Terms of use
Baker Tilly Canada Cooperative
Website Terms of Use
Last Updated: January 7, 2018.
PLEASE CAREFULLY READ THESE TERMS OF USE BEFORE USING THE BAKER TILLY WEBSITE. THESE TERMS OF USE ARE A BINDING AGREEMENT THAT GOVERNS USE OF THE BAKER TILLY WEBSITE, EXEMPTS BAKER TILLY AND OTHER PERSONS FROM LIABILITY, SPECIFIES THE JURISDICTION FOR THE RESOLUTION OF DISPUTES AND CONTAINS OTHER IMPORTANT PROVISIONS.
BY USING THE BAKER TILLY WEBSITE, YOU ACKNOWLEDGE AND SIGNIFY THAT YOU HAVE READ, UNDERSTAND AND AGREE TO THESE TERMS OF USE. IF YOU DO NOT AGREE TO THESE TERMS OF USE, THEN YOU MAY NOT USE THE BAKER TILLY WEBSITE.
1. Your Acceptance of these Terms of Use
These Terms of Use are a binding agreement between you and Baker Tilly Canada Cooperative (“Baker Tilly”) regarding your access to and use of the Baker Tilly website (the “Website”). Each time you use the Website, you signify your unconditional acceptance and agreement, without limitation or qualification, to the most current version of these Terms of Use. If you do not unconditionally accept and agree to these Terms of Use, then you may not use the Website.
In these Terms of Use, a reference to the Website includes all of the Website’s content (including all text, graphics, images, video, and other elements available on or through the Website) and the design, structure, selection, arrangement and look and feel of each element of Website content and the Website as a whole.
2. Baker Tilly Member Firms
You acknowledge that Baker Tilly is a cooperative association incorporated under the Canada Cooperatives Act, the members of which are separate and independent firms (each, a “Member Firm”) operating under the Baker TillyTM brand.
If you contact a Member Firm or retain a Member Firm to provide any services to you, you acknowledge and agree that: (a) the Member Firm you have retained will be solely responsible for the services and work product provided to you and for any other act or omission; (b) if you have any claim arising out of services or work product provided to you by any Member Firm, whether for breach of contract, negligence or otherwise, your sole and exclusive claim and remedies will be against the Member Firm that provided the services or work product to you; and (c) you will not make any claim against Baker Tilly, any other Member Firm, Baker Tilly International Limited or any of their affiliates arising out of any services or work product provided to you by the Member Firm retained by you, and you hereby release Baker Tilly Canada, any other Member Firm, Baker Tilly International Limited and their affiliates from any liability or obligations arising out of any claim you may have against the Member Firm retained by you.
For an explanation of the relationship between Baker Tilly, Baker Tilly International Limited and Member Firms, please visit the Legal Notes page.
3. Other Agreements
These Terms of Use related to the Website only. Products and services advertised on or available through the Website are governed by other applicable agreements prescribed by Baker Tilly or any of its Member Firms (collectively, the “Other Agreements”). If there is a conflict or inconsistency between any Other Agreements and these Terms of Use, the Other Agreements will govern regarding the specific purchase, portion, feature or service to which they apply.
4. Changes to these Terms of Use
Baker Tilly in its discretion may change these Terms of Use at any time and from time to time, without any prior notice, by posting the changed Terms of Use. The changed Terms of Use are effective immediately on posting on the Website, unless the changed Terms of Use expressly state otherwise. It is your responsibility to check the “Last Updated” date at the top of these Terms of Use and review any changes since the previous version. By using the Website after these Terms of Use have been changed by Baker Tilly, you signify your unconditional acceptance and agreement to be bound by the changed Terms of Use. You may not change these Terms of Use in any manner.
5. Permitted Users
The Website may be used only by individuals (natural persons) who are located in Canada, are the age of majority (which in most jurisdictions is either 18 or 19 years) in the jurisdiction in which they live and are capable of forming a binding contract under applicable law. The Website may not be used by individuals who are located outside Canada. You may not use the Website if you do not accept and agree to these Terms of Use, if you have breached these Terms of Use or if your permission to use the Website has been suspended or terminated by Baker Tilly.
