TERMS AND CONDITIONS OF USE

This website is maintained by DevSM Inc. and/or its affiliates and subsidiaries (collectively referred to as “DevSM”). Use of this website and any products or services offered through this website is governed by these terms and conditions (“Terms”). By accessing this website and/or any products or services offered through this website, you acknowledge and accept these Terms. You are responsible for reviewing these Terms, and you should not use this website or any products or services offered through this website if you do not agree to these Terms or if you do not understand them.

PERMISSION TO USE THE WEBSITE

Only persons in Canada and the United States may access the DevSM website. The products and services referenced on the website are available only in Canada and the United States and are not intended for persons who reside or are located outside Canada or the United States. The website may be used only by individuals who have reached the age of majority in their jurisdiction of residence, can form legally binding contracts under applicable law, and have accepted these Terms. You may not use the website if DevSM has previously revoked or terminated its permission for you to do so.

If you will be using the website or any products or services offered through the website on behalf of an entity or other organization, you agree to these Terms on behalf of that entity or organization and you represent that you have such authority. “You” and “your” will refer to that entity or organization.

INTELLECTUAL PROPERTY

The content of this website including text, graphics, trademarks, logos, and other material is protected by copyright and trademark laws. These materials may not be copied, published, or sent to others in any way without the written consent of DevSM. These rights are protected by Canadian copyright and trademark law and other national and international laws and agreements. Nothing appearing on or in connection with the website may be construed as granting, by implication, estoppel, or otherwise, any licence or right to use any trademarks, service marks, trade names or logos displayed on or in connection with the website.

You may use this website solely for personal information purposes. You may not use any technologies that enable you to modify the website, and you may not

(a) modify, adapt, or create derivative works from this website or any part of it;

(b) decompile, translate, copy, mirror, frame, scrape, reproduce, distribute, republish, download, or attempt to reconstruct, identify or discover any source code, underlying ideas, underlying user interface techniques or algorithms of this website or any part, feature, function, or user interface of it;

(c) use this website to store or transmit viruses, worms, time bombs, trojan horses or other harmful or malicious codes, files, scripts, agents, or programs;

(d) attempt to gain unauthorized access to any system or network related to this website; or

(e) interfere with or disrupt the integrity or performance of this website or any third-party data contained in it.

NO ADVICE

This website is for informational purposes only. This website is not

(a) a comprehensive statement concerning the matters addressed on it;

(b) investment, tax, banking, accounting, financial, securities, legal, or other professional or expert advice or recommendations; or

You should obtain appropriate professional advice before making any decisions or taking any actions based on information provided on this website.

USER SUBMISSIONS

You must comply with all applicable laws and regulations when making posts or transmissions to or from this website. You are prohibited from posting or transmitting any unlawful, threatening, libelous, profane, defamatory, obscene or pornographic material, or any material that would infringe the copyright or intellectual property rights of another party if used without the party’s permission, or any software that contains a virus, defect or other harmful or disruptive component. By transmitting any communications to this website, you warrant that such communications are original to you or that you have authorization to publicly communicate them, and you waive all moral rights or other similar rights in those communications.

You are discouraged from posting or transmitting any financial information or sensitive personal information through this website, and if you post or transmit any such information, you assume any risks of unauthorized access to such information. Additionally, you are responsible for the accuracy of all information that you post or transmit to this site, as well as for obtaining the consent of any other person whose information you post or transmit to this site. By inputting any information of another person, you represent and warrant that you have strictly complied with all applicable laws and regulations in collecting, storing, using, and disclosing such information. Without in any way limiting the generality of the foregoing, by posting or transmitting any information about any other person, you represent and warrant that you have obtained the express and informed consent of such person (or in the case of a minor, the consent of their parents or legal guardians) to your sharing their information and for DevSM and its employees and agents to use such information for the purposes for which you submitted it.

You will be responsible for any and all loss, damage, liabilities, obligations, or additional costs that you, DevSM, or any other person incurs as a result of your submission of any false, incomplete, inaccurate, or outdated information. If you use the website or email to communicate with DevSM, you authorize us to accept those communications as if they had been given directly by you in writing and signed by you, and to respond to your communications by internet communications, email or other means.

