BELOW, YOU AGREE TO THE FOLLOWING TERMS. YOU SHOULD READ THE TERMS CAREFULLY AND COMPLETELY AND PRINT YOURSELF A COPY FOR YOUR RECORDS. IF YOU DO NOT AGREE TO THE TERMS, YOU WILL BE DENIED ACCESS TO THIS SITE.
1. This site is a site of Scotia Capital Inc. This site may contain information created by Scotia Capital Inc. and The Bank of Nova Scotia. The information is being made available only to certain authorized institutional clients and certain corporate clients of Scotia Capital Inc., who are customers of its Canadian operations. Scotia Capital Inc. is also referred to as "SCI" in this site. A user means the entity which an authorized individual is employed or retained by, the individual when acting for that entity, and their respective successors and assigns, heirs and personal representatives.
2. Information in this site is only being made available in jurisdictions where Scotia Capital Inc. may lawfully offer services and products for sale and make this information available, and is otherwise void where prohibited by law. If you access this site from outside of Canada you are responsible for compliance with local, national and international laws. All products and services are subject to the terms of applicable agreements. Where Information is posted and available within this site, disclaimer terms and conditions (and other restrictions and disclosures), which may be contained within any information memorandum or other publication, should be consulted as they continue to apply to any such individual memorandum or other publication. As a user, you are deemed to have notice of them regardless of your use or downloading of only a part of this site.
3. This site is established solely for the exchange of information. It may not be used to place, buy or sell orders for securities or commodities, or to give instructions regarding accounts maintained by any user with Scotia Capital Inc. or to obtain any other financial service.
4. Other than the agreement resulting from acceptance of the Terms, use of this site is not intended and shall be deemed not to create any legal relationship of whatsoever kind between the user and Scotia Capital Inc. or The Bank of Nova Scotia, or to amend or vary any existing legal relationship.
5. This site, including the facts, data, information and other contents contained in it, is not intended to be:
(a) a comprehensive or detailed statement concerning the matters addressed;
(b) tax, banking, accounting, or legal advice; or
(c) an offer to sell or buy any stock, bond or other financial instrument.
Every user of this site is advised to seek professional advice before acting or omitting to act on any part of the site.
6. Every user has the responsibility to evaluate the accuracy, completeness or usefulness of any of the content of the site, including its publications, when accessing and using it for its own purposes. To the extent that a user inputs or makes otherwise available information to be incorporated by SCI into reports that may be made available to the user under this site, such user is solely responsible for the accuracy and correctness of the information, which it so furnishes. SCI will not independently verify any such third party or user information provided by the user.
This site may include forward-looking statements about objectives, strategies and expected financial results of members of the Scotiabank Group of companies or other unrelated parties. Such forward-looking statements are inherently subject to uncertainties beyond the control of the members of the SCI or its affiliated entities (including The Bank of Nova Scotia, known hereafter at times as "BNS"), and including but not limited to economic and financial conditions globally, regulatory development in Canada and elsewhere, technological developments and competition. The user is cautioned that a person's actual performance, including that of SCI, BNS, or their affiliated entities, could differ materially from the anticipated results referred to in such forward-looking statements.
7. SCI and/or their affiliates and/or their respective officers, directors or employees may from time to time acquire, hold or sell securities and/or commodities and/or commodity futures contracts mentioned in this site as principal or agent. Directors, officers, or employees of SCI or BNS may serve as a director or officer of an entity referred to within the site. SCI and/or their affiliates may have acted as a financial advisor and/or underwriter for certain of the corporations mentioned in this site and may have received and may receive remuneration for same.
8. Although SCI believes that the content of this site to be correct when any information is first made available, neither they nor BNS nor their respective affiliates or any of their respective officers, directors, employees or agents make any warranty or representation as to the correctness or completeness of such information. Information in this site is subject to change without notice. SCI and BNS, their directors, officers, employees, and agents do not, and do not intend to, and expressly disclaim any duty to, update or correct information on this site after such information is initially published.
9. World wide web sites accessed by hypertext links ("hyperlinks") appearing in this site have been independently developed by parties other than SCI or BNS and they have no control over information in any hyperlinked site. Where the case, SCI is providing hyperlinks to users of this site only as a convenience. When you leave this site to go to an independent third party web site, you will be leaving the site of Scotia Capital Inc.
