This web site (this "Site") is provided by InSystems Corporation, ("InSystems"), conditional on your acceptance of the terms and conditions of use set forth below (the "Terms and Conditions"). By accessing, using and/or downloading materials from this Site, you agree on your own behalf and on behalf of any entity on whose behalf you may act to accept and abide by these Terms and Conditions for each use and each visit of this Site. If you do not agree to abide by these Terms and Conditions, you should not use this Site or download or use materials from it. These Terms and Conditions apply exclusively to your access to and use of this Site and do not alter the terms or conditions of any other agreement you may have with InSystems.

1. Changes to Terms and Conditions
2. Changes to this Site
3. Permitted and Prohibited Uses
4. Proprietary Rights
5. On-line Communities and Other Interactive Areas
6. Links and Third Party Content
7. Linking Agreement
8. Agreement to Privacy Policy
9. Disclaimers
10. Limitation of Liability
11. Indemnity
12. Choice of Law
13. General

1. Changes to Terms and Conditions
InSystems has the right, at its sole discretion, to add to, remove, modify or otherwise change any part of these Terms and Conditions, including the Privacy Policy, in whole or in part, at any time. Changes will be effective when notice of such change is posted at this Site. If any change is not acceptable to you, you must discontinue your use of this Site immediately. Your continued use of this Site or downloading or use of materials from it after any such changes are posted will be considered acceptance of those changes.

2. Changes to this Site
InSystems may terminate, change, suspend or discontinue any aspect of this Site, including the availability of any features, at any time without notice or liability. InSystems may similarly remove, add, modify or otherwise change any content on or from this Site. InSystems may also impose limits on certain features and services or restrict your access to parts or all of this Site without notice or liability. InSystems reserves the right, in its sole discretion, to correct any errors or omissions in any portion of this Site at any time without notice.

3. Permitted and Prohibited Uses
Subject to these Terms and Conditions, InSystems grants you a non-exclusive, non-transferable, limited right to access, use and view this Site and the Materials thereon, solely for your own personal use, provided, however, that you may not, agree not to, nor may you allow others to, directly or indirectly: (i) sell, modify or attempt to modify the Materials in any way or reproduce or publicly display, perform, or distribute or otherwise use them for any public or commercial purpose, including without limitation use of the Materials on any other web site or in any environment of networked computers; (ii) transfer the Materials to any other person without the written consent of InSystems; (iii) use this Site in any manner that could damage, disable, overburden or impair this Site; (iv) interfere with the security of, or otherwise abuse, this Site or any services, system resources, accounts, servers or networks connected to or accessible through this Site or affiliated or linked sites; (v) disrupt or interfere with any other person's use or enjoyment of this Site or affiliated or linked sites; (vi) upload, post or otherwise transmit on this Site any items, including without limitation computer viruses, Trojan horses, worms or other harmful, disruptive or destructive files or computer programs; (vii) use any robot, spider or other automatic program or device, or manual process to monitor, copy, summarize, or otherwise extract information from this Site or the Materials in whole or in part; (viii) use or attempt to use another's account, password, service, system or other information without prior written authorization from InSystems, or create or use a false identity on this Site; (ix) transmit on, to or from this Site spam, chain letters, junk mail or any other type of unsolicited mass e-mail; or (x) attempt to obtain unauthorized access to this Site or portions of this Site which are restricted from general access. In addition, you agree that you are solely responsible for actions and communications undertaken or transmitted in the course of your usage of this Site, and that you will comply with all laws that apply or may apply to your use of or activities on this Site or in respect of the Materials.

