IMPORTANT! YOUR ACCESS TO, USE OF, OR REGISTRATION ON WWW.GRANDCHALLENGES.CA, THE GRAND CHALLENGES CANADA COMMUNITY PORTAL AT HTTPS://GCC.FLUXX.IO (THE “COMMUNITY PORTAL”), OR ANY OTHER GRAND CHALLENGES CANADA WEB PROPERTIES OR THIRD-PARTY SITES MANAGED BY GRAND CHALLENGES CANADA (TOGETHER, THE “WEBSITE”), OR YOUR PROVISION TO GRAND CHALLENGES CANADA OF ANY CONTENT OR PERSONAL INFORMATION, CONSTITUTES YOUR ACCEPTANCE OF, AND IS CONDITIONAL UPON YOUR ACCEPTANCE OF AND COMPLIANCE WITH, THESE TERMS AND CONDITIONS, INCLUDING THE GRAND CHALLENGES CANADA PRIVACY POLICY (THE “PRIVACY POLICY”), ALL AS AMENDED FROM TIME TO TIME. CAREFULLY READ ALL OF THE FOLLOWING TERMS AND CONDITIONS AND THE PRIVACY POLICY BEFORE PROCEEDING. IF YOU DO NOT AGREE WITH THEM OR IF YOUR JURISDICTION WILL NOT HONOUR THEM, YOU MAY NOT ACCESS OR USE THIS WEBSITE, NOR MAY YOU PROVIDE PERSONAL INFORMATION OR CONTENT TO THE WEBSITE OR TO GRAND CHALLENGES CANADA.
This Website Legal Terms and Disclaimer (the “Agreement”), which includes the Privacy Policy, is an agreement between you (“You”, “Your”, etc.) and Grand Challenges Canada, a federal non-share not-for-profit corporation incorporated pursuant to the laws of Canada (“Grand Challenges Canada”). Many users of the Website are employees or other agents of entities, so references to “You” means both: (1) any entity or individual that is Your employer or for whom You act as agent, and (2) the user individually, unless otherwise stated on the Website or in this Agreement. “We” and “Us” means both You and Grand Challenges Canada. The Agreement governs Your use of the Website and all information on or submitted through it.
You consent to the exchange of information and documents between Us electronically over the Internet or by e-mail. If You have joined Grand Challenges Canada’s mailing list (the “Mailing List”) and/or have registered on the Community Portal, Grand Challenges Canada may send You information and documents to the e-mail address You provided. You will send information and documents to Grand Challenges Canada by email to [email protected].
Ownership, Copyright, and Use of Content
The Website and the information and documents distributed to You via the Mailing List contain a variety of information, including information, content, reports, data, databases, graphics, images, photos, videos, sounds, music, interfaces, web pages, text, files, software, product names, company names, trade-marks, logos and trade names (collectively the “Content”). You acknowledge that the Content and the manner in which the Content is presented or appears, and all information relating thereto, are the property of Grand Challenges Canada or its licensors, as the case may be. You agree that the Content is protected by Canadian and international intellectual and industrial property rights, including copyrights, trademarks and other proprietary rights.
Grand Challenges Canada grants You a personal, non-transferable and non-exclusive license to access, display, read, or print the Content for Your own personal non-commercial use. You may provide a link to the Website and you may share the Content on social media platforms where the Website provides an embedded “Share” option. The Content may not be otherwise reproduced, republished, modified, or re-disseminated without the prior written consent of Grand Challenges Canada, and in no event may You sell the Content or otherwise distribute it for a fee. If you would like to publish information or other Content that you find on the Website, Grand Challenges Canada’s written permission shall be required. Please send Your request to [email protected]. Your use of Grand Challenges Canada’s logo is subject to written consent and to compliance with the directions provided at:
The Website is controlled by Grand Challenges Canada from its offices in Canada. If You choose to access the Website from locations outside of Canada, You do so at Your own risk and You are responsible for compliance with any local laws.
