There are two versions of the Site: a School Version and an Office Version.
The Site has two primary areas: a Student/Parent/Guardian/Staff Area in the School Version and the Employee Area in the Office Version (collectively the “User Area”, with each individual having access to this area referred to as the “User”), or the Administrator Area in the School Version and the Manager Area in the Office Version (“collectively the Administrator Area”), with each individual having access to the Administrator Area referred to as the “Administrator”).
Access to the User Area is granted by the Administrator and each User is assigned a unique 16 digit access code. The User Area contains the entry/exit data for each User, as well as the screening form completed by and/or for the User (the “Screening Form”).
In the School Version, school officials granted access privileges by a school administrator are assigned specific logins to the Site.
In the Office Version, managers are granted access privileges by an administrator are assigned specific logins to the Site.
The Administrator in the School Version enters data for parents, guardians and other individuals authorized to pick up a student, linking those individuals to the correct student. This allows the User to access and complete the screening form.
The Administrator in the Office Version enters data for staff to allow the User to access and complete the screening form.
The Administrator has access to all entry/exit data for User. The Administrator Area contains all entry/exit data for each User, the Screening Form, a duplicate Screening Form, including temperature field, and an Entry/Exit Form which the Administrator completes.
These Terms are equally applicable to the User and the Administrators except where a distinction is made between such classes of users, and your uses of the Site define of which class(es) of users you belong. The Administrator acknowledges and agrees that the Administrator is responsible for use of the Site by the User.
REA is the exclusive owner of all right, title and interest in copyright, trademark and patent in and to the Site and all of the material therein and produced therefrom (the “Site Materials”). The Site Materials include, but are not limited to:
- all web page layouts, design schemes and elements
- Site “look and feel”
- programming code
- database elements, html code, URLs, email addresses, layout, arrangements and compilations of such various Site elements.
REA retains all rights in the Site Materials except where such Site Materials are specifically licensed to Users and The Administrators in writing.
Without limiting the foregoing, the Administrators and the Users shall not perform, attempt to perform or engage or permit any other party to perform reverse-engineering, alteration, copying or other manipulation of the Site or the code underlying same.
Limitation of Liability
The Site is designed to be one of various methods utilized by the Administrators to ensure screenings in accordance with, and adherence to, public health regulations and guidelines. REA shall make reasonable efforts to ensure that the Site functions as intended.
The Site is not intended to be the Administrator or the User’s sole or primary appointment screening tool, and the Administrators and the Users shall at all times maintain other primary screening systems and records.
REA shall not be responsible for any damages, losses, claims, demands or other liability sustained by any Users unless such damages, losses, claims, demands or other liability are the direct result of REA’s intentional and malicious acts or omissions, and even in such a case REA’s liability shall be limited to the Fees (as defined below), if any, paid by the Users to REA in relation to the relevant time period of any intentionally malicious act or omission.
Without limitation to the above, the Administrators and the Users at all times shall be responsible for independently and redundantly backing-up and preserving their own data.
The Administrators and the Users acknowledge that use of the Site may cause applications, the Administrators’ or the Users’ system(s), and/or files installed and/or resident on the Administrators’ or the Users’ computer(s) to either partly or fully cease function and/or become inaccessible. Furthermore, the Administrators and the Users acknowledge that the Site’s functionality, like all programs and files, operates in a non-static environment, meaning that its operation may be hampered or halted by any change in the Administrators’ or the Users’ computers’ configuration and/or data including, but not limited to:
- system and file changes resulting from the installation or de-installation of programs or files
- program and system updates
- malicious viruses or spyware
- use of corrupt or unknown type files
- hardware incompatibility or failure
- heat or cold; system-caused changes
- user-caused changes.
REA shall have no obligation to monitor or review the contents of the Administrators’ or the Users’ data.
The Administrators and the Users acknowledges and agrees that data arising during, and from use of, the Site shall be store at such locations as REA deems appropriate from time to time.
REA shall have no obligation to store any of the Administrators’ or the Users’ data past the effective date of any termination hereunder. The Administrators and the Users hereby acknowledge and agree that they are solely responsible to store and otherwise maintain their any data which they are entitled to possess and/or retain and which is related and/or integrated with the Site both during the time they are using the Site and after any termination of use.
REA shall make reasonable efforts to maintain continuous, problem-free service through the Site. However, the Administrators and the Users acknowledge and agree that REA shall be relieved of its obligation to deliver functionality of the Site in the event of and for the duration of:
- any unexpected (as opposed to unforeseeable) problem encountered by REA,
- any corruption, interruption, incompatibility problem, failure or malfunction of Users’ Data, computer(s), data storage device(s), network(s) or internet connection; and
- any force majeure which has the effect of limiting or interrupting REA’s ability to deliver the Site’s functionality to the Users. Force majeure shall include, but is not limited to: acts of God, strikes, equipment or transmission failure, pandemics, epidemics, health crisis, riots, war, civil strife or disobedience, damage reasonably beyond REA’s control, any other cause reasonably beyond REA’s control, the failure, interruption or other malfunction of any third party system employed by REA to provide the Service and any other event commonly associated with the term force majeure.
