WEBSITE TERMS OF USE

PLEASE READ THESE TERMS OF USE AND ALL SCHEDULES CAREFULLY.

Use of this website and the information, products and services described on this website or to be obtained through this website is subject to the following terms and conditions, and your use of this website constitutes acceptance by you of these terms and conditions. If you do not agree with these terms and conditions, you must not use this website.

These terms and conditions may vary in situations where special arrangements have been negotiated in writing by a party with Dye & Durham Corporation.

Dye & Durham Corporation may make changes to these terms and conditions at any time and from time to time for any reason without notice to you. You should periodically revisit these terms and conditions to review the current terms and conditions governing your use of this website.

Privacy

We respect your right to privacy. In addition to the terms contained herein, Dye & Durham Corporation has adopted a Privacy Policy that is linked hereto and the terms of the Privacy Policy are part of these terms and conditions.

Availability of Website

Access to this website is available 24 hours a day, 7 days a week, subject to the right of Dye & Durham Corporation to suspend the operation of this website, or the availability of all or any products or services on or to be obtained through this website, for any period of time without any prior notice, whether for the purposes of website upgrading, system maintenance or otherwise. This website and the information, products and services obtained through this website may be modified, deleted, edited or withdrawn by Dye & Durham Corporation at its discretion and at any time without prior notice.

Business Hours

Dye & Durham Corporation’s regular hours of business are 8:30 a.m. to 8:30 p.m. (Eastern Standard Time), Mondays to Fridays, except statutory and some optional holidays in Toronto, Ontario. Special arrangements may be made with Dye & Durham Corporation to complete services outside of these regular business hours.

Security of Login ID and Password

Dye & Durham Corporation may issue a login ID and password to you to access this website and the products and services to be obtained on or through this website. Your use of a login ID and password constitutes your agreement with all policies, standards and procedures that may be issued by Dye & Durham Corporation from time to time (the “Policies”) with respect to the use of your login ID and password. You further agree that it is your responsibility to take necessary precautions to ensure that your login ID and password are kept confidential. Dye & Durham Corporation reserves the right to deactivate any login ID and password which has been inactive for 90 days, or if you have violated any of the Policies, or if you have failed to pay charges when due to Dye & Durham Corporation.

Processing of Work Orders or Requests For Service

Dye & Durham Corporation will process work orders or other requests for service upon receipt, whether in paper or electronic form, during its regular business hours unless special arrangements are made with Dye & Durham Corporation to complete services outside of these regular business hours. The completion time for a work order will vary depending on the type of work to be completed, the sufficiency and completeness of instructions received from the customer, the availability and limitations of government and third party databases, the processing time of government and third party offices and registries, the requirement to use third parties, and other factors beyond the control of Dye & Durham Corporation.

Accuracy of Information and Instructions

It is your responsibility to provide accurate and complete information and instructions to Dye & Durham Corporation. Written instructions should be provided on the paper or electronic work order forms provided by Dye & Durham Corporation, or otherwise as may be agreed between you and Dye & Durham Corporation.

You acknowledge and agree that:

  1. You are entirely responsible for the formulation, accuracy and completeness of your service requests;
  2. The completeness and accuracy of the services you receive will depend on the formulation, accuracy and completeness of your service requests;
  3. You are entirely responsible for determining which services you desire, for preparing and submitting accurate and complete service requests, and for reviewing the services you receive; and
  4. Dye & Durham Corporation will not be responsible for unauthorized access to or alteration of your service requests or services, or for them not being transmitted or received.

Dye & Durham Corporation will accurately report to you all information contained in files and records maintained by public, government and third party registries and databases to which Dye & Durham Corporation is granted access. Dye & Durham Corporation cannot guarantee the following:

  1. The accuracy of a real property legal description where you provide Dye & Durham Corporation with a civic address only;
  2. The accuracy or completeness of the information obtained from any public, government or third party registry or database;
  3. The timeliness of registration of manual or electronic forms, applications, documents or instruments at or in public, government or third party registries or databases; and
  4. That public, government, third party registries, and third party providers will function without error, failure or interruption

Service and Defect Guarantees

Dye & Durham Corporation provides service and defect guarantees which vary depending on the type of service or product purchased. Please see the applicable product or service terms of use for conditions.