6. Privacy Policy
The Website collects information that you specifically and knowingly provide, and uses technological measures to collect information about your use of the Website. By using the Website, you consent to the collection, use, disclosure and retention of your personal information by or on behalf of Baker Tilly as explained in the Baker Tilly Privacy Policy, as revised from time to time, and as otherwise permitted by applicable law.
7. No Advice
The Website is for informational and educational purposes only. The Website is not intended to be a comprehensive or detailed statements concerning the matters addressed, and is not professional advice or recommendations (including accounting, tax, financial or other professional advice). It is your responsibility to obtain appropriate advice suitable to your particular circumstances from a qualified professional before acting or omitting to act based on any information obtained on or though the Website.
8. Permitted and Prohibited Use of the Website
Subject to these Terms of Use and all applicable laws, you may use the Website for your lawful, personal use for non‑commercial purposes only, only in the manner purposefully made available by the Website and subject to these Terms of Use and all applicable laws. Use of the Website for any other purpose or in any other manner is strictly prohibited.
You will not: (a) use the Website in any manner or for any purpose except as expressly permitted by these Terms of Use; (b) use the Website for a commercial or business purpose (whether or not for profit) or on behalf of, or for the benefit of, any other person; (c) attempt to circumvent the ordinary navigational structure, technical delivery systems or display of the Website or attempt to access or use the Website by any means that is not purposely made available for that purpose by Baker Tilly; (d) use the Website in a way that interferes with or disrupts the security, integrity, functionality, operation or performance of the Website or any related computer system, network or data; (e) license, sublicense, grant, sell, resell, lend, rent, lease, loan, share, transfer, assign, pledge, copy, reproduce, distribute, imitate, publish, republish, translate, repost, publicly display, publicly perform, transmit, distribute, create any interest in, commercially exploit, or otherwise give or make available or permit access or use of the Website to or for the benefit of any other person, whether as a service bureau or otherwise, and with or without charge; (f) index, crawl, catalogue, mirror, frame, scrape, cache, or otherwise collect or mine data from the Website for any purpose whatsoever, using any technologies, tools or methods (including robots, spiders, crawlers, or other automatic devices, programs or methodologies) whatsoever; (g) alter, violate, circumvent, conceal, modify or remove any notices (including proprietary rights notices), proprietary codes or locks, means of identification, digital rights tools or management information, technological protection measures, security or control measures, or agreements on, in or in relation to the Website; or (h) authorize, permit, assist, encourage or enable any other person to do any of the foregoing or to use the Website in a way that would constitute an infringement of the rights of Baker Tilly or a breach of these Terms of Use if it were done by you. The foregoing restrictions do not apply if and to the extent, but only to the extent, that the restrictions are prohibited by applicable law.
9. Ownership of Website
Copyright © 2018. Baker Tilly Canada Cooperative. All Rights Reserved. The Website and the technologies and data used to operate the Website and all related proprietary rights (including copyright) are owned solely by Baker Tilly and its licensors and are protected by Canadian and international intellectual property laws. You will not acquire any right, title or interest in, to or associated with the Website or any related technologies and data.
10. Trademarks
Baker TillyTM, the Baker Tilly logo and other Baker Tilly trademarks are registered or unregistered trademarks, service marks and trade names owned or used under license by Baker Tilly. Other product and company names and logos appearing on the Website may be registered or unregistered trademarks, service marks or trade names of their respective owners. Any use of the trademarks, service marks or trade names displayed on the Website is strictly prohibited, and nothing appearing on the Website will be construed as granting, by implication, estoppel, or otherwise, any licence or right to use any of those trademarks, service marks or trade names.
11. Feedback
If you give feedback about the Website (including any ideas or suggestions for enhancements or improvements) to Baker Tilly, then Baker Tilly and its Member Firms, suppliers and licensors and their respective successors, assigns and licensees may use and commercialize the feedback in any way and for any purpose without providing any compensation or attribution to you or any other person.