We may refuse to process any communications sent to us, or may reverse the processing of any communications sent to us, in our sole discretion and without notification or liability, including, without limitation, where

(a) the communications violate any provision of these Terms or any other agreement you have with DevSM;

(b) DevSM determines that the communications may be fraudulent or otherwise illegal; or

LINKS TO THE WEBSITE

Links to this website without prior written permission from DevSM are strictly prohibited. If permission is given, DevSM may in its discretion revoke the permission at any time without any notice or liability.

LINKS TO THIRD PARTY CONTENT

Any links from this site to third party websites that are not under the control of DevSM are provided solely for your convenience, and DevSM is not responsible for the contents of any linked site. DevSM does not endorse or make any representations or warranties about those sites, or any information, software, or other products or materials found there, or any results that may be obtained from using them.

SECURITY

Any information sent or received over the internet is generally not secure and may be intercepted, lost or altered. DevSM cannot guarantee the security of any communication sent through this website and does not assume any responsibility or risk for your use of the internet.

DISCLAIMER AND LIMITATION OF LIABILITY

We take care to ensure that the information on this site is accurate, timely, and up to date, but we do not make any guarantee of the quality, accuracy, timeliness, completeness, or reasonableness of information on it, nor do we guarantee any results from participation in DevSM courses or purchase of other products or services through this website.

This site, the products and services provided on or through this site, and links to other sites are provided “as is” and “as available” without warranty or condition of any kind, whether express, statutory, or implied, including without limitation representations, warranties or conditions of or relating to performance, quality, security, availability, merchantability, fitness for a particular purpose, title, or non-infringement of intellectual property, all of which are hereby waived by you and disclaimed by DevSM to the fullest extent permissible under applicable law. For greater certainty, DevSM makes no representation, warranty, condition, or guarantee that the website, products, or services will meet your requirements, will be compatible with your computer and related equipment and software, or will be free of viruses, trojan horses, worms or other destructive components.

Without limiting the generality of the foregoing, DevSM, its officers, directors, employees, agents, third-party content providers, sponsors, and licensors expressly disclaim any warranty of the accuracy, timeliness, fitness, security, or completeness of the materials on this website, including, without limitation, information regarding services, products, or prices described, to the fullest extent permissible under applicable law.

You are solely responsible for

(a) obtaining, configuring and maintaining all computer hardware, software, and other equipment and services necessary for you to access and use the website and/or products and services offered through the website;

(b) scanning for and preventing the receipt and transmission of viruses, trojan horses, worms, or other destructive or disruptive components; and

(c) maintaining a complete and current backup of all information and data in your computer system prior to accessing or using the website.

In no event will DevSM, its suppliers, affiliates, agents, employees, officers, directors, or other third parties be liable for any damages whatsoever, including direct, indirect, special, exemplary, consequential, punitive, or otherwise (including, without limitation, liability for loss of use, data, goodwill, revenue or profits or business interruption), arising out of the use, inability to use, or the results of use of this website, any website linked to this website, or the materials or information contained at any such sites, including, without limitation, those resulting from acts of God, communication failures, theft, destruction or unauthorized access to DevSM records, programs, or services, whether based on warranty, contract, tort or other legal theory, whether for negligence or gross negligence, whether or not reasonably foreseeable, and whether or not advised of the possibility of such damages. If your use of the materials, links, or information from this site results in the need for servicing, repair or correction of equipment or information, you assume all costs thereof.

