These Terms and Conditions were last amended on November 29, 2019. If you have any questions regarding these Terms and Conditions, please contact the General Manager (info@solsticecanada.com). Please read these Terms and Conditions carefully before using the Platform and the Service (each defined below). These Terms and Conditions apply to all users of the Platform and the Service. Your use of the Platform and the Service is based on your acceptance of and compliance with these Terms and Conditions. If you do not agree to these Terms and Conditions, do not use the Platform or the Service.
Solstice Canada Corp. (“Solstice”) offers a proprietary wetland-mapping tool (the “Service”) via a web-based interface (the “Platform”). The Platform and the Service are protected by copyright, trademark, trade secret and other proprietary and intellectual property rights and laws. Solstice owns or licenses all right, title, copyright, and other worldwide intellectual property rights and interests in the Platform and the Service. Solstice does not grant any license or other authorization to you, express or implied, under or to any of its trademarks, copyrightable material, or other intellectual property. Solstice and any of its third-party licensors, as applicable, retain all right, title, and interest in and to the Platform, the Service, and any associated patents, trademarks, copyrights, mask work rights, trade secrets, and other intellectual property rights. Solstice reserves all rights not expressly granted to you in these Terms and Conditions.
Fees for the Service are set out on the Platform. Solstice, in its sole discretion and at any time, may modify the fees for the Service. If you wish to purchase the Service (the "Purchase"), you will be asked to supply certain information relevant to the Purchase including, without limitation, the address of the wetlands subject to your request for the Service, your credit card number, the expiration date of your credit card, your billing address, and your email address. You represent and warrant that: (i) you have the legal right to use any credit card(s) or other payment method(s) in connection with any Purchase; and that (ii) the information you supply to Solstice is true, correct and complete. By submitting such information, you grant Solstice the right to provide the information to third parties for purposes of facilitating the completion of the Purchase. All information provided by you in association with your use of the Platform or the Service is collected, used, and disclosed by Solstice in accordance with applicable laws. Each use of the Service requires a separate Purchase. Solstice reserves the right to refuse or cancel your Purchase at any time for certain reasons including but not limited to: (i) Service or Information (as hereinafter defined) availability; (ii) an error in your Purchase order or with the Platform; or (iii) if fraud or an unauthorised or illegal transaction is suspected. Solstice will not be held responsible or liable for any failure of the Purchase to complete, or any resulting loss or damages to you. In the event that Solstice is unable to provide you with your requested mapping information (the “Information”), you will not be charged a fee for the Service. Except when required by law, completed Purchases are non-refundable.
If you make a Purchase, you agree that Solstice may send you the Information electronically. The requested information will be sent to you once per Purchase. Solstice endeavours to provide the Information within 5 business days of receipt of the request. In the event that the requested Information is not available, that will be confirmed to you within the same time frame.
You must comply with all applicable laws and regulations, and take all other required and appropriate actions in connection with your use of the Platform and the Service. The product received as a result of the Service, namely the Information, is digital and not intended to be editable. You agree not to: (a) copy, modify, edit, disassemble, decompile, reverse engineer, reproduce, distribute, rent, sell, lease, license, sublicense, publish, publicly display, transmit, broadcast, create any derivative of, or otherwise exploit any content contained in the Platform or any Information in any form by any means unless expressly authorized to do so by Solstice; (b) circumvent, disable or otherwise interfere with any security related features of the Platform or features that prevent or restrict use or copying of or enforce limitations on use of the Platform, the Service, or the Information; (c) utilize any device, software, or routine that will interfere or attempt to interfere with the functionality of the Platform, the Service, or the Information; (d) use any portion of the Platform, the Service, or the Information, to provide, or incorporate any portion of the Platform, the Service, or the Information, into, any product or service provided to a third party; (e) remove or obscure any proprietary or other notices contained in or on the Platform or any Information; (f) use the Platform, the Service, or the Information in any way that is illegal, harmful, fraudulent, deceptive, threatening, harassing, defamatory, obscene, or otherwise objectionable, as Solstice may determine in its sole discretion; (g) use the Platform, the Service, or the Information in any manner not permitted by these Terms and Conditions; or (h) encourage or enable any other individual or other person to do any of the foregoing. For clarity, you shall not share the Information with any other party or provide it to any other party without our consent. At your direction, Solstice will provide the Information to the Government of Alberta.
Any monetary costs or values associated with wetlands and identified as part of the Service are estimates provided as a result of a preliminary wetland desktop analysis, by a qualified professional using the service, data and knowledge. Solstice does not visit field sites and thus cannot provide field verification in this desktop analysis. However, more advanced field analysis are available. Final costs and values associated with wetlands may vary from Solstice’s estimates, for example, due to variation in wetland size once field verified. The values are current as of the work scope provided and date they are generated. The Services do not include formal wetland confirmation or the issuance of any regulatory approval or permit. The Alberta government provides a final assessment of any compensation costs payable to the Alberta government.