12. Linked Sites
For your convenience, the Website may provide links or references to Internet sites or resources operated by independent persons, including Member Firms (collectively “Linked Sites”). Activating a link may cause your browser to leave the Website and connect with the Linked Site. Linked Sites are independent from Baker Tilly, and Baker Tilly does not endorse, and have responsibility or liability for or control over, any Linked Site, any products, services or content available through a Linked Site or the collection of your personal information through a Linked Site or by the owner or operator of a Linked Site. Your use of a Linked Site and your dealings with the owner or operator of a Linked Site, including a Member Firm, are at your own risk, and you will not make any claim against Baker Tilly arising from, connected with, or relating to your use of a Linked Site, your dealings with the owner or operator of a Linked Site, including a Member Firm, or any product, service or content available through a Linked Site.
13. Disclaimers and Exclusion of Liability
General Disclaimers: To the fullest extent permitted by applicable law, the Website is made available and provided to you on an “as is”, “as available” and “with all faults” basis and without any representation, warranty, condition or guarantee of any nature or kind whatsoever, whether express, implied or statutory, or arising from custom or trade usage or by any course of dealing or course of performance, including any representation, warranty, condition or guarantee of or relating to accuracy, availability, completeness, timeliness, lack of errors, viruses or other harmful components, correction of defects, security, reliability, quality, fitness for a particular purpose, merchantability, non‑infringement or results, all of which are hereby waived by you and disclaimed by Baker Tilly Group to the fullest extent permitted by applicable law; and no representation, warranty, condition or guarantee is or will be created by any advice or information, whether oral or written, provided by or on behalf of Baker Tilly Group. If you are dissatisfied with the Website, your sole remedy is to stop using the Website.
Technology Disclaimers: The Website may be subject to limitations, delays and other problems inherent in the use of the Internet and electronic communications. Baker Tilly Group is not responsible or liable for any delays, delivery failures or other damage or loss resulting from any of those problems.
Linked Sites Disclaimers: Without limiting any other disclaimer, you are solely responsible for the selection of Linked Sites to achieve your intended results, and you access and use Linked Sites at your own risk. Baker Tilly Group does not make or give any representation, warranty, condition or guarantee of any nature or kind whatsoever (whether express, implied or statutory, or arising from custom or trade usage or by any course of dealing or course of performance) regarding any Linked Site. Baker Tilly Group does not control, and is not responsible or liable for, any Linked Site.
Exclusion of Liability: To the fullest extent permitted by applicable law, in no event and under no circumstances will Baker Tilly Group be liable to you or any other person for any loss, damage or liability (including direct, indirect, special, incidental, consequential, exemplary and punitive damages) arising from, connected with or relating to your use of or inability to use the Website or any related matter under any theory (including contract, tort, strict liability, statutory liability or any other theory of law), regardless of any negligence or other fault or wrongdoing (including fundamental breach or gross negligence) by or on behalf of Baker Tilly Group even if other remedies are not available or do not adequately compensate you or any other person for the loss, damage and liability, and even if Baker Tilly Group knew or should have known the possibility of the loss, damage or liability being incurred.
Definition: In these Terms of Use, “Baker Tilly Group” means Baker Tilly Inc. and each of its Member Firms, licensors, suppliers and service providers, and each of their respective directors, officers, employees, contractors, agents, shareholders, distributors and representatives, jointly and severally.
The foregoing disclaimers and exclusions of liability do not apply if and to the extent prohibited by applicable law.
14. Restrictions/Changes/Termination
The Website may contain technologies that restrict or limit the use of the Website (including restrictions based on time or location). Baker Tilly in its discretion may change, suspend or terminate the Website, or limit, suspend or terminate your use of the Website, effective immediately at any time and without any prior notice or liability to you or any other person. The Website may be interrupted or unavailable from time to time, including for maintenance or due to causes beyond the control of Baker Tilly, all without notice or liability to you or any other person.
If your permission to use the Website is terminated for any reason, then these Terms of Use will continue to apply and be binding regarding your access to and use of the Website before termination and all related matters (including any related dispute).
