Legal

TGSI Terms and Conditions of Use

Top Grade Solutions Inc. and its subsidiaries, affiliates and people (collectively "TGSI") invite you to become our guest and enter our website.

As a guest, your use in any way of the TGSI world wide website ("Site") is conditioned upon and subject to the following terms and conditions and all applicable laws. By accessing, browsing, and/or using the information ("Content") of this Site, you accept the following terms and conditions ("Terms"), without limitation or qualification.

Nothing contained in this site shall be construed as conferring by implication, estoppel, or otherwise, any license or right to any copyright, patent, trademark or other proprietary interest of TGSI.

Proprietary Rights
The Content located on this Site, including the intellectual property in the underlying programming, text, animations, and other content that is made available to you at the Site are protected by copyright, trademark and other forms of proprietary rights. All right, title and interest in and to the Contents are owned, licensed or controlled by TGSI or the party credited as the provider of the Contents ("Third Party Provider"). All trademarks used or referred to in this website are the property of their respective owners.

The services, as well as synthesis of ideas and/or processes described in this Site may be the subject of intellectual property rights reserved by TGSI or other third parties.

Using the Contents
Except as otherwise indicated with respect to a particular portion, file, or document provided on this website, you may only view and print one copy of the Content for your own personal, noncommercial use, provided that you do not modify or delete the Content in any way and you keep intact all copyright, trademark, and other proprietary notices. You may not copy, store, either in hardcopy or in an electronic retrieval system, transmit, transfer, perform, broadcast, publish, reproduce, create a derivative work from, display, distribute, sell, license, rent, lease or otherwise transfer any of the Content to any third person (including, without limitation, others in your company or organization) whether for direct commercial or monetary gain or otherwise without the prior written permission of TGSI. Requests for permission must be in writing and should be sent to: TGSI Permissions; 1000, 888 3rd St SW.; Calgary, AB, Canada; T2P 5C5

Alternatively, TGSI may choose to issue a new (unique) Guest ID and password for a third person; such an act confirms the third person has permission to access the Site, subject to the same Terms and Conditions of Use that all guests must adhere to.

Disclaimers and Limitation of Liability
The information provided on this site is free of charge and for informational purposes only and does not create a business or professional services relationship between you and TGSI. The Contents have been compiled by TGSI from internal and external sources. However, while TGSI has attempted to provide accurate information on this Site FROM SOURCES BELIEVED TO BE RELIABLE, no representation is made or warranty given as to the completeness, accuracy or currentness of the Contents. In particular, you should be aware that the Contents may be incomplete, may contain errors or may have become out of date. You should therefore independently verify information obtained from this Site before relying upon it in any manner. FOR FURTHER CLARITY: THE INFORMATION PROVIDED TO YOU ON THIS SITE IS ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND. TGSI, THE THIRD PARTY PROVIDERS, AND THEIR RESPECTIVE AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND LICENSORS CANNOT AND DO NOT MAKE ANY REPRESENTATIONS AND, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, HEREBY DISCLAIM WITH RESPECT TO THIS SITE AND THE CONTENTS ALL EXPRESS, IMPLIED AND STATUTORY WARRANTIES OF ANY KIND TO YOU OR ANY THIRD PARTY, INCLUDING, BUT NOT LIMITED TO, REPRESENTATIONS AND WARRANTIES REGARDING ACCURACY, TIMELINESS, COMPLETENESS, CURRENTNESS, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR ANY PARTICULAR PURPOSE, OR ANY REPRESENTATIONS OR WARRANTIES ARISING FROM USAGE OR CUSTOM OR TRADE OR BY OPERATION OF LAW. TGSI, THE THIRD PARTY PROVIDERS, AND THEIR RESPECTIVE AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND LICENSORS ASSUME NO RESPONSIBILITY FOR THE CONSEQUENCES OF ANY ERRORS OR OMISSIONS.

