Web Site Terms and Conditions of Use
This Web Site ("Site") is provided by New Flyer Industries Inc. (collectively with its subsidiaries, "New Flyer") and is provided solely for informational purposes only in order to provide the Site visitor with information concerning New Flyer and its products and services. By accessing the Site or downloading its content, you agree to abide by the terms and conditions set forth in this legal notice (Notice). If you do not agree to abide by these terms and conditions, do not access the Site or download its content.
Caution About Forward-Looking Statements
The Site may contain forward-looking statements relating to expected future events and financial and operating results of New Flyer that involve risks and uncertainties. Actual results may differ materially from management expectations as projected in such forward-looking statements for a variety of reasons, including market and general economic conditions and the risks and uncertainties detailed from time to time in the documents filed with the Canadian securities regulatory authorities. Due to the potential impact of these factors, New Flyer disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless required by applicable law.
New Flyer does not assume any duty of disclosure beyond that which is required by applicable law. For New Flyer's investor disclosure documents, please see the New Flyer filings made with the Canadian securities regulatory authorities at www.sedar.com.
Subject to the terms and conditions set forth in this Notice, New Flyer grants you a non-exclusive, non-transferable, personal, limited and revocable license to access and use this Site and the Materials thereon. You agree not to interrupt or attempt to interrupt the operation of the Site in any way.
The license granted by New Flyer authorizes you to view and download the content, information and materials located on the Site (the "Material") only for your personal and non-commercial use. This authorization is not a transfer of title in the Material or copies of the Material and is subject to the following restrictions:
1) you must retain, on all copies of the Material downloaded, all copyright and other proprietary notices contained in the Material;
2) you may not modify the Material in any way or reproduce or publicly display, perform, or distribute or otherwise use the Material for any other informational product or service or for any public or commercial purpose;
3) you must not transfer the Material to any other person unless you give them notice of, and they agree to accept, the terms and conditions of this Notice.
You agree to abide by all additional restrictions displayed on the Site as it may be updated from time to time without notice to you. This Site, including all Material, is protected by copyright, including international copyright laws and treaty provisions. You agree to comply with all copyright laws worldwide in accessing the Site and to prevent any unauthorized copying of the Material. Any copying, republication or redistribution of any part of the Site or Material, including by caching, framing or similar means, is expressly prohibited without the prior written consent of New Flyer.
All brand, product and company names and logos and trade-marks displayed on the Site or used in connection with the Site Materials are the trade-marks of New Flyer or other applicable third parties. Any use of any of the names or trade-marks appearing on the Site or in connection with the Materials without the express written consent of New Flyer or the owner of the trade-mark, as applicable, is strictly prohibited.
Except as expressly provided herein, New Flyer does not grant any express or implied right to you under any of its patents, trademarks, copyrights or trade secret information and all right, title and interest (including all intellectual property and other proprietary rights and interests) in and to the Site and the Material and all technology, software and materials forming part of or contained on or available through or from the Site is the sole and exclusive property of New Flyer or its licensors.
New Flyer is committed to the protection of its intellectual property, including without limitation its patents, design registrations, trademarks, copyrights, and trade secrets.
New Flyer products and methods of manufacture are protected by patents and patent applications in the United States and Canada. In addition, New Flyer products are the subjects of pending design applications in the United States and Canada. In the United States, patents and applications which may be applicable to New Flyer products and methods of manufacture currently include nos. 5,391,041; 6,257,652; 6,340,202; 6,343,908; 6,375,249; 6,397,965; 6,416,116; 6,556,899; 6,611,739; 6,681,174; 6,726,271; Appls. Ser. No. 2009/0313904; 2009/0195015. In Canada, applicable patents and applications currently include nos. 2,297,618; 2,297,623; 2,297,625; 2,297,719; 2,306,413; 2,317,237; 2,652,352; 2,652,353.
New Flyer's patent and design portfolio is active and expanding. Additional patents, patent applications, and design applications or registrations may apply in the United States, Canada, or other jurisdictions.
All brand, product and company names and logos and trade-marks displayed on this Site or used in connection with the Site Materials are the trade-marks of New Flyer or applicable third parties. Any use of any brands product or company names, logos, or trade-marks appearing on the Site or in connection with the Materials without the express written consent of New Flyer or the owner of such brands, product, or company names, logos or trade-marks, as applicable, is strictly prohibited. Flyer, New Flyer, the Wing logo, Xcelsior, Western Flyer - Canuck, Invero, Kinetik, and associated designs, and logos, are trademarks (either registered or subject of registration applications) of New Flyer Industries Canada ULC or its affiliates or subsidiaries.
This Site and all Materials are copyright (c) 2012 and various dates by New Flyer. All rights reserved.
Questions about New Flyer's intellectual property should be directed to Legal@newflyer.com.