Registration and Profiles; Attribution of Electronic Acts to You
For some areas of the Website, e.g. the Community Portal, You may have to complete a registration process or create a profile for use in applying for something (e.g. a job or a funding opportunity). Completion of the process may create an account with a user name and password or other identifier (“Credentials”) which You agree to guard as confidential information – if you are careless with it, others may be able to access the information. You agree to provide accurate, current and complete information at all times. You also agree that You will review, maintain, correct, and update information in a timely manner to maintain its accuracy and completeness. If You provide information that is inaccurate or incomplete, Grand Challenges Canada may suspend or terminate Your access, application, grant or participation in a program, in addition to exercising all available legal rights and remedies.
You agree that all uses of the Credentials established for You will be attributed to, and legally bind, You and may be relied upon by Grand Challenges Canada (including its directors, officers and employees) and its agents, affiliates, and other third parties with whom Grand Challenges Canada works including other funders and the Government of Canada (including their directors, officers and employees) (collectively, “Partners”), as being made by You, even if another party used Your Credentials.
User-Generated Content
You may be required to, or may wish to, provide or upload on the Website, e.g. on the Community Portal, or otherwise provide to Grand Challenges Canada or its Partners certain Content (the “User-Generated Content” or “UGC”). You represent and warrant that the UGC is: (1) wholly Your original work, or (2) that You have all necessary right, title, interest and licenses to upload it and/or make it available to Grand Challenges Canada, its Partners, and other users for use in accordance this Agreement without violation of any applicable laws, policies, agreements, or third party rights.
You grant Grand Challenges Canada, its Partners, and each Website user who accesses the UGC in compliance with this Agreement, a perpetual, nonexclusive, worldwide, royalty-free, fully paid up, irrevocable, sublicensable and assignable license to (1) use, copy, distribute, modify, and create derivative works from the UGC, and (2) publicly perform or display, license and distribute the UGC, including modifications or derivative works therefrom. You acknowledge that, without limitation, Grand Challenges Canada and its Partners may post the UGC on www.grandchallenges.ca or on Partner or other websites or social media platforms, including in modified form or in one or more derivative works. You waive any all moral rights in the UGC in favour of Grand Challenges Canada, its Partners, such Website users, and their respective sublicensees and assigns.
You agree that Grand Challenges Canada may keep the UGC indefinitely and disclose it for any purpose, including but not limited to (1) comply with applicable laws or legal processes, (2) enforce this Agreement, and (3) respond to claims that the UGC violates the rights of third parties.
You agree not to upload or provide UGC or any material whatsoever that (1) is defamatory, obscene, false, misleading, or invasive to another’s privacy or protected data, (2) infringes upon anyone’s intellectual property rights, including any patent, copyright, trademark, trade secret, or right of publicity, (3) depicts anyone without their permission, (4) contains any viruses or other harmful code, file, or program, or (5) violates any applicable license, law or contractual or fiduciary duty or provision.
Personal Information
The use by Grand Challenges Canada of Your personal information is governed by Grand Challenges Canada’s privacy policy (the “Privacy Policy”), which is an integral part of this Agreement, is incorporated herein, and can be found on www.grandchallenges.ca. You consent to the collection, use and disclosure of Your personal information in accordance with the terms of the Privacy Policy. DO NOT PROVIDE, OR ALLOW OTHERS TO PROVIDE, PERSONAL INFORMATION ABOUT ANYONE UNLESS YOU, ON YOUR OWN BEHALF AND ON BEHALF OF ANYONE WHOSE INFORMATION YOU PROVIDE: (A) HAVE REVIEWED AND AGREE WITH THE PRIVACY POLICY, AND (B) ARE AUTHORIZED TO, AND DO, CONSENT TO HAVE ALL DATA USED AND TRANSFERRED INTERNATIONALLY.