4. Proprietary Rights
Limited License and Copyright. This Site, including all Materials, is protected by Canadian and worldwide copyright laws and treaty provisions. You agree to comply with all copyright laws worldwide in your use of this Site and to prevent any unauthorized copying of the Materials. Except as expressly provided herein, InSystems does not grant any express or implied right or license to you under any intellectual property right, including under any patent, trademark, copyright, trade secret, or confidential information, of InSystems.
Subject to the terms and conditions set forth in this Agreement, InSystems grants you a non-exclusive, non-transferable, limited right to access, use and display this Site, and the visible text, graphics and images thereon (the "Materials"), and to view and download the Materials, only in connection with the products and services described by InSystems for use internally by you. This authorization is not a transfer of title in the Materials or to copies of the Materials and is subject to the following restrictions: a) you must retain, on all copies of the Materials downloaded, all copyright and other proprietary notices contained in the Materials; b) you may not modify the Materials in any way or reproduce or publicly display, perform, or distribute or otherwise use them for any public or commercial purpose; c) you may not transfer the Materials to any other person without our written consent; and d) you may not print or copy any of the HTML or other computer programs that are viewable at this Site. You agree to abide by all additional restrictions displayed on this Site as it may be updated from time to time.
Trademarks. The product names, company names and logos of InSystems or any affiliate used on this Site may be trademarks, including registered trademarks of InSystems or an affiliate. Such product names, company names and logos of InSystems and its affiliates may not be copied, imitated or used, in whole or in part, without the prior written consent of InSystems or such affiliate. Other product and company names mentioned on this Site may be the trademarks of their respective owners.
Reservation of Rights. InSystems and its affiliates' products, services, methods and processes may be covered by one or more patents or other statutory intellectual property rights, and are subject to trade secret and other proprietary rights. InSystems and its affiliates reserve all such rights.
Software. Any software, including any files, images generated by such software, code and data accompanying such software, (the "Software"), used or accessible through this Site is the copyrighted work of InSystems, its affiliates and/or their suppliers. You are licensed to use the Software on a non-exclusive basis for the purposes expressly stated on this Site. Except as permitted by law, you may not use the Software for any other purpose and may not distribute, sell, decompile, reverse engineer, disassemble or otherwise deal with the Software.
Termination. InSystems may terminate all rights and licenses contained herein.

5. On-line Communities and Other Interactive Areas
To the extent that this Site contains bulletin boards, chat rooms, or other message or communication facilities, you agree to use such forums only to send and receive messages and materials that are proper and related to the particular forum. By way of example, and not as a limitation, you agree that when using a forum, you will not post or otherwise disseminate on or through this Site harassing, defamatory, libellous, tortious, offensive, threatening, obscene or otherwise unlawful communications or materials of any kind, or materials which infringe or violate any third party's copyright, trademark, trade secrets, privacy or other proprietary or property right or that could constitute a criminal offence, give rise to civil liability or otherwise violate any applicable law; will not advertise or offer to sell or buy any goods or services for any commercial purpose unless such forum specifically allows such messages; will not conduct or forward surveys, contests, pyramid schemes or chain letters; and will not harvest or otherwise collect information about others, including e-mail addresses, without their consent. InSystems does not have any obligation to monitor the content of its bulletin boards, chat rooms, or other message or communication facilities. However, InSystems reserves the right at all times to disclose any information as necessary to satisfy any law, regulation or governmental request, or to edit, refuse to post and remove any information or materials, in whole or in part, that in InSystems' sole discretion are objectionable or in violation of these Terms and Conditions.

6. Links and Third Party Content
Certain links on this Site may take you to other web sites. InSystems provides these links only as a convenience. These linked sites are not necessarily under the control of InSystems. If you use these sites, you will leave this Site. If you decide to visit any linked site, you do so at your own risk and it is your responsibility to take all protective measures to guard against viruses and other destructive elements.
InSystems is not responsible for the contents of any such linked page or any other page not under its control. InSystems makes no representation or warranty regarding, and does not endorse, any linked web sites, the information appearing thereon or any of the products or services described. Links do not imply that InSystems sponsors, endorses, is affiliated or associated with, or is legally authorized to use any trademark, trade name, logo or copyright symbol displayed in or accessible through the links, or that any linked site is authorized to use any trademark, trade name, logo or copyright symbol of InSystems.
This Site may from time to time contain materials, data or information provided, posted or offered by third parties, including but not limited to advertisements or postings in on-line community discussions. You agree that InSystems shall not have any liability whatsoever to you for any such third party material, data or information.

7. Linking Agreement
InSystems welcomes links to its Internet web home page. If you want to link to this Site, you may do so, provided you agree to the Link Conditions described below. By establishing a link to this Site, you will be deemed to have agreed to these Link Conditions:

1. A link may be established to the following home page (the "Home Page") of this Site. Links may not be established to any pages on this Site other than the Home Page without InSystems' written permission:
   http://www.insystems.com
2. You acknowledge that all rights to the Marks, the content appearing on the Web Pages and the "look and feel" of the Web Pages belong to InSystems. You will not at any time directly or indirectly contest or infringe these rights.
3. If you link to this Site, your web site:
   • may not create frames around this Site or use other techniques that alter the visual presentation of this Site;
   • may not imply that InSystems is endorsing you or your products or services;
   • may not imply an affiliation between your company and InSystems without the prior written consent of InSystems;
   • may not misrepresent your relationship with InSystems or present false or misleading impressions about InSystems's products or services;
   • may not contain materials that may be interpreted as distasteful or offensive and should be appropriate for all age groups;
4. InSystems shall have no responsibility or liability for any content appearing on your web site;
5. InSystems may at any time, in its sole discretion, immediately terminate your license to use the Licensed Marks and your right to link to this Site, with or without cause. If InSystems exercises this right, you will immediately remove all links to this Site and cease using the Licensed Marks;

InSystems may amend these Link Conditions at any time. You agree to abide by these Link Conditions and other legal terms and conditions on this Site, as amended from time to time.