SCI and BNS and/or their respective officers, directors or employees make no representation and are not responsible for the quality, content or reliability of any information in any hyperlinked site. The inclusion of any hyperlink in this site should not be construed as an endorsement by them of the information in such hyperlinked site, and does not imply that either of them has investigated, verified or monitored the nformation in any such hyperlinked site.
The listing of or reference to any independent organization should not be construed as an endorsement by SCI or BNS or any of their affiliates of such organization, its services or products.
10. To the extent permitted by law, SCI, BNS and their respective officers, directors, employees, and agents and their licensors shall not be liable for any damages suffered or incurred by the user of this site or any third person arising out of any faults, interruptions or delays in this site and any inaccuracies, errors or omissions in the content of the materials or information found within the site or reports that may be made available to users of the site. Except as expressly stated in this site, there are no warranties, conditions, guarantees or representations (in this agreement called "Warranties") as to merchantability, fitness for a particular purpose or other warranties, whether express or implied, in law. Each user hereby acknowledges that it has not relied upon any representations or Warranties of Scotia Capital Inc., or The Bank of Nova Scotia or any affiliated person of theirs.
11. Within this site where access is specifically made available to a user, Scotia Capital Inc. endeavours to provide (but does not guarantee) a satisfactory secured level of online security. Each user is responsible for taking reasonable security measures in terms of its own systems (including for scanning and detecting computer viruses). In addition, each user shall maintain and store in a secure and confidential environment its user ID and the password(s) given to it by Scotia Capital Inc. or others on its behalf. A user will not disclose or make available the user ID or password to anyone. If a user becomes aware that its ID and/or password has been lost, has been taken by or is being used by a third party, or that its systems have been infected by viruses, the user will immediately inform his/ her Scotia Capital representative.
Scotia Capital Inc. may at any time request and give direction that a particular user stop using the user's ID and/or Password. Any losses that may arise from inappropriate, negligent or other use of an user ID or a password(s) will be borne entirely by the relevant user, and SCI and BNS and their respective directors, officers, employees and agents and licensors shall bear no liability for any of such losses. SCI. and, if the case, any person operating the site for it or providing software or services to the site (including without limit Beauchamp Financial Technology, Inc.) may change the technical requirements relating to the use of this site at any time. In the event of such a change, it is the responsibility of each user to upgrade to the level of the new technical requirements.
To the extent that not all of the lnternet is properly secured, SCI, BNS and their related companies cannot ensure absolute confidentiality or security. This site is not a secure medium for communication. Any confidential, proprietary, or sensitive information transmitted by a user by means of this site may be read and copied by unauthorized persons. SCI, BNS and their related companies, and their respective directors, officers, employees and agents will not be responsible to any user of this site if the user transmits confidential or sensitive information to them through this site.
Instances may occur where access to this site may not be available, is interrupted or is delayed for whatever the reason may be (including by way of non-exhaustive example only, server downtime and normal or other maintenance) and whether within or beyond the control of SCI, BNS and their related companies or their service providers (including licensors). Excluding third party sites that may be available by links in this site, SCI will use reasonable commercial efforts to remedy such a difficulty, but cannot guarantee or warrant that its efforts will be successful in a timely fashion.
12. User agrees to provide Scotia Capital Inc. and, where applicable, BNS with complete information as requested to access the site, including, if requested, user's legal name, addresses, telephone number, e-mail address, and the names of each individual employed by user authorized to access the site. Scotia Capital Inc. and BNS may use such personal information and usage information to verify compliance with these Terms of Access, and may suspend or terminate access to all or any portion of the Service if such personal information is considered to be inaccurate, not current, or incomplete.
13. A. Each user authorizes SCI and, if applicable, BNS to record any telephone or other verbal communications related to this site. SCI and, if applicable, BNS is authorized to record electronically a user's identity as a user of this site, including by using "cookies" and its acceptance of the Terms of Access and any data that the user inputs while accessing or using the site or its publications.
This site uses "cookies". A "cookie" is a piece of data that a web server creates when the user visits the site and is typically encoded information. Users will not be able to access the site without using the "cookies" placed by the site operator- be they permanent or sessional cookies. A permanent "cookie" is created and retained to identify the user ID, the company ID and the Login Name and more important to allow the user to access the site from time to time.