Community Portal
The Community Portal portion of the Website is provided by Grand Challenges Canada on behalf of itself and its Partners, to provide information and a portal for the submission and review of funding applications, reports, and other materials. As noted above, for access to the Community Portal, You will be required to have a user account, including Credentials. The Community Portal is for use only by persons or entities who are applying for or have received Grand Challenges Canada funding, or who have otherwise been authorized by Grand Challenges Canada to use the Portal (e.g. reviewers of funding applications) (“Authorized Users”). By accessing the Community Portal, You represent and warrant that you are an Authorized User and that You have received Credentials. You agree that all uses of Your Credentials will be attributed to You and legally bind You, and may be relied upon by Grand Challenges Canada and its Partners as a use of the Community Portal being made by You, even if another party used Your Credentials.
This Agreement, including the Privacy Policy, govern Your use of the Community Portal. If You do not agree with the terms and conditions of this Agreement or the Privacy Policy, do not log-in or use the Community Portal. You acknowledge and agree that all Content, including User Generated Content, submitted through the Community Portal is subject to all rights, licenses, representations, warranties, limitations, and other terms and conditions provided herein.
Limitation of Liability and Disclaimers
While Grand Challenges Canada has made reasonable efforts to ensure that information contained on the Website and in the Content is accurate, it does not warrant or guarantee: the accuracy, currency or completeness of the information or Content; that the Website will be available without interruption, error or omission; that defects will be corrected; or that the Website or the server(s) that make it available are free from viruses or other harmful components. The Website and the Content are provided “as is” and “as available” without representations, warranties or conditions of any kind, either express or implied. Grand Challenges Canada does not guarantee the confidentiality of any communication via e-mail or the Website.
The Content is provided for informational purposes only and should not be interpreted as a recommendation for any specific product, service, use or course of action. The Content on this Website is not intended to be used as a substitute of any kind for advice given by a physician, pharmacist, or other licensed health-care professional. You are solely responsible for Your retrieval and use of the Content. You should apply Your own judgment in making any use of any Content, including, without limitation, the use of the Content as the basis for any conclusions. Your use of the Content is at Your own risk.
Grand Challenges Canada assumes no obligation to update the Content or functionality on the Website. The Content and functionality may be changed at any time without notice to You. Grand Challenges Canada may also do this for particular activities or programs even if You have started to participate. For example, Grand Challenges Canada may change a job or a grant description at any time even if You have already applied.
Grand Challenges Canada is not responsible if you find any Content undesirable or objectionable. Grand Challenges Canada disclaims any liability for unauthorized use or reproduction of any portion of the Website. Grand Challenges Canada is not responsible for any loss resulting from Your access of the Content in territories or jurisdictions where such access may be illegal.
The Website may contain links to other sites. Grand Challenges Canada does not assume responsibility for the accuracy or appropriateness of the information, data, opinions, advice, or statements contained at such sites, and when You access such sites, You are doing so at Your own risk. In providing links to the other sites, Grand Challenges Canada is in no way acting as a publisher or disseminator of the material contained on those other sites and does not seek to monitor or control such sites. A link to another site should not be construed to mean that Grand Challenges Canada is affiliated or associated with that site. Grand Challenges Canada does not recommend or endorse any of the content, including without limitation any hyper-links to or content found, on other websites. The mention of another party or its product or service on this Website should not be construed as an endorsement of that party or its product or service.