THE SITE AND THE MATERIAL MAY CONTAIN INACCURACIES AND TYPOGRAPHICAL ERRORS. NEW FLYER DOES NOT WARRANT THE ACCURACY OR COMPLETENESS OF THE SITE OR MATERIAL OR THE RELIABILITY OF ANY ADVICE, OPINION, STATEMENT OR OTHER INFORMATION DISPLAYED OR DISTRIBUTED THROUGH THE SITE OR MATERIAL. YOU ACKNOWLEDGE THAT ANY RELIANCE ON ANY SUCH OPINION, ADVICE, STATEMENT, MEMORANDUM, OR INFORMATION SHALL BE AT YOUR SOLE RISK. NEW FLYER RESERVES THE RIGHT, IN ITS SOLE DISCRETION, TO CORRECT ANY ERRORS OR OMISSIONS IN ANY PORTION OF THE SITE. NEW FLYER MAY MAKE ANY OTHER CHANGES TO THE SITE, THE MATERIAL AND THE PRODUCTS, PROGRAMS, SERVICES OR PRICES (IF ANY) DESCRIBED ON THE SITE AT ANY TIME WITHOUT NOTICE.
THIS SITE MAY PROVIDE STOCK PRICING FOR INFORMATIONAL PURPOSES ONLY, AND IS NOT INTENDED FOR TRADING OR OTHER PURPOSES. PLEASE NOTE THAT STOCK PRICE INFORMATION IS AT LEAST 15-MINUTES DELAYED AND THAT ALL TIMES INDICATED ARE EASTERN TIME. NEW FLYER ASSUMES NO RESPONSIBILITY WITH RESPECT TO THE SEQUENCE, TIMELINESS, ACCURACY, OR COMPLETENESS OF ANY SUCH INFORMATION AND IS NOT LIABLE OR RESPONSIBLE IN ANY WAY FOR ANY DELAYS, INACCURACIES, OR ERRORS IN ANY SUCH INFORMATION OR IN THE TRANSMISSION OF ANY SUCH INFORMATION.
THIS SITE, THE INFORMATION AND MATERIAL ON THE SITE AND THE SOFTWARE MADE AVAILABLE ON THE SITE, ARE PROVIDED ON AN "AS IS" AND AS AVAILABLE BASIS WITHOUT ANY REPRESENTATION OR WARRANTY OR CONDITION OF ANY KIND, EXPRESS OR IMPLIED, AND WHETHER ARISING BY STATUTE OR OTHERWISE IN LAW, INCLUDING BUT NOT LIMITED TO, WARRANTIES OR CONDITIONS OF MERCHANTABILITY, NONINFRINGEMENT, OR FITNESS FOR ANY PARTICULAR PURPOSE. SOME JURISDICTIONS DO NOT ALLOW FOR THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
Third-Party Web Sites
As a convenience to you, New Flyer may provide, on the Site, links to web sites operated by other entities. If you access these other web sites, you will leave this Site. Should you visit any such linked web sites, you do so at your own risk and it is your responsibility to take all protective measures to guard against viruses or other destructive elements. New Flyer makes no warranty or representation regarding, and does not endorse, any linked web sites or the information appearing thereon or any of the products or services described thereon. Links do not imply that New Flyer or this Site sponsors, endorses, is affiliated or associated with, or is legally authorized to use any trademark, trade name, logo or copyright symbol displayed in or accessible through the links, or that any linked web site is authorized to use any trademark, trade name, logo or copyright symbol of New Flyer or any of its affiliates or subsidiaries.
Limitation of Damages
IN NO EVENT SHALL NEW FLYER OR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, PARTNERS, AGENTS OR LICENSORS (THE "NEW FLYER PARTIES") BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR ANY DIRECT, INDIRECT, SPECIAL, EXEMPLARY, CONSEQUENTIAL OR OTHER DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION OR PROGRAMS OR OTHER DATA ON YOUR INFORMATION HANDLING SYSTEM) THAT ARE RELATED TO THE ACCESS TO OR RELIANCE ON, OR USE OF OR THE INABILITY TO USE, THE MATERIAL AND FUNCTIONS OF THE SITE OR ANY LINKED WEBSITE (INCLUDING, WITHOUT LIMITATION, DUE TO ANY ERROR, OMISSION, INACCURACY OR DEFECT IN ANY MATERIAL OR ANY ERROR, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS OR LINE / INTERNET OR SYSTEM FAILURE RELATING TO THE SITE, AND REGARDLESS OF THE FORM OF ACTION OR THEORY OF LIABILITY, INCLUDING FOR BREACH OF CONTRACT, TORT, NEGLIGENCE, EQUITY, STRICT LIABILITY, BY STATUTE OR OTHERWISE AND REGARDLESS OF THE OCCURRENCE OF A FUNDAMENTAL BREACH OR FAILURE OF ESSENTIAL PURPOSE) EVEN IF NEW FLYER IS EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES ARE FORESEEABLE.
