FINEPOINT SOLUTIONS INC.
END USER LICENCE AGREEMENT
Effective as of August 28, 2024
FINEPOINT SOLUTIONS INC. (“FINEPOINT”) PROVIDES THE ENHANCED CANADA PENSION PLAN (CPP) REFERENCE TOOL (THE “REFERENCE TOOL”) SOLELY ON THE TERMS AND CONDITIONS SET FORTH IN THIS END USER LICENSE AGREEMENT (“EULA”) AND ON THE CONDITION THAT YOU, THE LICENSEE, ACCEPT AND COMPLY WITH THEM. BY USING THE REFERENCE TOOL, YOU AGREE TO BE BOUND BY THE TERMS OF THIS EULA AND REPRESENT AND WARRANT THAT YOU ARE OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT. IF YOU DO NOT AGREE TO THE TERMS OF THIS EULA, OR ARE NOT OF LEGAL AGE, YOU MUST NOT USE THE REFERENCE TOOL.
Grant & Scope of Access. Subject to your compliance with this EULA, FinePoint hereby grants to you a non-transferable, non-exclusive, limited right and license to access and use the Reference Tool for the purpose of retirement planning only.
Intellectual Property and Data Ownership. FinePoint owns all right, title, and interest in and to the Reference Tool, including all Intellectual Property Rights (as defined below) therein. All rights not expressly granted herein are reserved. You agree to not take any action to jeopardize, limit or interfere with FinePoint’s Intellectual Property Rights. Nothing in this EULA, the Reference Tool, or on FinePoint’s website should be construed as granting any license or right to use any trademark, service mark, or logo displayed without the express written permission of FinePoint or the third party that may own the trademark, service mark, or logo.
“Intellectual Property Rights” means any and all common law, statutory and other industrial property rights and intellectual property rights, including copyrights, trademarks, business names, domain names, trade secrets, patents, database rights and all other proprietary rights or forms of protection issued, honoured or enforceable under any applicable laws or which subsists or will subsist now or in the future anywhere in the world, and all goodwill and moral rights related thereto whether registered or unregistered and including all applications and rights to apply for and be granted renewals or extensions of, and rights to claim priority from, such rights
Responsibility for Access and Use. The Reference Tool is intended for general reference only and does not constitute professional advice of any nature and does not constitute an offer to buy or sell any goods or services. You acknowledge that the Reference Tool utilizes information about the Canada Pension Plan provided by the Government of Canada, and use of the Reference Tool may require you to interpret such information. You are solely responsible for, and FinePoint shall not accept any responsibility for, your access to and use of the Reference Tool and your interpretation of any information provided through the Reference Tool.
Restrictions. You shall not, and shall not permit any other person to, access or use the Reference Tool except as expressly permitted by this EULA. For purposes of clarity and without limiting the generality of the foregoing, you shall not, except as this EULA expressly permits:
- reverse engineer or otherwise attempt to discover the source code of or trade secrets embodied in the Reference Tool or any portion thereof;
- distribute, transfer, sublicense to, or otherwise make available the Reference Tool (or any portion thereof) to third parties, including making the Reference Tool available (a) through resellers or other distributors; or (b) as an application service provider, service bureau, or rental source;
- create modifications to or derivative works of the Reference Tool or the content contained therein;
- attempt to modify, alter, or circumvent the license control and protection mechanisms within the Reference Tool;
- input, upload, transmit or otherwise provide to or through the Reference Tool any information or materials that are unlawful or injurious, or contain, transmit or activate any harmful code;
- damage, destroy, disrupt, disable, impair, interfere with or otherwise impede or harm in any manner the Reference Tool, FinePoint’s website or FinePoint’s provision of services to any third party, in whole or in part;
- remove, delete, alter or obscure any trade-marks, documentation, warranties or disclaimers, or any copyright, trade-mark, patent or other intellectual property or proprietary rights notices from the Reference Tool, including any copy thereof;
- access or use the Reference Tool in any manner or for any purpose that infringes, misappropriates or otherwise violates any intellectual property right or other right of any third party, or that violates any applicable law; or
- access or use the Reference Tool for purposes of competitive analysis of the Reference Tool, the development, provision or use of a competing software service or product or any other purpose that is to FinePoint’s detriment or commercial disadvantage.
Monitor. FinePoint reserves the right to monitor your access to the Reference Tool to ensure the Reference Tool is being used in accordance with this EULA.
