Last Revised: April 2021
1. PROVIDERS OF PRODUCTS. The Canadian and International commercial credit reports and related products (“Products") available via this Site are provided by Equifax Canada Co. (“Equifax”). Equifax has entered into a business relationship with Safe Information Group N.V. (“Creditsafe”) pursuant to which, Creditsafe operates an on-line platform on the Site through which You may receive Products. We may also partner with other companies ("Suppliers") or affiliates (“Equifax Affiliates”) to provide a Product to you or to sell you a Product provided by a Supplier, Creditsafe or Equifax Affiliate. Equifax is referred to in this Agreement as "We," "Us," and "Our." You, the company visiting and utilizing this Site, including your employees and personnel, are referred to as "You", “Your” or the “Subscriber”.
2. GOVERNING LAW. If any term or condition in this Agreement is found to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed to be severable from the rest of the terms and conditions and shall not affect the validity and enforceability of any remaining provisions of the Agreement. The terms, exclusions and conditions of the written contracts relating to Products mentioned on this Site may not be fully described on the Site or in this Agreement. Their interpretation may be governed by the terms and conditions of the written contract You enter with Us, and by any applicable laws and regulations. If there is a conflict between a written contract which governs the Products and this Agreement, the written contract shall govern. This Agreement is made and will be interpreted under Ontario law, and you agree to submit to the exclusive jurisdiction of Ontario courts located in Toronto.
3. ORDERING PRODUCTS, SITE REGISTRATION, YOUR SUBSCRIPTION TERM. You may purchase Products from Us in the following manner: 1. Verbal and recorded confirmation of your order to Our representative; or 2. Verbal request with signed order confirmation form (“Order Confirmation”) returned to Our representative. In either case, Your purchase is complete and Your obligation to pay for Your Products commences upon Our receipt of Your order. In both instances, you will receive an Order Confirmation but only where your verbal request was not recorded will you be required to sign the Order Confirmation. The term of Your subscription will be outlined in Your Order Confirmation (“Initial Term”). You must complete the registration process and become a Subscriber once Your Order Confirmation is received in order to access Products. We require your first name, last name, company name, company email and company phone number to establish Your registration and to issue you an account and temporary password. You will be prompted upon login to establish a new password. This information is used to establish Your ongoing access to ordered Products, to invoice You for your subscription to Products, to administer Your account and with Your consent to keep you updated on news, offerings and other information that may be of interest to You. You may register to receive Products from this Site only on behalf of Your company for Your company’s own internal use. You are required to keep your account information confidential and it should only be used by You. By registering, You further certify that the information provided incident to Your registration is true, accurate, complete and up to date and that You are authorized to bind the company with respect to this Agreement. You further agree to abide by all of the terms and conditions concerning Your use of the Products, including any specific terms and conditions relating to particular Products that You purchase. Unless otherwise detailed within the Order Confirmation, the use of the Products provided under the terms of this Agreement is limited to one designated user and may not be used by any other person other than the designated user. The use of the Products by more than one individual, either simultaneously or otherwise, will require the provision of additional licenses. Following the Initial Term and each Renewal Term Your subscription will automatically renew for one (1) year successive terms (each a “Renewal Term”) unless you provide at least ninety (90) days written notice to Equifax of your intent to cancel your subscription before a Renewal Term (such written notice may be provided by email to firstname.lastname@example.org.
4. LICENSE AND USE OF PRODUCTS. Equifax hereby grants You a non-exclusive, non-transferable, revocable license to access and use the Products via the Site solely in Canada for Your internal business purposes only. You agree that no action whatsoever will be taken to access, store, merge, aggregate, compile, decompile, copy, reverse engineer, create derivative products, derive the source code, sublicense, sell, distribute, commercially exploit, or otherwise make available for use any part of the Products, including information received as a result of using the Products, except as expressly stated in this Agreement.
5. INTELLECTUAL PROPERTY OWNERSHIP. Except as expressly provided in this Agreement access to the Site and/or Products does not grant the Subscriber any database rights or rights in the copyright, trademarks or any other intellectual property rights of Creditsafe, Equifax, or any third party. The Site and Products are protected by intellectual property rights. All intellectual property rights and ownership rights in or arising out of or in connection with the Site and/or Products shall be owned by Creditsafe, Equifax, or, where relevant, its and their third party subcontractors or the third party providers.
