The resources provided below are largely cost-free. In some cases a cost may be attached (e.g., to buy a book), but in these cases, the materials have been included because they are well-respected and well-known with the community of child development and child language researchers and professionals. At no time will or has My Child’s Talk accept(ed) or receive(d) any financial reimbursement from these recommended materials.
The information presented is carefully curated and updated by Dr. Daniela O’Neill, professor of developmental psychology at the University of Waterloo (Canada) and the developer of the Language Use Inventory. This is a select list of sites that meet the highest scientific and professional standards and that can offer parents a very good starting point to learn more about:
Finding A Speech Language Pathologist (SLP) Near You
Canada and the USA
The Canadian Association for Speech-Language Pathologists and Audiologists maintains a national database of CASLPA clinically certified practitioners. You can search this database for a speech-language pathologist by location and age group serviced. This database does not include a full listing of all SLPs working in Canada. It contains only those CASLPA members who have chosen to submit a listing.
Similar professional organizations to CASLPA and ASHA exist in other countries that also maintain databases to help parents find speech-language and audiology professionals. In other countries, such professionals may hold a slightly different name, such as speech and language therapist (in the UK for example). A few links that may be helpful are provided below, by country:
Here you will find information on such topics as “What is language? What is Speech?”, “Late Blooming or Language Problem: Information for Parents” and charts of developmental milestones from birth to 5 and tips for parents
This site provides further information about speech and language disorders in childhood as well as other medical and developmental conditions such as attention deficit/hyperactivity disorder and autism.
Talking Point: the first stop for information on children’s communication (UK)
Talking Point is a website all about children’s speech. Language, and communication. It is designed for parents and people who work with young children. It provides information on typical communicative development, identifying communication difficulties, and advice and resources related to what you can do as a parent if your child is struggling to communicate. It is run by I CAN, the UK’s largest charity supporting children with speech, language and communication difficulties.
Raising Awareness of Language Learning Impairments (RALLI) YouTube Channel
RALLI is a new YouTube channel that aims to provide videos that explain what a language impairment is, the impact it can have and how to get help. It was launched in May 2012 by a team of academic researchers including Dr. Maggie Snowling, Dr. Gina Conti-Ramsden, Dr. Courtney Norbury, led by Oxford University Developmental Neuropsychologist Dr. Dorothy Bishop. It is aimed at children, parents, families and education professionals. RALLI is funded by support from Afasic England, the Waterloo Foundation (Wales) and the Economic and Social Research Council (United Kingdom). New videos are added periodically, also in different languages.
A Parent’s Guide to Children’s Speech (pdf) (CASLPA, Canada)
A collection of short articles covering such topics as the most common communication problems in children, when to seek a professional opinion, and typical milestones. Compiled for parents by the Canadian Association of Speech-Language Pathologists and Audiologists.
How a Parent Can Promote/Encourage And Grow a Child’s Language Development And Help a Child With Speech And Language Needs
The Hanen Centre: Helping you help children communicate (Canada)
Founded in 1975, The Hanen Centre is a Canadian charitable non-profit organization. Their mission is to provide parents, caregivers, early childhood educators and speech-language pathologists with knowledge and training to help young children develop the best possible language, social and literacy skills. Many speech-language pathologists worldwide choose to use Hanen’s resources in their clinical work with children and their families Hanen puts parents first and their materials and resources are developed with, “the firm belief that parents can and should be their child’s most important language teachers”. Hanen has developed several research-based programs and resources for parents of children 0-5years of age such as books and dvds that can be purchased online. Their website also contains free resources and tips for parents. Their resources are divided into 4 areas, to help parents of typically developing children, parents of children with language delays, parents of children with autism spectrum disorder and parents of children with Asperger syndrome. As a starting point, parents may find the It Takes Two to Talk ® Guidebook and DVD particularly helpful.
I CAN is a registered UK charity with the mission to ensure that no child who struggles to communicate is left out or left behind. Parents, practitioners and individuals working with children will find information and resources related to children with speech, language and communication needs (SLCN).
Sharing Books with Toddlers, The Hanen way (Canada)
Sharing picture books, both wordless ones and story ones, with your child offers many opportunities to engage in talking with your child and lays an important foundation for your child’s later reading and success in school. With young 2- and 3-year-old children, any kind of talk while looking at a picture book (e.g., talking about the pictures, finding things that are similar or different to your child’s life) can be just as, or even more important, than reading the words exactly as they are in the story. This Hanen site chosen will provide you with lots of tips for how to share and read books with young children that are geared for different ages (see also the complementary side: Sharing Books with Preschoolers, The Hanen way http://www.hanen.org/Helpful-Info/Fun-With-Hanen/Sharing-books-with-Preschoolers,-the-Hanen-Way.aspx). Two other sites that are also recommended are:
This program is based in the USA, but in their resource center, under literacy materials, parents will find helpful information on such topics as choosing books for children and reading tips. Free audio books for children are also available.
This site is designed for parents. It features many different kinds of fun activities for parents and children to do together to help foster children’s communication skills. Many of these activities are based on children’s books, and include audio books, colouring sheets, games. For parents, the site also provides lots more information including reading tips from children’s authors, answers to common questions, and book recommendations.
Your local library will also be able to give you more information and may have a website with information, and free access to audio books, as well. Googling “reading book sharing with toddlers preschoolers” will also bring you to sites with good information.