A sessional "cookie" is created each time a user visits the site. This "cookie" is mandatory to enable site visits. If a user turns this temporary "cookie" off (disables it), access to the site will be denied. Sessional "cookies" will be recorded and retained and will identify: (i) a user's user group, (ii) a user's chosen entry page on the site, (iii) whether the Terms of Access have been accepted, (iv) other customized options that may be available and have been chosen by the user. If changes are made in "cookie" usage, notice of such changes will be posted to this site in advance in accordance with Section 22.
SCI and, if applicable, BNS may choose to verify at any time any of the information provided by a user when registering for or actually accessing this site, including without limit the content of the site that may have been downloaded.
B. SCI and, if applicable, BNS will receive periodically information on the identity of visitors to this website who have accepted these Terms of Access and also when visitors make other visits to this site. In addition, SCI will periodically receive logs which record activities on this web site (including whether reports or publications have been downloaded). SCI and BNS will not divulge this recorded information to anyone, except (i) as expressly contemplated by these Terms, (ii) to competent regulators, (iii) to other authorities, bodies and services in connection with the detection or prevention of criminal activities, or (v) where compelled or permitted to do so by law. In addition, SCI and BNS each reserves the right to collect or use personal information or to make disclosure without the knowledge of the user in those other limited instances where permitted to do so by the terms of applicable legislation.
At the present time, SCI and BNS do not intend to use such collected information for its benefit or any entity that is related to its marketing or solicitation purposes. However, should it in the future determine otherwise, SCI or a related entity will provide reasonable notice of such changed intention and will provide each user with the opportunity to opt out of or consent to being solicited by SCI or any such named entity or receiving their marketing materials. Under certain laws, you may have the right to access the information we may hold concerning you, as well as to correct any inaccurate data, and other rights. Please direct such advice or any queries about this paragraph and the immediately preceding paragraph on information held, data protection, etc to:
Jim Buckley
Managing Director, Global Equity Finance
email: jim_buckley@scotiacapital.com
14. The information collected or portions thereof held by SCI or BNS or, if the case, any site operator in relation to this site may be processed or stored by them or third parties chosen by them outside of Canada. Such information may be transmitted internationally across national borders. The user is taken to consent to the foregoing processing and storage and to the uses of personal information described in these Terms. In particular, the user is taken to consent to the transfer of such personal information to the United States of America (USA) or elsewhere for the purposes set out in these Terms. The user should note that data protection laws in the USA or elsewhere may not protect the information to the same extent as the laws of the user's home territory.
15. Copyright in the content of this site, including without limitation any publications, designs, graphics and the screens displaying the pages and their arrangement, is owned by Scotia Capital Inc. or The Bank of Nova Scotia unless otherwise indicated. All rights reserved. Users of this site may copy a publication within this site for their own personal use as a "user", but without the prior written permission of SCI may not republish or reproduce any substantial part of this site in any manner whatever, including electronically reproducing this site by "uploading", "downloading" or "accessing" this site onto the Internet or any other local or international computer system, and any such unauthorized use constitutes copyright infringement. Any publication or report included in this site may not be reproduced in whole or in part, or referred to in any manner whatsoever, nor may the information, opinions, and conclusions contained in it be referred to without in each case the prior express consent of Scotia Capital Inc., or where applicable The Bank of Nova Scotia or other owner.
Distribution or use of the contents of this site, including of its publications, by authorized users or others to persons not authorized to receive its content is strictly prohibited. Scotia Capital Inc. and The Bank of Nova Scotia and their respective directors, officers and employees and their agents and their licensors shall not be responsible for any damages suffered or incurred of whatever kind or any other consequences thereof as a result of a person's use of unlawfully acquired content or publications. If a user republishes, reproduces, distributes or refers to any information on the site, without the express written consent of Scotia Capital Inc. or The Bank of Nova Scotia, that user will be responsible for any damages suffered or other consequences which may follow as a result of the third party's use of the unlawfully acquired content or publications. In the foregoing instance, the said user shall indemnify and hold harmless Scotia Capital Inc., and The Bank of Nova Scotia and their respective directors, officers and employees and their agents and their licensors for any third party claims brought against them in relation to any such unlawful acquired content or publications and their use.
Use of any software downloaded from this site is governed by the terms of any license agreement provided with that software. All software, if and when provided, is provided on an "as is" basis, without any representations or Warranties.