6. YOUR OBLIGATIONS AND CONDUCT. You agree to the following: (a) to not do anything to harm Equifax or Creditsafe’s reputation; (b) to not include the Products in any product or service which You sell or offer to your customers; (c) to not to attempt to gain or permit unauthorized access to the Site and/ or the Products or modify the same; and (d) to not remove any proprietary notices from the Products, or copies or print outs of data obtained via the Products. You shall only take such copies of data obtained via the Products as are reasonably required for the use of the Products in accordance with this Agreement. Subscriber is responsible and liable for all uses of the Site and/or Products through access thereto provided by Equifax, directly or indirectly. Specifically, and without limiting the generality of the foregoing, Subscriber is responsible and liable for all actions and failures to take required actions with respect to the Site and/or Products by its authorized users or by any other third party to whom receives access through Subscribers credentials, whether such access or use is permitted by or in violation of this Agreement.
7. SUBSCRIPTION; FEES AND CHARGES. Subscription fees are annual and required to be paid by You in advance in accordance with this Agreement and Your Order Confirmation. A maximum volume for each Product will be set out in Your Order Confirmation along with the fee payable for such Products. Upon receipt of Your order, Equifax will invoice You and payment shall be due net 30 days. There shall be no carry-over of subscription volume for any Products into the next contract year. All fees and charges for the Products shall be kept confidential by You. You may order Products not included in Your subscription by sending an email to email@example.com. Any additional volume requested and received by You for any Product on the Site in any given contract year will be invoiced in addition to the annual subscription fee paid at the beginning of the year and the applicable fee shall be invoiced in accordance with Your Order Confirmation and if no additional volume fee is included in Your Order Confirmation, at the then current rate. Such additional volume of Products shall not be carried over into the next contract year. All fees and charges described in your Order Confirmation exclude applicable taxes. Applicable taxes payable by You for the Products will be listed on your invoice and payable in accordance with this Agreement. Equifax may charge interest at the rate of 1% per month (12% per annum) on any undisputed invoice not paid by You when due. Non-payment of fees and charges payable to Equifax may result in suspending access to Your Products or Your Products and this Agreement may be terminated with or without notice by Us as a result of non-payment. Upon a Renewal Term, if no Order Confirmation is agreed to by the parties outlining the Products and corresponding fees and charges for such Renewal Term, then You will have been deemed to order the same Products set at the same charges and fees from the previous contract year unless Equifax increases prices in accordance with this Agreement. You will be invoiced for any fees and charges for Products for a Renewal Term at the beginning of such Renewal term and payment shall be due net 30 days. So long as the subscription remains active, You will be entitled to all of the features, benefits, and privileges associated with Your Product.
8. FREE TRIALS; CONVERSION TO PAID SUBSCRIPTION. Whenever offered, all free trials of Our Products require that You enroll as a Subscriber. In the event that You wish to continue Your subscription beyond the trial period, You will need to speak with your sales representative. You may cancel your free trial subscription at any time during the free trial period without charge or further obligation. We reserve the right to impose quantity limits to free trials of Our Products and We may refuse to register You to obtain any of Our Products for any reason, including any of Our Products that may be offered by means of a free trial.
9. PRODUCT CANCELLATION AND REFUNDS. You may cancel Your subscription at any time, however, You will not receive a refund for any payments made to Us and You will be required to pay any outstanding amounts owed to Us.
10. CHANGES TO PRODUCTS, PRICING, AND TERMS; TERMINATION & POST-TERMINATION OBLIGATIONS. We may change the prices for Our Products before a Renewal Term, with 30 days’ notice by sending You an email with the new pricing, and You will be charged the new price for Products purchased for and during the Renewal Term unless you provide Us with written notice (which notice may be provided via email at firstname.lastname@example.org that you no longer wish to subscribe to the Products. We may not offer every Product on this Site and we may also modify or discontinue any of Our Products or this Site (or any portion thereof) or cancel, suspend or terminate this Agreement and any Order Confirmation that attaches hereto for any reason with or without notice. Upon termination of this Agreement, all rights and licences granted under this Agreement, including the right to access and use the Products and/or Site, shall immediately terminate. You must delete all and any part of the Products (including any data or reports obtained via the Products) held by You in any format and You must not make any further use of the Products (or the data obtained from use of the Products). You shall immediately pay to Equifax all of Equifax’s outstanding and unpaid invoices.
11. REJECTION. We reserve the right to reject Your registration for any reason. We may also reject any Product order for any reason. By registering on this Site, You agree that We will not be liable to You for any loss or damage that may result from Our rejection of any order that You may attempt to place or of Your registration.