Certain information available on, through or in connection with the website, including statements that may contain words such as “could”, “expect”, “believe”, “plan”, “may, “will”, and similar expressions, and statements relating to matters that are not historical facts, are forward-looking statements. Actual results, performances, or achievements may be materially different from results, performances, or achievements expressed or implied by such forward-looking statements. Forward-looking statements are qualified by known and unknown risks and uncertainties surrounding future expectations. These include but are not limited to risks associated with general industry and market conditions and growth rates; international growth and global economic conditions, including interest rate and currency exchange fluctuations; adverse regulatory action; technological change; taxation; availability of sufficient funding; and generation of operating cash flow sufficient to provide financial viability. We disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

INDEMNIFICATION

You agree to indemnify DevSM and its directors, officers, employees and agents for all claims, loss, or damage of any kind, including without limitation reasonable legal fees and expenses, resulting from or arising out of (1) your breach of these Terms, (2) your use of this website or of products or services offered through this website, including without limitation any claim of infringement of any intellectual property rights of any third party, or (3) any wrongful conduct by you or any person for whom you are responsible under this agreement or at law. You will assist and co-operate as fully as reasonably required by us in the defence of any such claim or demand.

CHANGES OR MAINTENANCE

DevSM reserves the right, in our sole discretion, and for any reason whatsoever, to terminate, suspend, or change any aspect of the website or products or services offered through the website, including but not limited to content, prices, features or hours of availability. We may impose limits on certain features of the site or restrict your access to any part or all of the site without notice or penalty. You agree that we will not be liable to you or to any third party for any such limitation, modification, change, suspension or discontinuance of the site.

Without in any way limiting the generality of the above, we make no representations that this website will operate uninterrupted or error-free. From time to time, staff may perform maintenance on this site. During this time, access to this site, the information it contains, and its features may be limited. We will not be liable to you or any other person for any loss or damage suffered by you or any other person as a result of any failure or refusal by us to give effect to, or for any failure or delay by us in receiving, accessing, processing or accepting, any communication sent to us by means of the website or otherwise, or any loss or damage suffered as a result of the operational failure, malfunction, interruption, change, amendment, or withdrawal of the website or any part of it.

TERMINATION

DevSM reserves the right to restrict or terminate your use of and/or access to its website and/or any content, products, or services offered through its website or to terminate your account if DevSM determines that you have violated these terms or use or that you have violated any other applicable rules, regulations, or conditions. DevSM reserves the right to refuse access to its website, content, products, or services to anyone in its sole discretion. Subject to applicable laws, DevSM may, in its sole discretion, refund the initial fee charged for any use of its website and/or any content, products, or services offered through its website or a pro-rata portion thereof consistent with DevSM’s refund policy, provided that not more than 30 days have elapsed since payment of such fee.

PRIVACY POLICY

We collect, use, and disclose personal information in accordance with the DevSM Privacy Policy, which we may change from time to time in our discretion without notifying or being liable to you or any other person by making an amended Privacy Policy accessible through the website. By accepting these Terms, and by using the website, you consent to the collection, use, and disclosure of your personal information by us in accordance with the Privacy Policy as it then reads.

GOVERNING LAW

This agreement is governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, and you consent to the exclusive jurisdiction and venue of the courts in the Province of Ontario over any disputes arising out of or relating to your use of this website and the materials contained in it.

AMENDMENTS

DevSM reserves the right to amend or modify these Terms at any time without notice, subject to applicable law. The most recent version of these Terms will be available each time you access the website. Your continued use of the website indicates your acceptance of and agreement to be bound by any changes to the Terms.

GENERAL PROVISIONS ABOUT THESE TERMS

If any provision of these Terms is found to be unlawful, void, or for any reason unenforceable, then that provision will be deemed to be severed from the rest of these Terms and will not affect the validity and enforceability of any remaining provisions.

These Terms enure to the benefit of and are binding on DevSM and its successors, assigns, and related persons, and you and your heirs, executors, administrators, successors, permitted assigns and personal representatives. These Terms contain provisions for the benefit of DevSM and its directors, officers, employees, agents, information providers, service providers, suppliers, subcontractors, licensors, and licensees, and other related, associated, or affiliated persons, each of whom has the right to assert and enforce such provisions directly.

If a party consents to or waives any breach or default by the other party of that party’s obligations under these Terms, this will not be deemed to be a consent to, or waiver of, a continuing breach or default or any other breach or default of the obligations of that party. No consent or waiver will be effective unless in writing and signed by all parties.