Without regard to the form of action and whether in contract, tort, negligence, strict liability, or otherwise, IN NO EVENT SHALL TGSI, OR ANY THIRD PARTY PROVIDER, OR ANY OF THEIR RESPECTIVE AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR LICENSORS BE LIABLE FOR ANY direct, indirect, incidental, special, exemplary, consequential, or other DAMAGES (including, but not limited to, lost profits, business interruption, loss of programs or data) SUFFERED BY OR INJURY CAUSED TO ANY PARTY, RESULTING FROM YOUR ACCESS TO, OR INABILITY TO ACCESS, THIS SITE, OR FROM YOUR RELIANCE ON ANY CONTENT PROVIDED on or accessed through THIS SITE, EVEN IF TGSI AND/OR ITS SUBSIDIARIES AND/OR AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Links To Third Party Websites & Framing
This Site may provide links or references to other sites, including but not limited to sites provided by the government bodies, and news wire services. TGSI has no responsibility for the content of these other sites, does not make any representations or give any warranties with respect to any information contained in or at these other sites and shall not be liable for any damages or injury arising from the content of these other sites. TGSI does not endorse companies or products to which it has provided links. Any links to other sites are provided merely as a convenience to the users of this Site and, if you decide to access any of the third party sites linked to this Site, you do so entirely at your own risk. TGSI reserves the right to terminate any link or linking program at any time. There may be circumstances in which access to this Site is provided by a hypertext link located at another website. TGSI is not responsible for, nor has it developed or reviewed, the content or privacy policy at those sites. TGSI does not make any representations or give any warranties with respect to any information contained in or at these other sites and TGSI shall not be liable for any damages or injury arising from the content of these other sites. TGSI does not endorse the individuals, companies or other similar entities, or any products or materials associated with such individuals, companies or other similar entities, which provide a link to this Site on their respective websites. Unless approved in writing in advance by TGSI, you agree not to:

  1. provide or create a link to this Site; and
  2. create any frames at any other websites pertaining to any of the Materials located at this Site.
  3. Contact the TGSI webmaster to seek approval for linking to this Site.

TGSI reserves the right to disable any unauthorized links or frames.

All information provided by third parties is the property of their respective owners.

Supplier Communications and Conduct
The supplier ("Supplier"), who makes offerings or quotations to TGSI in the hopes of selling to TGSI clients, hereby agrees that it is reasonable that TGSI expects to be provided with accurate information and that the Supplier's people conduct themselves with high standards of honesty and integrity. The Supplier further agrees that TGSI could not reasonably make recommendations to its clients without such trust. The Supplier further agrees that if a person could reasonably believe that the Supplier has not held true to the representations made by its people in the past and present, or that the Supplier is not observing the letter and spirit of contracts entered into with TGSI or its clients, then it would be reasonable for such a person, and so by extension also for TGSI, to have reservations about making recommendations around the use of that Supplier's offerings in the present and future. The Supplier acknowledges that it is in no way disadvantaged by this Agreement's expectations. The Supplier agrees unconditionally that it is reasonable for TGSI to have a policy that in cases of misconduct by a Supplier, TGSI has the right, in its sole discretion, to temporarily, intermittently, or permanently discontinue considering the Supplier's offerings to TGSI's clients.

Therefore, without regard to the form of action and whether in contract, tort, negligence, strict liability, or otherwise, the Supplier acknowledges that IN NO EVENT SHALL TGSI, OR ANY OF ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR LICENSORS BE LIABLE FOR ANY direct, indirect, incidental, special, exemplary, consequential, or other DAMAGES (including, but not limited to, lost profits, business interruption, loss of business and/or loss of future business) SUFFERED BY OR INJURY CAUSED TO ANY SUPPLIER, RESULTING FROM THE EXERCISE OF THIS POLICY, EVEN IF TGSI AND/OR ITS SUBSIDIARIES AND/OR AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

User Communications
Due to the open nature of the Internet, TGSI recommends that you do not submit to TGSI by electronic means any information you consider to be confidential. Accordingly, please do not communicate unauthorized idea submissions to TGSI through this website. Further, TGSI does not accept unauthorized idea submissions outside of established business relationships. Without a clear business relationship, TGSI cannot and does not treat any such submissions in confidence. When choosing to make a submission, you represent that you have the lawful right to submit such information and agree that you will not submit any information unless you are legally entitled to do so. Any ideas disclosed to TGSI outside a pre-existing and documented confidential business relationship are not confidential and therefore TGSI is under no obligation to

  1. protect the confidentiality of your idea or compensate you for its disclosure or use, or
  2. refrain from reproducing, publishing or otherwise using communications you send to or receive from this Site or otherwise send to or receive from TGSI by electronic mail or other electronic means, including any ideas, inventions, concepts, techniques or know-how disclosed therein, for any purpose, including the developing, manufacturing and/or marketing of products or services incorporating such information. In such cases, TGSI may use similar ideas without compensating you or accounting to you.