12. ALL PRODUCTS REQUIRE ELECTRONIC COMMUNICATIONS. Unless otherwise noted, Our Products are internet-based and in order to access Our Products You must have: an internet browser that supports 128-bit encryption; an email account and appropriate email software; a personal computer, operating system and connection to the internet, or in the case of Our mobile Personal Product features, a wireless device, software and connection to the internet capable of supporting the foregoing; and sufficient electronic storage capacity on Your computer's hard drive or other data storage unit or a printer that is capable of printing from Your browser and email software. As such, You understand and agree that this Agreement will be entered into electronically, and that the following information ("communications") will be provided by Us to You by electronic means: this Agreement and any amendments, modifications or supplements to it; any initial, periodic or other disclosures or notices provided in connection with the Products. You may request a paper copy of any legally required notice, withdraw Your consent to receive marketing communications electronically, or change account information by contacting your sales representative by phone or email and request any changes or updates. In furtherance of the foregoing, You expressly consent to receive communications regarding Your membership electronically, either by e-mail or by notices posted on the Site and You agree that any requirement that a notice, disclosure, agreement, or other communication be sent to You by Us in writing is satisfied by such electronic communication. In order to ensure Your continuing access to Your Product, You agree to update Your email address on file whenever Your email address changes. You further acknowledge that we may send You e-mails which include notices about Your subscription as well as information pertaining to the Products.
13. NO GUARANTEE OF PRODUCT AVAILABILITY. Because of the nature of Internet and online communications, the Products may not perform as intended despite Our efforts, those of Your Internet service provider, and You. We do not guarantee uninterrupted or error free operation of Your Product. In addition, Your use of a Product that is excessive or in a manner not contemplated by this Agreement may also result in a Product not performing as intended despite Our efforts. We will use reasonable efforts to maintain operation of the Products at all times. If there is a system error or other problem concerning Your Product, You agree to promptly notify Us of the same, We will try to correct the error, but You will not be entitled to any money for any system error of any type except for monies You paid for Products that We do not provide. Credit reports providing details of companies based outside Canada are provided on a subject to availability basis, and the countries from which reports are available may vary throughout the term of this Agreement.
14. PERSONAL INFORMATION; DATA PROTECTION. Where you accesses or receive any Personal Data (as defined in the EU General Data Protection 2016/679) through Your use of or access to the Products and/or Site, You and Creditsafe shall be bound by and agree to comply with the data protection and security provisions include those provisions set out at https://www.creditsafe.com/us/en/product/terms/gdpr-terms-and-conditions.html which shall form an integral part of this Agreement.
15. INDEMNITY. You shall indemnify, defend and hold harmless Equifax, Creditsafe, and its and their respective personnel, parent and subsidiary companies from and against any and all third party claims, damages, loss, liability, cost or expense, including reasonable legal fees, to the extent arising as a result of: (a) Your violation of any applicable law, regulation, rule or judicial or administrative order related to Your access to and/or use of the Site or Products; (b) Your misuse, or any modification of the Products constituting an infringement of a third party’s intellectual property rights; (c) breach of the license granted to You under this Agreement; (d) breach of any of Your obligations under this Agreement; and (e) any business decision taken or made by You as a result of Your receipt of the Products.
16. LIMITATION OF LIABILITY. The Products are not intended to be used as the sole basis for any decision making and are based upon data which is provided by third parties, the accuracy which would not be possible for Us to guarantee. All Products purchased through this Site are provided on an “AS IS” basis and without warranties of any kind, either expressed or implied. Any use of the Products is at Your own risk. We completely disclaim all liability arising from the use of the Products purchased by You. Further, and without limiting the generality of the foregoing, in no event shall Equifax, Equifax Affiliates, Creditsafe or Suppliers be liable for any direct, indirect, incidental, consequential or special damages, losses, claims or expenses arising out of the use of the information herein, or in any way connected with access to or use of Products.
17. ENTIRE AGREEMENT BETWEEN US. This Agreement constitutes the entire agreement between You and Us regarding the Products and information contained on or acquired through this Site or provided by Us, including through other linked third-party Internet sites. In the event that this Agreement shall be translated into any language other than English, then the English language version of the Agreement shall control. The headings used in this Agreement are for convenience only and such headings are not to be used in determining the meaning or interpretation of these terms and conditions of use. You agree that this Agreement is not intended to and does not confer any rights on any persons other than Us and You. You may not assign this Agreement or the Products to someone else. Unless otherwise explicitly stated, the provisions contained in Sections 2, 3, 5, 10, 15, 16, 17 will survive termination of this Agreement. Suppliers are third party beneficiaries under this Agreement.