The entire risk as to the use of the Site and Material is assumed by you. You agree that in view of the circumstances of this Notice and the fact that you are accessing the Site and Material free of charge, the limitations upon New Flyers liability under this Notice are in all respects fair and reasonable, and that New Flyer would not have offered the Site or Material but for your agreement with the provisions of this section.
If you are dissatisfied with the Site, the Materials or with any of the terms, conditions, guidelines, practices or policies of New Flyer in operating the Site and in providing the Material, you agree that your sole and exclusive remedy shall be to discontinue using the Site and Material.
You agree that all risk associated with your use of any information, data or materials provided or made available on any third party web sites accessed through this Site rests solely with you.
You agree to defend, indemnify, and hold harmless the New Flyer Parties from and against any claims, actions, demands, losses, liabilities, damages, costs and expenses suffered by such persons, including without limitation, reasonable legal fees, alleging or resulting, directly or indirectly, from or in any connection with your: (a) breach of this Notice; (b) access to the Site or use of the Material; and (c) uploading to or other provision of or disclosure to New Flyer of any of your content and/or any other information, idea, suggestion or data and the use of same by New Flyer or other New Flyer Parties as contemplated hereunder.
New Flyer reserves the right, at its sole discretion, to change, modify, add or remove any portion of this Notice in whole or in part, at any time. Changes in this Notice will be effective when notice of such change is posted. You should review this Notice each time you visit the Site. Your continued use of the Site after any changes to this Notice are posted will be considered acceptance of those changes.
New Flyer may terminate, change, suspend or discontinue any aspect of the Site, including the availability of any features of the Site, at any time. New Flyer may also impose limits on certain features and services or restrict your access to parts or all of the Site without notice or liability. New Flyer may terminate the authorization, rights and license given above, and upon such termination you shall immediately destroy all such Material.
Governing Law and Jurisdictional Matters
The Site is administered by New Flyer from a site that is located in Winnipeg, Manitoba, Canada. You acknowledge and agree that your use of the Site and all of the communications, transmissions and transactions associated with the Site and the provision of the Material shall be deemed to have occurred in the Province of Manitoba, Canada, and this Notice, your use of the Site, and all related matters shall be exclusively governed construed and interpreted in accordance with the laws of the Province of Manitoba, Canada, and applicable federal laws of Canada, excluding any rules of private international law or the conflict of laws which would lead to the application of any other laws. The United Nations Convention on the International Sale of Goods shall not apply to this Notice. You and New Flyer irrevocably attorn to the exclusive jurisdiction of the courts of the Province of Manitoba, Canada, in respect of all matters and disputes arising hereunder.
Severability / Electronic Documents
If any provision of this Notice is held by a court of competent jurisdiction to be invalid or unenforceable in any respect, then the remaining provisions of this Notice, or the application of such provisions to persons or circumstances other than those as to which it is invalid or unenforceable shall not be affected thereby, and each such provision of this Notice shall be valid and enforceable to the extent granted by law. This electronic document, and all other electronic documents referred to or incorporated herein, will be: (a) deemed for all purposes to be a "writing" or "in writing," and to comply with all statutory, contractual, and other legal requirements for a writing; and (b) legally enforceable as a signed writing as against the parties subject to the electronic documents. A printed version of the Notice and any notice given in electronic form shall be admissible in judicial proceedings or administrative proceedings based upon or relating to this Notice to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
Other General Matters
No delay or omission by New Flyer to exercise any right or power it has under this Notice or to object to the failure of any covenant of you to be performed in a timely and complete manner, shall impair any such right or power or be construed as a waiver of any succeeding breach or any other covenant. No consent or waiver by either party to or of any breach or default by the other party in its performance of its obligations under this Notice will be deemed or construed to be a consent to or waiver of a continuing breach or default or any other breach or default of those or any other obligations of that party. No consent or waiver will be effective unless in writing and signed by both parties.
You and New Flyer are independent parties and no agency, partnership, joint venture, employment or franchise relationship is intended or created by this Notice or your use of the Site or Materials. Any rights not expressly granted by this Notice are reserved by New Flyer.
The Notice constitutes the entire agreement between the parties as it relates to the access to and use of the Site and Materials and the subject matter of this Notice and supersedes all prior or contemporaneous agreements, understandings, representations, discussions and proposals, written or oral, between New Flyer and you.
Contact / Notices
Notices to New Flyer or questions about this Notice, the Site or Materials should be sent to Legal@newflyer.com
The parties declare that they have required that this Notice and all documents related hereto, either present or future, be drawn up in the English language only. Les parties déclarent par les présentes qu'elles exigent que cette entente et tous les documents y afférents, soit pour le présent ou le futur, soient rédigés en langue anglaise seulement.