16. The display of trade marks in this site does not imply that a license of any kind has been granted. All service and product names are trademarks of their respective owners. The Bank of Nova Scotia is the owner of the Canadian trademarks Scotia Capital; Flying S, Scotia Capital & Design; Scotia Prime Brokerage; Scotiabank and Scotia, and has additional trademarks and service marks in Canada and other countries, designated by the symbols ® and ™ for registered and unregistered marks respectively. Scotia Capital Inc. is an authorized user of the Scotia Capital, Scotia Prime Brokerage, Flying S, and Scotia Capital & Design marks. The Bank of Nova Scotia and Scotia Capital Inc. are authorized users of certain trade marks of Beauchamp Financial Technology, Inc.
17 . Scotia Capital Inc., The Bank of Nova Scotia, and/or their respective officers, directors or employees and their agents and licensors expressly disclaim any liability for losses or damages, whether direct, indirect, special, economic, or consequential, or other consequences, howsoever caused, arising out of the use of this site or any reproduction of this site, whether authorized or not. By accessing this site, each user of this site releases Scotia Capital Inc. and The Bank of Nova Scotia and all related companies and their respective officers, directors, and employees and agents and licensors from all claims and proceedings for such losses, damages or consequences.
18. (a) With respect to clients of Scotia Capital Inc., the laws of the Province of Ontario, Canada apply to this site and to the use of this site by any user, notwithstanding the domicile, residence or physical location of the user. The user of this site submits and attorns to the exclusive jurisdiction of the courts of the Province of Ontario to determine any proceeding arising out of the use of this site. Each user agrees not to bring a legal action against Scotia Capital Inc., The Bank of Nova Scotia or any of their affiliates and their respective directors, officers or employees (as well as their agents and licensors) in any jurisdiction except Ontario.
(b) Any limitations on remedies and /or rights to recover damages that may be contained in any provision of this agreement shall apply to all causes of action, including without limitation breach of contract, tort (including negligence) and strict liability.
19. SCI reserves the right without prior notice to change or remove at any time any aspect of this site, including the information, reports, and any publication found here from time to time. In addition SCI reserves the right, without prior notice, to suspend or discontinue temporarily or permanently the availability\existence of this website for its users and for reasons that shall be solely within its discretion. BNS and, if the case, any operator of this site, shall also be entitled to independently exercise such rights of suspension or discontinuance.
20. Subject to Sections 2 and 4 of these Terms, the agreement resulting from acceptance of these Terms contains the entire agreement between each user and Scotia Capital Inc. and supersedes all prior agreements, negotiations and representations (written and oral) between them in relation to only to the use of this site and the type of information found within this site from time to time. Scotia Capital Inc. and The Bank of Nova Scotia's electronic records and other records (including those of any operator of the site) will be conclusive and binding on each visitor to this site.
21. The user and Scotia Capital Inc. agree that this agreement and all documents used in connection with the service be drawn up in English. Les parties aux presentes ont exigé que la présente convention ainsi que tous les documents qui s'y rattachent soient rédigés en anglais.
22. Scotia Capital Inc. may change from time to time the provisions of the Terms of Access by posting the amended Terms on this site and/or, notifying you of such amendment (s), and requesting that you acknowledge acceptance of such amended Terms by clicking on the Acceptance button. The Terms and the amended Terms apply to users of this site in respect of their visits to and use of this particular Scotia Prime Brokerage site to the exclusion of any other terms of access or comparable terms and conditions that may appear elsewhere within Scotia Capital Inc. or The Bank of Nova Scotia internet websites.
I have read in their entirety and understood the Terms and I (including the entity that I act for) elect and agree to be bound by the Terms.
Note: If you (as a user) choose ACCEPT by clicking thereon, you will be given access to this site. If you DECLINE by clicking thereon, you will be denied access to the site.
Scotia Capital Inc. has reserved the right to change from time to time the provisions of the Terms of Access. If and when such a change occurs, you will be required to ACCEPT or DECLINE. In order to gain access to this site thereafter, you shall be required to renew your acceptance by clicking on ACCEPT at that time.
(THE TERMS WERE ISSUED ORIGINALLY AT TORONTO, ONTARIO, CANADA THIS FOURTH DAY OF JUNE , 2004.) |