Use of Third Parties

Dye & Durham Corporation may, at its sole discretion, use third parties to complete work or services. Dye & Durham Corporation will use reasonable care in the selection of third parties and providing instructions to third parties. Dye & Durham Corporation cannot guarantee the performance of third parties or the timeliness of performance by third parties including, without limitation, courier or delivery services.

No Legal Advice

The information, products and services on this website are provided with the understanding that at no time does Dye & Durham review documents for legal sufficiency, draw legal conclusions, provide legal advice or apply the law to the facts of your particular situation, and its services are not a substitute for the advice of a lawyer. The provision of information, products and services on and through this website is not intended to create, and the receipt of any information, products and services does not constitute, a lawyer-client relationship. Communications between you and Dye & Durham Corporation are protected by our Privacy Policy, but are not protected by the lawyer-client privilege.

Disclaimer and Limitation of Liability

YOUR USE OF THIS WEBSITE AND ANY CONTENT DOWNLOADED FROM IT IS AT YOUR OWN RISK. THIS WEBSITE AND ALL INFORMATION, PRODUCTS AND SERVICES ARE PROVIDED ON AN “AS IS, AS AVAILABLE” BASIS WITHOUT REPRESENTATION OR WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, ALL OF WHICH ARE DISCLAIMED BY DYE & DURHAM CORPORATION TO THE FULLEST EXTENT PERMITTED BY LAW. DYE & DURHAM CORPORATION DOES NOT REPRESENT OR WARRANT: (1) THE QUALITY, ACCURACY OR COMPLETENESS OF ANY CLAIMS, STATEMENTS OR INFORMATION ON OUR WEBSITE OR THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THIS WEBSITE OR THE PRODUCTS AND SERVICES ON OR TO BE OBTAINED THROUGH THIS WEBSITE; (2) THE SUITABILITY OF ANY OF THE INFORMATION, PRODUCTS AND SERVICES CONTAINED ON THIS WEBSITE OR OBTAINED THROUGH THIS WEBSITE FOR ANY PURPOSE; (3) THAT THIS WEBSITE OR THE INFORMATION, PRODUCTS AND SERVICES ON OR TO BE OBTAINED THROUGH THIS WEBSITE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; AND (4) THAT THIS WEBSITE OR THE INFORMATION, PRODUCTS AND SERVICES ON OR TO BE OBTAINED THROUGH THIS WEBSITE WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE BASIS, INCLUDING BUT NOT LIMITED TO BEING FILED WITHIN THE SPECIFIED TIME AND/OR LIMITATION PERIOD.

IN NO EVENT SHALL DYE & DURHAM CORPORATION BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT OR INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, FOR ANY LOSS OF BUSINESS, REVENUE, PROFITS, GOODWILL, DATA, DOCUMENTS, PROPERTY, MATERIALS OR EQUIPMENT, OR OTHER ECONOMIC ADVANTAGE OR INTANGIBLE LOSS), ARISING OUT OF OR IN CONNECTION WITH (1) THE USE OF, OR DELAY OR INABILITY TO USE, THIS WEBSITE OR ANY INFORMATION, PRODUCTS OR SERVICES OBTAINED THROUGH THIS WEBSITE; (2) UNAUTHORIZED ACCESS TO, ALTERATION OF, OR INACCURACY, ERROR OR OMISSIONS IN YOUR CONTENT, TRANSMISSIONS OR DATA; (3) SERVICE OUTAGES THAT ARE CAUSED BY DYE & DURHAM CORPORATION’S MAINTENANCE ON THE TECHNOLOGY THAT UNDERLIES THIS WEBSITE; (4) PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS; (5) FAILURES OF DYE & DURHAM’S SERVICE PROVIDERS (INCLUDING TELECOMMUNICATIONS, HOSTING, AND POWER PROVIDERS); (6) COMPUTER VIRUSES; (7) NATURAL DISASTERS OR OTHER DESTRUCTION OR DAMAGE OF DYE & DURHAM’S FACILITIES, ACTS OF NATURE, WAR, CIVIL DISTURBANCE, OR ANY OTHER CAUSE BEYOND DYE & DURHAM’S REASONABLE CONTROL; OR (8) STATEMENTS OR CONDUCT OF ANY THIRD PARTY; OR OTHERWISE ARISING OUT OF THE USE OF THIS WEBSITE, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF THERE IS A FUNDAMENTAL BREACH OR IF DYE & DURHAM CORPORATION HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.WITHOUT IN ANY WAY LIMITING THE GENERALITY OF THE FOREGOING, DYE & DURHAM CORPORATION IS NOT LIABLE FOR THE ACTS OR OMISSIONS OF ANY THIRD PARTY ACTING ON INSTRUCTIONS FROM DYE & DURHAM CORPORATION; OR (9) THE PROCESSING OF ANY PERSONAL DATA PROVIDED TO DYE & DURHAM CORPORATION.