IN NO EVENT WILL GRAND CHALLENGES CANADA, ITS PARTNERS, LICENSORS, SUPPLIERS, OR THEIR RESPECTIVE DIRECTORS, OFFICERS OR EMPLOYEES BE LIABLE FOR ANY LOSS, COST OR DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR HARM TO BUSINESS, LOSS OF PROFITS OR SAVINGS, PROGRAMS OR DATA, INTERRUPTION OF ACTIVITIES OR ANY OTHER PECUNIARY OR ECONOMIC LOSS) WHETHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, AGGRAVATED, ECONOMIC, CONSEQUENTIAL OR OTHERWISE ARISING OUT OF ANY USE OR MISUSE OF, OR ANY DEFECTS, INACCURACIES, ERRORS OR OMISSION IN, THIS WEBSITE OR ITS CONTENT, HOWSOEVER CAUSED, EVEN IF GRAND CHALLENGES CANADA OR ANY OF ITS LAWFUL AGENTS OR EMPLOYEES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF SUCH DAMAGES ARE REASONABLY FORESEEABLE.
Indemnity
You agree at all times to indemnify, defend and hold harmless Grand Challenges Canada and its Partners against all actions, proceedings, costs, claims, damages, demands, liabilities and expenses whatsoever (including legal and other fees and disbursements) sustained, incurred or paid by them directly or indirectly in respect of (1) any UGC You provide on or through the Website or which is sent to Grand Challenges Canada by You, (2) Your use or misuse of the Content or the Website, or (3) any breach or alleged breach of this Agreement by You.
Termination
Grand Challenges Canada may terminate this Agreement for any reason without notice within its sole discretion. Any such termination by Grand Challenges Canada shall be in addition to and without prejudice to such rights and remedies as may be available to Grand Challenges Canada, including injunction and other equitable remedies. In the event of such termination, You will have no continuing right to use the Website. Any terms of this Agreement which contemplate survival beyond termination shall survive, except to the extent not permitted by law.
Governing Law and Attornment
Use of the Website and the interpretation, validity and effect of this Agreement shall be governed by and construed in accordance with the laws of the Province of Ontario and the laws of Canada applicable therein, nothwithstanding any conflict of laws, provisions or Your domicile, residence or physical location. For the purpose of all legal proceedings, this Agreement shall be deemed to have been performed in the Province of Ontario and the courts of the Province of Ontario shall have exclusive jurisdiction to entertain any action arising under or relating to this Agreement. The parties agree to attorn and submit to the exclusive jurisdiction of the Courts of the Province of Ontario.
Type of Proceeding
You agree to waive any right You may have to commence or participate in any class action against Grand Challenges Canada related to the Content or this Agreement and, where, applicable, You also agree to opt out of any class proceedings against Grand Challenges Canada.
Notices and Contact
You agree that Grand Challenges Canada may give all notices it is required to give You by posting notice on the Website or, if it has Your email address, by sending notice by email at its discretion, including (without limitation), required disclosures, legal notices, notices of subpoenas or other legal processes, and all other communications. You agree to check for notices on the Website. Every legal notice that You are required or permitted to give to Grand Challenges Canada shall be written and shall be made to [email protected]. You can contact Grand Challenges Canada by telephone at +1 (416) 673-6568 or by mail at:
Grand Challenges Canada
at the Sandra Rotman Centre
MaRS Centre, West Tower
661 University Avenue, Suite 1720
Toronto, Ontario, M5G 1M1
Canada
Amendment
Grand Challenges Canada reserves the right to change this Agreement at any time. As a result, You are responsible for reading the Agreement each time You visit the Website in order to be informed of possible changes. Each time the Agreement is modified, the date of the Agreement will be updated to reflect that changes were made. USE OF THE WEBSITE AFTER THE AMENDMENT WILL CONSTITUTE YOUR CONSENT TO THE AMENDMENT. IF YOU DO NOT WANT TO BE BOUND BY AN AMENDED VERSION, DO NOT USE THE WEBSITE AND CEASE ALL USE OF THE CONTENT.
Severability
Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to that jurisdiction, be ineffective to the extent of such prohibition or unenforceability, and shall be severed from the balance of this Agreement, all without affecting the remaining provisions of this Agreement or affecting the validity or enforceability of such provision in any other jurisdiction.
Last modified: May 16, 2016
© Grand Challenges Canada Inc., 2016, Canada.