By submitting an idea or other detailed submission to TGSI without a documented confidential business relationship, you agree to be bound by the terms of this stated policy.

Monitoring
For quality assurance, accuracy, training, and compliance purposes, TGSI people's interaction with internal and external parties may be monitored and recorded.

Violations of the Code of Conduct
TGSI reserves the right to seek all remedies available at law and in equity for violations of the Code of Conduct, including but not limited to:

  1. In cases of misconduct by TGSI staff, the right to terminate a TGSI person's employment; in cases with contractors to TGSI, the right to cancel any contract immediately,
  2. In cases of misconduct by a Supplier, the right to temporarily, intermittently, or permanently discontinue considering the Supplier's offerings to TGSI's clients.

Products And Services Availability
TGSI is a service provider operating in some, but not all, markets within North America. Therefore, it may provide access to market-specific information, which information may contain references or cross references to programs and services that are not currently available in all markets where TGSI conducts business. TGSI's provision of references to such programs and services does not necessarily mean or otherwise imply that the products, programs and services announced or discussed are available in all markets where TGSI conducts business.

Updates
The Materials published on this Site may include technical inaccuracies or typographical errors. TGSI shall have the right to revise these Terms at any time by posting revised Terms on this Site. By using this Site, you agree to be bound by any such revisions and should therefore periodically visit this posting to determine the then-current Terms to which you are bound.

Changes to Terms and Conditions of Use
TGSI reserves the right to revise these Terms at any time, and such modifications shall be effective immediately upon posting of the modified agreement on this Site. You agree to review the Terms periodically to be aware of such modifications and your continued access or use of the Site shall be deemed your conclusive acceptance of such modified Terms. Certain information of historical and/or archival nature is made available on the Site including, but not limited to, press releases and letters of reference, portions of which may become superceded or may be updated or corrected. Changes including, but not limited to, descriptions of TGSI's corporate directors, improvements and/or changes in the services and/or the programs available may be made periodically to the Content, without notice.

TGSI does not make any representations or give any warranties with respect to the currentness or completeness of such information and shall not be liable for any damages or injury arising from reliance on such information.

Governing Law and Jurisdiction
TGSI maintains this site in Alberta, Canada and you agree that these "Terms" and any legal action or proceeding relating to this site shall be governed by the laws of the Province of Alberta without reference to its choice of law rules.

If you attempt to bring any legal proceedings against TGSI you specifically acknowledge that TGSI is free to choose the jurisdiction of our preference as to where such action against us may be held. As you have agreed by using this site to choose the laws of the Province of Alberta to govern any such proceedings, we will probably choose to defend any such action in Alberta and we can make this decision entirely as it suits us, without regard to where in the world you are located, or from where in the world you visited this site.

Compliance With Laws
You are responsible for complying with the laws of the jurisdiction from which you are accessing this site and you agree that you will not access or use the information on this site in violation of such laws.

Waiver
No delay or omission by TGSI to exercise any right occurring upon any noncompliance on your part with respect to any of the terms of this Agreement shall impair any such right or power or be construed to be a waiver thereof. Any waiver by TGSI of any of the covenants, conditions or agreements to be performed by you shall not be construed to be a waiver of any succeeding breach thereof or of any covenant, condition or agreement herein contained.

Trademarks

TGSI, Top Grade Solutions Inc., Transaction Guidance, Transaction Guidance Services, Reaching for New Levels, Reach for New Levels, Leveraging Your Transactions, and the TGSI logos, taglines and designs are trademarks of Top Grade Solutions Inc. Any use of TGSI logos, designs, or service names or tag lines without Top Grade Solutions Inc.'s prior written permission is strictly prohibited.

Violations of Terms and Conditions of Use
TGSI reserves the right to seek all remedies available at law and in equity for violations of these Terms and Conditions of Use, including the right to block access from a particular Internet address to our site, and to disable any Guest IDs possibly involved in a violation.

© Copyright 2003-2008 Top Grade Solutions Inc. All Rights Reserved.    TGSI is a trademark of Top Grade Solutions Inc.