15. Governing Law
These Terms of Use and the Website and all related matters are governed by, and will be construed and interpreted solely in accordance with, the laws of the Province of Ontario, Canada and applicable federal laws of Canada, excluding any rules of private international law or the conflict of laws that would lead to the application of the laws of any other jurisdiction.
16. Disputes
All disputes arising from, connected with or relating to these Terms of Use, your use of the Website or any related matter will be resolved before the Ontario Superior Court of Justice sitting in the City of Toronto, and you and Baker Tilly each hereby irrevocably submit and attorn to the original and exclusive jurisdiction of that court in respect of all disputes, except that Baker Tilly in its discretion may commence legal proceedings against you in the courts of any other jurisdiction seeking injunctive relief (or similar urgent legal remedies) to enforce these Terms of Use and protect Baker Tilly’s rights in, to and associated with the Website and its content.
17. Indemnification of Baker Tilly Group
You will defend, indemnify and save and hold harmless each member of Baker Tilly Group and their successors and assigns from and against any and all losses, damages, liabilities, costs, claims, complaints, demands, actions, suits and proceedings (including reasonable lawyers’ fees) arising from, connected with or relating to any breach by you of these Terms of Use or your use of the Website.
18. General Matters
Miscellaneous: These Terms of Use are binding on you and your heirs, executors, administrators, successors and personal representatives. These Terms of Use are for the benefit of Baker Tilly Group. No consent or waiver by Baker Tilly to or of any breach of these Terms of Use by you will be effective unless in writing and signed by Baker Tilly or will be considered to be a consent to or waiver of a continuing breach or any other breach by you. The rights and remedies of Baker Tilly Group under these Terms of Use are cumulative and not exhaustive or exclusive of any other rights or remedies to which Baker Tilly Group may be lawfully entitled under these Terms of Use or at law, and Baker Tilly Group may pursue any and all rights and remedies concurrently, consecutively and alternatively. You will not assign or transfer these Terms of Use or any of your rights and obligations under these Terms of Use without the express prior written consent of Baker Tilly, which consent may be withheld in Baker Tilly’s discretion. Baker Tilly may, without your consent, assign its rights and obligations under these Terms of Use. If any provision of these Terms of Use is held by a court or arbitrator of competent jurisdiction to be unenforceable or invalid for any reason, then the provision will be deemed severed from these Terms of Use and the remaining provisions will continue in full force and effect unless as a result of the severance these Terms of Use would fail in their essential purpose.
Interpretation: In these Terms of Use: (a) a reference to “Terms of Use” refers to these General Terms of Use as a whole, and not just to the particular provision in which those words appear; (b) headings are for reference only; (c) words importing the singular number only include the plural, and vice versa; (d) “person” includes an individual, corporation and any other legal entity; (e) “including” or “includes” means including or includes (as applicable) without limitation or restriction; (f) “law” includes common law, equity, statutes and regulations; and (g) “discretion” mean a person’s sole, absolute and unfettered discretion.
Complete Agreement: These Terms of Use set out the entire agreement between you and Baker Tilly regarding your use of the Website. These Terms of Use may not be modified except as set out in section 3. There are no representations, warranties, terms, conditions, undertakings or collateral agreements, express, implied or statutory, between you and Baker Tilly regarding the Website. For greater certainty, products and services advertised on or available through the Website are governed by other applicable agreements.
Language: You and Baker Tilly have each expressly requested and required that these Terms of Use and all related notices and other documents be drawn up in the English language. Les parties conviennent et exigent expressément que ce Contrat et tous les documents qui s'y rapportent soient rédigés en anglais. Subject to applicable law, any non‑English translation of these Terms of Use provided by Baker Tilly is for convenience only, and if there is a conflict or inconsistency between the English version and a non‑English version then the English version of these Terms of Use will take priority and govern.
If you have any questions or comments regarding these Terms of Use, please contact Baker Tilly’s customer care at termsofuse@bakertilly.ca.
IF YOU DO NOT ACCEPT AND AGREE TO THESE TERMS AND CONDITIONS, THEN YOU MAY NOT USE THE WEBSITE.