8. Agreement to Privacy Policy
Personal data may be collected, processed, used, communicated, and disclosed by InSystems and its affiliates for the purpose of providing and offering products and services and to facilitate transactions you enter into with InSystems and its affiliates. You can find further information on the collection, use, communication, and disclosure of your personal data in InSystems's Privacy Policy. The Privacy Policy is incorporated by reference into these Terms and Conditions.

9. Disclaimers
You acknowledge that any use of or reliance on this Site or any Materials shall be at your sole risk. InSystems makes no representation or warranty of any kind regarding the Site and/or the Materials, all of which are provided on an "AS IS" basis. INSYSTEMS EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE AND THOSE ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE. InSystems does not guarantee, and makes no representation or warranty as to the truthfulness, accuracy, reliability, currency, veracity or completeness of the Materials or about the results to be obtained using the Materials. InSystems has no obligation to maintain either the availability or the currency of the Site or Materials or to provide notice of any changes made to the Materials. InSystems does not warrant that this Site will continue to operate, operate without interruptions or that it will be error-free.
This Site may from time to time contain materials, data or information provided, posted or offered by third parties, including but not limited to advertisements or Submissions. You agree that InSystems shall not have any liability whatsoever to you for any such third party material, data or information.

10. Limitation of Liability
YOU AGREE THAT INSYSTEMS, ITS AFFILIATES AND ANY THIRD PARTY MENTIONED ON THIS SITE WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES OR OTHER DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES FOR HARM TO BUSINESS, LOSS OF INFORMATION OR PROGRAMS OR DATA, LOSS OF PROFIT, LOSS OF SAVINGS, LOSS OF REVENUE), ARISING FROM OR IN CONNECTION WITH THE USE OF OR ACCESS TO, OR THE INABILITY TO USE OR ACCESS, THIS SITE, THE MATERIALS OR ANY LINKED WEBSITE OF A THIRD PARTY, EVEN IF INSYSTEMS, ITS AFFILIATES OR SUCH A THIRD PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE OR LOSS. In any event, you agree that InSystems's aggregate liability for damages shall be limited to $100.
The limitations of liability and disclaimers in these Terms and Conditions apply regardless of the form of action, whether in contract, warranty, delict, quasi-delict, strict liability, negligence, or other tort and shall survive a fundamental breach or breaches, or the failure of the essential purpose of contract or the failure of an exclusive remedy.

11. Indemnity
You agree to defend, indemnify and hold harmless each of InSystems, its affiliates, and each of their officers, directors, employees and agents, including all third parties mentioned at the Site, from and against any and all claims, actions or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from your use of the Site and the Materials or your breach of these Terms and Conditions.

12. Choice of law
This Site is controlled, operated and administered by InSystems from its offices within Canada. InSystems makes no representation or warranty that materials at this Site are appropriate or available for use at any locations outside Canada. If you access this Site from outside Canada, you are responsible for compliance with all local law. You may not export any of the Materials accessible through this Site in violation of applicable export laws and regulations. These Terms and Conditions shall be deemed to have been made and performed exclusively in Ontario and shall be governed by and construed under the laws of the Ontario and the laws of Canada applicable therein without giving effect to its conflict of laws principles. You hereby submit to the exclusive jurisdiction of the courts in the Ontario for any claim related hereto, arising herefrom or in connection herewith and agree not to bring any action, claim, suit or proceeding against InSystems (or any officer, director, or employee thereof) in any jurisdiction other than Ontario. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms and Conditions.

13. General
These Terms and Conditions constitute the entire agreement between InSystems and you with respect to the subject matter hereof. Any cause of action you may have with respect to your use of this Site or which is the subject of these Terms and Conditions must be commenced within one (1) year after the claim or cause of action arises. If for any reason a court of competent jurisdiction finds any provision of these Terms and Conditions or portion thereof to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to effect the intent of these Terms and Conditions, and the remainder of these Terms and Conditions shall continue in full force and effect.