Right to Modify or Discontinue the Reference Tool. FinePoint reserves the right to modify or discontinue the Reference Tool at any time (including by limiting or discontinuing certain features of the Reference Tool), or to suspend or terminate your access to or use of the Reference Tool for breaches of this EULA, temporarily or permanently, without notice to you. FinePoint will have no liability for any such change, suspension or termination.
Confidentiality. “Confidential Information” means information or materials in any form or medium (whether oral, written, electronic or other) provided by FinePoint to you which are labelled “confidential” or which would reasonably be understood to be confidential or proprietary. You may only use FinePoint’s Confidential Information to exercise your rights and perform your obligations under this EULA. You shall not use FinePoint’s Confidential Information for any purpose not expressly permitted by this EULA and will protect FinePoint’s Confidential Information from unauthorized use, access, or disclosure in the same manner as you protects your own confidential or proprietary information of a similar nature but with no less than reasonable care. Confidential Information does not include information that (a) was already known to you at the time of disclosure by FinePoint; (b) was disclosed to you by a third party who had the right to make such disclosure without any confidentiality restrictions; (c) is or has become generally available to the public, provided that this has not occurred through a breach of the terms of this EULA by you; (d) was independently developed by you without access to, or use of, FinePoint’s Confidential Information or (e) that FinePoint makes accessible to you via the Reference Tool. In addition, you will be allowed to disclose Confidential Information to the extent that such disclosure is required by law or by the order of a court of similar judicial or administrative body, provided that you notify FinePoint of such required disclosure promptly and in writing and cooperates with FinePoint, at FinePoint’s request and expense, in any lawful action to contest or limit the scope of such required disclosure.
Third Party Sites and Service Providers. There may be links from within the Reference Tool to third-party websites or features. These other sites and parties are not under our control, and you acknowledge that FinePoint is not responsible for any aspect of the content of such sites, nor is FinePoint responsible for errors or omissions in any references to other parties or their products and services. Your use of such websites or features is at your own risk.
DISCLAIMER OF WARRANTIES. FINEPOINT PROVIDES THE REFERENCE TOOL TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS IN ACCORDANCE WITH THE TERMS OF THIS EULA. FINEPOINT DISCLAIMS RESPONSIBILITY FOR ANY HARM RESULTING FROM YOUR USE OF THE REFERENCE TOOL OR YOUR INTERPRETATION OF ANY INFORMATION PROVIDED THROUGH THE REFERENCE TOOL. FINEPOINT DISCLAIMS TO THE FULLEST EXTENT PERMITTED, ALL GUARANTEES AND EXPRESS, IMPLIED AND STATUTORY WARRANTIES, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS, AND ANY WARRANTIES REGARDING THE AVAILABILITY, SECURITY, RELIABILITY, TIMELINESS AND PERFORMANCE OF THE REFERENCE TOOL. YOU USE THE REFERENCE TOOL AT YOUR OWN DISCRETION AND RISK.
LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL FINEPOINT BE LIABLE FOR ANY LOST PROFITS OR BUSINESS OPPORTUNITIES, LOSS OF DATA, OR ANY OTHER INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND OR NATURE ARISING OUT OF THIS EULA WHETHER BASED IN CONTRACT OR TORT, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND WHETHER OR NOT SUCH DAMAGES ARE REASONABLY FORESEEABLE. FINEPOINT’S LIABILITY UNDER THIS EULA WILL NOT, IN ANY EVENT, EXCEED $100 CAD.
Indemnification. You will indemnify and hold harmless FinePoint from any claim made by any third party relating to your conduct or use of the Reference Tool, your breach of this EULA, your violation of applicable law or rights of any third parties, your failure to comply with applicable laws and regulations, or your gross negligence or willful misconduct. Without limiting your indemnification obligations, FinePoint reserves the right to assume the exclusive defense and control of any manner subject to indemnification by you.
Right to Change this EULA. FinePoint may revise this EULA, at any time, by updating the EULA on its website and providing notice to you on its website. Your continued use of the Reference Tool after such revisions will signify your acceptance of any adjustment to this EULA.
Governing Law. This EULA will be construed and enforced in accordance with the laws of the Province of Saskatchewan and the laws of Canada applicable therein.
Entire Agreement. This EULA represents the entire agreement between the parties with respect to the Reference Tool.
Severability. If any provision of this EULA is found illegal or unenforceable, it will be enforced to the extent possible, and the other provisions of this EULA will not be affected.
Assignment. This EULA not be transferred or assigned by you, but may be assigned by FinePoint without restriction.
Survival. All provisions of this EULA that, by their nature, should survive termination will survive termination, including, without limitation, intellectual property, warranty disclaimers, indemnity, and limitations of liability.