Links to Third Party Sites

This website contains hyperlinks to websites operated by parties other than Dye & Durham Corporation. Such hyperlinks are provided for your reference only. Dye & Durham Corporation does not control such websites and is not responsible for their contents. No endorsement of any third-party products or services is expressed or implied by any information, material or content referred to or included on, or linked from or to this website. Your access and use of such sites, including information, material, products and services therein, are solely at your own risk. Furthermore, our Privacy Policy is applicable only when you are on our website. Once linked to another website, you should read that site’s privacy policy before disclosing any personal data.

Intellectual Property Rights

Dye & Durham Corporation either owns the intellectual property rights in the underlying HTML, text, audio clips, video clips and other content on our website (including the organization and layout of this site), or has obtained the permission of the owner of the intellectual property of such content to use the content on our website. No reproduction, distribution, or transmission of the copyrighted materials on this site is permitted without the prior written permission of Dye & Durham Corporation.

Waiver

Any failure by Dye & Durham Corporation to insist upon or enforce strict performance of any provision of these terms and conditions shall not be construed as a waiver of any provision or rights contained in these terms and conditions.

Severability

If any part of these terms and conditions is determined to be unlawful, void, invalid or unenforceable, then that part shall nonetheless be enforced to the fullest extent permitted by applicable law, and such determination shall not affect the validity and enforceability of any other part of these terms and conditions.

Governing Law

This agreement and the resolution of any dispute related to this agreement or access to or use of this website and the information, products and services obtained through this website shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein (without giving effect to any principles of conflicts of law). You consent and submit to the exclusive jurisdiction of the courts located in the Province of Ontario in all questions and disputes arising out of your use of this website and this agreement.

Legal Notices

Communications made through this website’s e-mail and messaging system is for convenience only and shall not be deemed to constitute legal notice to Dye & Durham Corporation, or any of its officers, agents, employees or representatives, with respect to any existing or potential claim, or cause of action, or for any other purpose.

 

 

APPENDIX “A”

DEEDEE AI ASSISTANT – TERMS AND CONDITIONS

  1. General Use Requirements

    1. DeeDee AI Assistant (“DeeDeeAI”) is a beta product designed to allow website users (“Users”, and each, a “User”) to leverage artificial intelligence to streamline everyday, low-risk tasks. Via a natural language chat interface, DeeDeeAI will provide responses (“output”) algorithmically generated in response to prompts or Content (“input”) inputted by Users. Because it is a beta product, it is still undergoing testing and is provided on an all-risk-accepted basis, in exchange for our access to your input and output as more particularly described below.

    2. DeeDeeAI is not intended for consumer use, and is only to be used in a business context relevant to the products and services offered by Dye & Durham. Consumer protections do not apply to you.

    3. This Appendix A (referred to as, the “DeeDeeAI Terms”) forms an integral part of the Terms of Use and all of the terms and conditions in the Terms of Use apply to the use of DeeDee AI. hereby incorporated by reference. The DeeDeeAI Terms constitute the entire agreement between us and you with respect to the use of DeeDeeAI.

    4. In order for a User to use DeeDeeAI, the User must expressly agree to these DeeDeeAI Terms. By using DeeDeeAI, all Users confirm that they possess a full and complete understanding of the risks and limitations of use of DeeDeeAI. Notwithstanding this, from time to time, Users, Administrators or Account Holders may be presented with further confirmations, information or consents about the risks and limitations of use, and should in any event from time to time check back with these DeeDeeAI Terms, which will always be linked from the DeeDeeAI interface.

    5. Users are granted a limited, per-User right and access to use DeeDeeAI for internal use purposes only, subject to all of the limitations of the DeeDeeAI Terms

    6. Dye & Durham reserves the rights to disable or suspend use of DeeDeeAI at any time for any reason without compensation or liability of any kind.