THE PLATFORM, THE SERVICE, AND THE INFORMATION ARE PROVIDED "AS IS," AND “AS AVAILABLE”. TO THE FULLEST EXTENT PERMITTED BY LAW, SOLSTICE, ITS OFFICERS, DIRECTORS, EMPLOYEES, SUBSIDIARIES, AFFILIATES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, IN CONNECTION WITH THE PLATFORM, THE SERVICE, THE INFORMATION, AND YOUR USE THEREOF. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, SOLSTICE MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE AVAILABILITY, QUALITY, SUITABILITY, ACCURACY OR COMPLETENESS OF THE PLATFORM, THE SERVICE, OR THE INFORMATION, AND SOLSTICE ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (A) ERRORS, MISTAKES, OR INACCURACIES IN THE PLATFORM, THE SERVICE, OR THE INFORMATION; (B) LOSS OR OTHER DAMAGE OF ANY NATURE WHATSOEVER RESULTING FROM YOUR ACCESS TO AND USE OF THE PLATFORM, THE SERVICE, OR THE INFORMATION; (C) ANY UNAUTHORIZED ACCESS TO OR USE OF SOLSTICE’S SERVERS OR ANY AND ALL CONTENT STORED THEREIN; AND (D) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE PLATFORM BY ANY THIRD PARTY.
TO THE FULLEST EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES SHALL SOLSTICE, ITS OFFICERS, DIRECTORS, EMPLOYEES, SUBSIDIARIES, AFFILIATES, OR AGENTS, BE LIABLE FOR ANY (A) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES; (B) DAMAGES RELATING TO TELECOMMUNICATION FAILURES, INTERNET AND ELECTRONIC COMMUNICATIONS DELAYS OR LIMITATIONS, LOSS, CORRUPTION, SECURITY OR THEFT OF DATA, VIRUSES, SPYWARE, LOSS OF REVENUE OR PROFITS; ARISING OUT OF OR CONNECTED IN ANY WAY WITH THE PLATFORM, THE SERVICE, OR THE INFORMATION; AND (C) ANY DAMAGES THAT RESULT FROM: (I) YOUR USE OF OR YOUR INABILITY TO USE THE PLATFORM, THE SERVICE, OR THE INFORMATION, (II) ERRORS, MISTAKES, OMISSIONS, OR INACCURACIES IN THE PLATFORM, THE SERVICE, OR THE INFORMATION, OR (III) LOSS OR DAMAGE OF ANY KIND WHATSOEVER ARISING FROM OR RELATING TO YOUR USE OF THE PLATFORM, THE SERVICE, OR THE INFORMATION; WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT YOU OR SOLSTICE ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Data is accessed, created and used to provide estimates for the Service. The sources of the raw data accessed by Solstice for the Service are from you, open source data, private data and proprietary data owned by Solstice. Once collected and aggregated, and professionally assessed, screened, standardized, generated and validated, for the purpose of providing the Service, Solstice owns the resulting data. The data that you may contribute will be confidential, and not freely available. You represent and warrant that any raw data that you provide to Solstice for the purpose of completing the Service is true, accurate and unmodified.
You agree to defend, indemnify and hold harmless Solstice, its officers, directors, employees, subsidiaries, affiliates, and agents, from and against any and all claims, actions, proceedings, damages, obligations, losses, liabilities, costs, debt, and expenses (including but not limited to reasonable legal fees) arising from: (i) your use of and access to the Platform, the Service, and the Information; (ii) your violation of any aspect of these Terms and Conditions; or (iii) your violation of any third party right, including without limitation any intellectual property right or privacy right.
These Terms and Conditions are the entire agreement between you and Solstice. Solstice reserves the right, at its sole discretion, to modify, suspend, or discontinue, whether temporarily or permanently, the Platform or the Service at any time without prior notice to you, or to otherwise amend these Terms and Conditions, at any time. If Solstice amends these Terms and Conditions, it will update the date at the top of this page. By continuing to access or use the Platform, the Service, or the Information after such amendment, you agree to be bound by the revised terms. If you do not agree to the new terms, in whole or in part, your only recourse is to cease using the Platform, the Service, and the Information.
Solstice may terminate or suspend access to the Platform and/or the Service immediately, without prior notice or liability, for any reason whatsoever, including, without limitation, if you breach these Terms and Conditions. Any termination of these Terms and Conditions shall not affect Solstice’s rights hereunder, and all provisions of the Terms and Conditions shall survive termination, including, without limitation, disclaimers, limitations of liability, and indemnity. Upon termination, your right to use the Platform and/or Service, as applicable, will immediately cease. You acknowledge and agree that Solstice shall not be liable to you or any third party for any termination of your access to the Platform and/or the Service.
These Terms and Conditions will be governed by the laws of the Province of Alberta, Canada, without regard to its conflicts of laws principles, and applicable federal law. The parties hereby consent to the exclusive jurisdiction and venue of the Courts of the Province of Alberta, Canada.