LRD: April 2021
1. ACCESS TO SITE, USE AND GOVERNING LAW. Access to and use of this Site is subject to all laws and regulations applicable in Your province or territory of residence. Individuals residing in an area where access to or use of the Site, or any part thereof, is illegal or prohibited, are not permitted to use the Site. It is Your responsibility to determine if You can legally use the Site in compliance with all applicable laws. Certain Content may not be offered, or be applicable or available to You based on residency, age or other eligibility criteria or factors. Persons accessing this Site are required to obtain information about and observe any relevant restrictions. If any term or condition in these Terms is found to be unlawful, void, or for any reason unenforceable, then that provision shall be deemed to be severable from the rest of the terms and conditions and shall not affect the validity and enforceability of any remaining provisions of the Terms. The terms, exclusions and conditions of the written contracts relating to Content mentioned on this Site are not fully described on the Site. Their interpretation is governed by the terms and conditions of the written contract You enter with Us, and by any applicable laws and regulations. The Terms of this Site are made and will be interpreted under Ontario law, and you agree to submit to the exclusive jurisdiction of Ontario courts located in Toronto.
2. NO GUARANTEE OF CONTENT AVAILABILITY. Because of the nature of Internet and online communications, this Site or its Content may not perform as intended despite Our efforts, those of Your Internet service provider, and You. We do not guarantee uninterrupted or error free operation of this Site or any of its Content. In addition, Your use of the Site that is excessive or in a manner not contemplated by these Terms may also result in the Site or its Content not performing as intended despite Our efforts. We will use reasonable efforts to maintain operation of the Site and its Content at all times. If there is a system error or other problem concerning the Site or its Content, You agree to promptly notify Us of the same, We will try to correct the error, but You will not be entitled to any money for any system error of any type except for monies You paid for Products that We do not provide.
3. OWNERSHIP. The Content of this Site, including without limitation the information, materials, text, graphics, images, logos, site design, and the selection, assembly, and arrangement of the Site is protected by applicable Canadian copyright and trade-mark laws, as well as by the copyright and trade-mark laws of other countries. The Content cannot be altered without infringing on Our rights, including without limitation Our moral rights. As such, You may not remove, alter or cover any copyright or other proprietary notices placed on this site or on products or related Content acquired through this Site. We, collectively or individually, retain ownership of all intellectual property rights in this Site, including without limitation the Content. For the avoidance of doubt, the Content may not be copied, distributed, displayed, modified, reproduced, performed, published or reverse engineered in whole or in part without Our prior written permission.
5. LIMITATION OF LIABILITY. All Content found or accessed on this Site is provided on an "AS IS" basis and without warranties of any kind, either expressed or implied. We completely disclaim all liability arising from the use of the Content contained on this Site by You. Further, and without limiting the generality of the foregoing, in no event shall We be liable for any direct, indirect, incidental, consequential or special damages, losses, claims or expenses arising out of the use of the information herein, or in any way connected with access to or use of the Site. Without limiting the foregoing, We do not represent or warrant that the use of the Site and, including the browsing and downloading of any Content, will be free of viruses, Trojan horses, worms or other destructive or disruptive components. You acknowledge and agree that is it up to You to ensure that you have a complete and current backup of the information contained on your computer system prior to using the Site and that You will take reasonable precautions to scan for computer viruses, worms, Trojan horses, and other items of a destructive nature when using this Site. This Site may contain hyperlinks or other references to third party Internet sites that We do not own or operate. You may be subject to additional terms and conditions that apply when You use third party Internet sites. You agree that You are responsible for reviewing and understanding any terms and conditions governing any third party Internet site and products and We have no responsibility therefore.
6. GENERAL. These Terms take effect on Your first access to this Site, and it applies to all persons accessing the Site from Your computer, and to all persons using Your User ID, password or PIN (where applicable). The headings used in these Terms are for convenience only and such headings are not to be used in determining the meaning or interpretation of these terms and conditions of use. You agree that these Terms are not intended to and do not confer any rights on any persons other than Us and You and the third party beneficiaries referenced in this section. You may not assign these Terms to someone else.