Fees payable by the Administrators to REA for use of the Site (the “Fees”) shall be payable in the amounts, and according to the schedules, set out on the Site, which amounts and schedules may change from time to time at REA’s sole discretion.
All Fees are payable in advance of the term of use purchased.
Unpaid Fees shall accumulate interest at the rate of 18% per annum, calculated daily, and the Fee shall include reasonable collection fees, legal expenses and REA’s administrative fees.
Representations & Warrantee
The Administrators and the Users represent and warrantee to REA that they have the full right and capacity to enter into these Terms and that all data stored by them does not and shall not contain any viruses or other malware, or contain anything that is obscene, libellous, infringing of any other person’s privacy or other right, or otherwise illegal, and that the Administrators and the Users have the right to use and store said data as contemplated herein.
The Administrators acknowledge and agree that the Administrators shall be responsible to REA for any and all damage to the Site and the Site Materials as a result of any viruses or other malware which may be located on, or transmitted through, the Administrators and/or the Users equipment and/or software.
The Administrators shall indemnify and save harmless REA, its officers, directors, employees, agents and assigns, against any and all third party demands, claims, judgments and liabilities related to the Administrators or the Users’ use of the Site, the data, and/or to any breach of these Terms or the Administrators’ or the Users’ representations and warrantees herein. Without limitation, such indemnity shall include all of REA’s expenses, including legal expenses and REA administrative fees, connected with any such third party demands, claims, judgments and liabilities.
Users may terminate the use of the Site at any time, although such termination shall not relieve the Administrators of the Administrators’ payment obligations herein.
REA may terminate these Terms and the Administrators’ and/or the Users’ use of the Site without notice for cause at any time for a breach by the Administrators and/or the Users of their representations or warrantees herein, or for any other breach, including but not limited, to the failure of Users to meet their payment obligations herein and any conduct which, in REA’s sole discretion, constitutes misuse of the Site.
Where no such cause for termination exists, REA may terminate these Terms and the Administrators’ and the Users’ use of the Site for any reason upon 20 days’ written notice to the Administrators, provided REA refunds to the Administrators, on a pro-rated basis, the Administrators’ pre-paid Fees for use of the Site for the period from the effective date of termination to the end of such pre-paid term. All of the Administrators` payment obligations, representations & warrantees, and indemnities shall survive such termination.
These Terms shall incorporate by reference all other terms, rules, policies and agreements set out on the Site (“Additional Terms”), which Additional Terms may change from time to time in REA’s sole discretion. In the event of conflict between these Terms and any Additional Terms, these Terms shall prevail.
Third-Party Requests for Data
REA shall not release the Administrators’ or the Users’ data to a third party regardless of any request or demand, unless there is a clear legal obligation of REA to release the Administrators’ and/or the Users’ Data. REA shall have a right, but not an obligation, to require that any release of data not be performed until an order by a court of competent jurisdiction is made for same. The Administrators and/or the Users shall indemnify and save harmless REA for all costs, expenses and other liabilities, including legal expenses and REA administrative fees, resulting from any third-party request or demand for the Administrators’ or the Users’ data.
If for any reason any provision of these Terms is adjudged by a court to be unenforceable, such adjudication shall in no way affect any other provision of these Terms or the validity or enforcement of the remainder of these Terms, and the affected provision shall be modified or curtailed only to the extent necessary to bring it into compliance with applicable law.
All money amounts herein are in Canadian dollars.
The division of these Terms into sections and paragraphs and the insertion of headings are for convenience of reference only and shall not affect the construction or interpretation of these Terms.
Words importing the singular number only shall include the plural and vice versa.
The rights of REA hereunder may be assigned at any time to any party by REA, but Users may not assign any rights hereunder without REA’s express written permission.
The failure at any time of either party to require performance of any of the provisions of these Terms shall not affect the full right to require such performance at a later time.
The waiver by either party of a breach of any provision shall not constitute a waiver of any preceding or subsequent breach of the same or any other provision of these Terms.
Nothing in these Terms shall constitute a partnership, joint venture or employment relationship between the parties, or make any party the agent of the other.
Each of the parties agrees not to hold itself out as a partner or agent of the other or otherwise in any manner contrary to these Terms by advertising or otherwise, and neither of the parties shall became liable or bound by any representation, act, omission or agreement whatsoever of the other that may be contrary to the provisions of these Terms.
No party shall have the right to enter into contracts or pledge the credit of or incur expenses or liabilities on behalf of the other party.
The Administrators and the Users confirm that they have received independent legal advice with respect to these Terms or have been given a reasonable opportunity to do so and have waived such right.
These Terms shall be governed by, and interpreted and enforced in accordance with, the laws of the Province of Ontario and the laws of Canada applicable therein, excluding choice of laws principles.
The parties hereby acknowledge that they have required these Terms be drawn up in English. Les parties reconnaissent avoir exige la redaction en anglais de la presente convention.