    7. Notwithstanding any of the Terms of Use, all Users acknowledge, accept and agree that:

      1. DeeDeeAI has not been specifically trained on any legal precedents, case law, or professional information or data, any use of output from DeeDeeAI is at your sole ‎risk and you will not rely on output as a sole source of truth or factual ‎information, or as a substitute for professional advice;

      2. DeeDeeAI can make mistakes, and also fabricate true-sounding information including case citations and laws that do not exist. Always check important information against reputable sources;

      3. All output should be treated as indicative and draft, and you are solely responsible for all output provided by DeeDeeAI including the discharge of any professional obligations of competence, oversight, disclosure, consent or otherwise;

      4. our inputs should never include any privileged, sensitive or confidential information, nor personal data or contact details, for which you do not have fully informed consent and permission to share with Dye & Durham and its Upstream Providers (as defined herein) on the DeeDeeAI Terms; and

      5. Your inputs (and any output generated from it) will be used by Dye & Durham of our Upstream Providers to train, deliver, improve, maintain, DeeDeeAI and the services of our Upstream Providers.


    8. Notwithstanding any of the Terms of Use, DeeDeeAI is provided “AS-IS”, “AS-AVAILABLE” and on a limited, voluntary, opt-in, “all-errors-accepted” basis. Without limiting any of that, and notwithstanding any of the Terms of Use, except to the extent strictly prohibited by law:

      1. Except strictly to the extent prohibited by law, Dye & Durham and our affiliates and licensors, and any third party service providers used to assist in providing the DeeDeeAI service (collectively, the “Upstream Providers”) make no warranties, representations or conditions (express, implied, ‎statutory or otherwise) with respect to DeeDeeAI, and disclaim all ‎warranties, representations and conditions including, but not limited to, warranties, representations or conditions of merchantability, ‎fitness for a particular purpose, satisfactory quality, non-infringement, ‎and quiet enjoyment, and any warranties, representations or conditions arising out of any course of ‎dealing or trade usage. We make no representations or warranties about security measures relating to your input, and your content will be made available to Upstream Providers for the purposes described above (and not just the Limited Purpose) in jurisdictions outside of the United Kingdom. Unity and its Upstream Providers do not warrant that access or use of DeeDeeAI will be ‎uninterrupted, accurate or error-free, or that any content will be secure ‎or not lost or altered;

      2. Neither Dye & Durham nor any Upstream Providers will be liable for any indirect, incidental, special, consequential, or exemplary damages, even if we have been advised of the possibility of such damages, nor any damages for loss of profits, goodwill, use, or data or other losses (whether direct or indirect); and

      3. Dye & Durham and its Upstream Providers’ aggregate liability under for any and all DeeDeeAI use by you, your Users and your Administrators, whether arising from claims brought by third parties or directly to you, your Users and your Administrators, and for any claims or damages under any theory whatsoever, will not exceed the greater of the amount you paid for DeeDeeAI during the 6 months before the liability arose or one hundred pounds sterling (GBP £100).


    9. All Users agree to indemnify and hold harmless Dye & Durham, our Upstream Providers, and our respective personnel from and against any costs, losses, liabilities, and expenses (including attorneys’ fees) from third party claims arising out of or relating to any of the Users’ use of DeeDeeAI or any violation of these DeeDeeAI Terms.

    10. Some jurisdictions and states do not allow the above disclaimers or waivers of warranties, conditions, representations or damages, in which case such DeeDeeAI Terms will limit and exclude our responsibilities and liability to the maximum extent permissible in your jurisdiction.

    11. You shall not use DeeDeeAI to develop any artificial intelligence models that compete with DeeDeeAI or any of our Upstream Providers products and services, except (i) develop artificial intelligence models primarily intended to categorize, classify, or organize data (e.g., embeddings or classifiers), as long as such models are not distributed or made commercially available to third parties and (ii) fine tune models provided as part of DeeDeeAI, to the extent the same is made available to you;


  2. Additional Privacy Terms Applicable To Deedee AI Assistant

    1. User inputs should never include any personal data (as defined in data protection laws applicable in the UK). No Users shall cause Dye & Durham to process any personal data and/or special category personal data. In the case that personal data and/or special category data is provided as an input, Users shall notify Dye & Durham immediately.

    2. All Users will indemnify and hold harmless Dye & Durham Corporation and any related third parties and our respective personnel from and against any costs, losses, liabilities, and expenses from third party claims arising out of or relating to the upload of any personal data and/or special category data to DeeDeeAI as an input.