The following terms and conditions (“Terms of Use”) govern the relationship between you and the Institute for Competitiveness and Prosperity (“Institute”, “we”, “us” or “our”) with regard to your use of this website (the “Site”). By clicking the “I ACCEPT” button below, you are agreeing to comply with and be legally bound by the terms and conditions set out in the Terms of Use. If any of these Terms of Use are not acceptable to you, click on the “I DO NOT ACCEPT” button and do not use this Site. We may update the Terms of Use from time to time and you are responsible for periodically reviewing the most current version of the Terms of Use at www.competeprosper.ca. Your continued use of this Site will be deemed your conclusive acceptance of the updated Terms of Use.

Limited License. We grant you a non-exclusive, non-transferable, limited license to access and use the software, materials, information, text, images, graphics, charts, and other content contained on this Site (collectively, the “Content”) solely in accordance with these Terms of Use.

Permitted Uses. Subject to these Terms of Use, you may: (i) view, download and print the Content for your personal, non-commercial use; and (ii) incorporate a small portion of the Content in documents that consist mainly of your own work, but only if: (A) neither you nor anyone else receives any payment or other value that is reasonably attributable to the Content; (B) the Content is not used in any form of commercial publishing activity; (C) you credit the Institute as the source of the Content as follows: “Source: Institute for Competitiveness and Prosperity” and include the following copyright notice: “Copyright© 2004 Institute for Competitiveness and Prosperity”; (D) you do not remove any copyright, trademark or other proprietary notices that we have placed in the Content; and (E) there is no suggestion of endorsement, affiliation or sponsorship by the Institute.

Prohibited Uses. Except as expressly permitted in Section 2, you agree not to: (i) reproduce, modify, make derivative works of, display, perform, post, transmit, sell, distribute or otherwise use or make available any of the Content, without the prior written consent of the Institute; (ii) use the Site, Content, including without limitation, any trademarks, service marks and logos displayed on the Site for any unlawful or unauthorized purpose, or in any manner that would harm the reputation of the Institute; (iii) use the Content to derive any of the cluster definitions; or (vi) use any name, trade-mark, logo or emblem of the Institute in any advertising or promotional materials, or to suggest any relationship between you and us, or in any manner that would infringe or violate any of our rights. To request consent for otherwise prohibited uses, you may contact the Institute at: j.milway@competeprosper.ca.

Intellectual Property Rights. You acknowledge that the Site and Content, including without limitation, the statistically derived cluster definitions and all trade marks, service marks and logos or the Site are the exclusive and proprietary property of the Institute, our affiliates, suppliers, service providers and licensors. You will not have or acquire any rights, licensors or interest in any of the foregoing except as specifically set out in these Terms of Use. The Site and the Content are protected by copyright, both individually and as a collective work or compilation and by trade-mark, patent and other applicable laws.

Changes to the Site and Termination. We may alter, modify or update the Site and the Content periodically, in our discretion. Such alterations, modifications or updates may include the addition or deletion of features, functionality, text, data or other content. We may also eliminate or cancel any part of the items of Content or categories of Content contained on the Site, at any time. While we will make every effort to update the information on this Site in a timely manner, such information should be considered current only as of the time of initial publication, without regard to the date on which you access such information. In addition, we may, in our sole discretion, restrict, suspend or terminate your access to this Site or any of the Content without notice to you.

Your Authority to Use the Site. By using this Site, you are representing to us that you have the power and authority to accept these Terms of Use and to enter into this agreement with us, that you are capable of assuming, and do assume, any risks related to the use of the Site and Content, and that you understand and accept the terms, conditions and risks relating to their use. If you are dissatisfied with the Site or the Content, your sole and exclusive remedy is to stop using it. We will use reasonable commercial efforts to respond to your inquiries, however, we assume no responsibility to resolve any problems or to correct any inaccuracies or defects in the Content or in the Site.

Disclaimers and Limitation of Liability

1. LINKS ON THE SITE TO THIRD PARTY WEBSITES ARE PROVIDED AS A CONVENIENCE ONLY. THE INCLUSION OF ANY LINK DOES NOT IMPLY ENDORSEMENT, INVESTIGATION OR VERIFICATION BY US OF THE LINKED WEBSITE OR THE MATERIAL CONTAINED WITHIN THE LINKED WEBSITE.

2. THE INFORMATION, MATERIAL AND OTHER CONTENT ON THE SITE ARE PROVIDED FOR INFORMATIONAL AND EDUCATIONAL PURPOSES ONLY. ALL CONTENT ON THIS SITE IS PROVIDED “AS IS” WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND AND WE HEREBY DISCLAIM ALL EXPRESS AND IMPLIED WARRANTIES AND CONDITIONS OF ANY KIND ARISING BY STATUTE OR OTHERWISE IN LAW WITH RESPECT TO THE CONTENT, INCLUDING WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WARRANTY OF OWNERSHIP OR NON-INFRINGEMENT OR WARRANTY AS TO CORRECTNESS, QUALITY, COMPLETENESS, TIMELINESS, SUFFICIENCY, ACCURACY OR RELIABILITY OF THE SITE OR ANY OF ITS CONTENT. WE DO NOT WARRANT THAT THE SITE WILL OPERATE WITHOUT ERROR OR INTERRUPTION, OR THAT THE SITE OR ITS SERVER ARE FREE OF COMPUTER VIRUSES OR OTHER HARMFUL MATERIALS.

3. YOU AGREE THAT NEITHER US NOR OUR DIRECTORS AND OFFICERS WILL HAVE ANY LIABILITY TO YOU AS A RESULT OF YOUR USE OF ANY CONTENT AND THIS SITE. WITHOUT LIMITING THE FOREGOING, WE SHALL NOT BE LIABLE FOR, AND HEREBY EXPRESSLY DISCLAIM, ANY LIABILITY FOR ANY LOSSES OR DAMAGES ARISING FROM THE USE OF THE SITE OR CONTENT, WHETHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR OTHERWISE, (INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS OR BUSINESS, EQUIPMENT, SOFTWARE OR DATA, OR LOSSES OR DAMAGES RESULTING FROM ANY ERROR IN THE CONTENT, ANY DECISION MADE OR ACTION TAKEN BY YOU IN RELIANCE ON THE CONTENT, OR ANY CLAIM AGAINST YOU BY A THIRD PARTY).

4. THE FOREGOING EXCLUSIONS AND LIMITATIONS OF LIABILITY AND REMEDIES SHALL APPLY, TO THE FULLEST EXTENT PERMITTED BY LAW, IN ALL ACTIONS OF ANY KIND, WHETHER BASED ON CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE), OR ANY OTHER LEGAL OR EQUITABLE THEORY.

Governing Law. The Terms of Use will be governed by the laws of the province of Ontario and the laws of Canada applicable therein. Each party submits to the non-exclusive jurisdiction and venue of the courts of Ontario, located in Toronto, in order to enforce any provision of these Terms of Use and for any action or suit arising out of these Terms of Use.

General. If any provision of these Terms of Use is held to be invalid or unenforceable, that provision, to the extent unenforceable, shall be struck, and shall not affect the validity or enforceability of the remaining provisions. Headings are for reference purposes only and in no way define, limit or describe the scope or extent of that section. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. These Terms of Use set forth the entire understanding and agreement between us with respect to the subject matter hereof.

YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF USE, UNDERSTAND THEM AND AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS IN THESE TERMS OF USE BY CLICKING THE “I ACCEPT” BUTTON, YOU WILL BE ENTERING INTO A LEGALLY BINDING CONTRACT EVEN IF YOU HAVE NOT READ THESE TERMS OF USE.