Assessment Services & Other Resources In Your Own Community
Your child’s doctor may be a good first person to ask about resources for children and parents and services in your community, especially those that may be available at no cost to you. You may also wish to try searching the web (e.g., google) using search words such as the name of your community and “Department of Public Health”, “Community Health Services” to locate email or phone numbers that you can contact for more information.
Within your community there may also be no-cost, free programs available where you can drop-in with your child and learn more about how children’s language develops, get answers to questions, take part with your child in a range of programs and play activities, and get more information about programs and services in your community. You may be able to locate some of these by searching the web using such terms as “free early childhood programs” or “free early years programs.” If you have a local library, they may also have such programs or be able to help you locate local programs and services.
Early Child Development
The following sites have information about early language and literacy, but also have a broader focus on behaviour and development in early childhood and so have information on many other topics as well.
The mission of Zero To Three is to promote the health and development of infants and toddlers. Zero To Three is a national nonprofit organization that informs, trains and supports professionals, policymakers, and parents in their efforts to improve the lives of infants and toddlers. Their goal is to increase public awareness about the significance of the first three years of life by bringing together the fields of medicine, mental health research science and child development.
The Encyclopedia on Early Child Development is produced by the Centre of Excellence for Early Childhood Development (GRIP – Universite de Montreal) and the Strategic Knowledge Cluster on Early Child Development in Canada. It is Canada’s leading resource of the best and most up-to-date knowledge on the development of young children from birth through age 5. According to their usage statistics, it is used primarily by people who work with children, including educators, nurses, psychologists, and social workers. Many topics are addressed with a focus on three questions: How important is this? What do we know? and What can be done? The Encyclopedia is headed by, and has an editorial committee composed of, internationally recognized experts in the field of early child development. One of the topics covered is Language Development and Literacy:
Encyclopedia of Language and Literacy Development (Canada)
This site is similar to the Encyclopedia on Early Child Development in nature, but focused specifically on Language and Literacy Development. The goal of the Encyclopedia is to bring the best international research on language and literacy development to Canada. This resource was originally developed by the Canadian Language and Literacy Research Network (CLLRNet) and was launched in 2007. Since 2010, it has continued to be developed within the School of Communication Sciences and Disorders at The University of Western Ontario, under the direction of Dr. Donald G. Jamieson (Editor-in-Chief) and Dr. Jeren Balayeva (General Editor).
Please give us feedback on additional resources that would be helpful to include in this section.
3. ACCESS AND USE
4. WEBSITE CONTENT
We do not represent or warrant that any of the content or materials presented on the Website are appropriate or available for use in other locations or jurisdictions. If you access the Website from a jurisdiction other than Canada, you agree that you do so on your own initiative, and are responsible for compliance with local laws. We shall not be liable regardless of the cause or duration, for any errors, inaccuracies, omissions or other defect in, the information contained within the Website.
We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Website or any part thereof, with or without notice. We shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Website. We may establish general practices and limits concerning use of the Website.
6. INTELLECTUAL PROPERTY
We reserve all rights not granted in and to the content and materials available on the Website. All materials available through the Website, including, but not limited to, text, images, illustrations and other data, are protected by copyrights which are owned or licensed by Us. You may not reproduce, perform, create derivative works from, republish, transmit, or distribute in any way whatsoever any materials from Our Website without Our prior written permission.
YOU AGREE THAT YOUR USE OF ALL THE WEBSITE SHALL BE AT YOUR OWN RISK. THE WEBSITE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS FOR YOUR USE. TO THE FULLEST EXTENT PERMITTED BY LAW, WE EXPRESSLY DISCLAIMS ALL, AND MAKE NO, REPRESENTATIONS, WARRANTIES, CONDITIONS OR UNDERTAKINGS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, IN CONNECTION WITH THE WEBSITE INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR OR GENERAL PURPOSE, QUALITY, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT ANY ERRORS OR DEFECTS IN THE WEBSITE WILL BE CORRECTED, AND DO NOT ASSUME RESPONSIBILITY FOR THE CONDUCT OF ANY USERS OF THE WEBSITE, WHETHER ONLINE OR OFFLINE.
9. LIMITATION OF LIABILITY
10. THIRD PARTY WEBSITES AND LINKS
The Website may contain links to or the content of/from third party websites (collectively, “Third Party Websites”). Third Party Websites are not owned or controlled by Us, therefore We have no control over any products, services, materials or other information in or available through Third Party Websites. We assume no responsibility for any Third Party Website including, but not limited to, any content within on or available at a Third Party Website. You agree that You assume all risk when accessing any Third Party Websites, and release Us from any and all liability resulting from the access and/or use of Third Party Websites. It is Your responsibility to take all protective measures to guard against viruses or other destructive devices, programs. We make no representation, warranty, condition or undertaking regarding, nor endorses, any Third Party Websites.
12. GOVERNING LAW
13. GENERAL PROVISIONS
Policy on Privacy of Customer Personal Information
Knowledge In Development Inc. (“Knowledge in Development”, “Our”, or “We”) is committed to protecting the privacy and security of your personal information obtained by reason of your customer relationship with Knowledge in Development. We have taken steps to minimize or not collect certain types of private information at all, such as your child’s name. We do not connect information supplied directly by you (e.g., in the registration process) with other incidentally-collected information such as the type of web browser, operating system, or IP address you are using to access Our website. However, there is certain personal information which is required. This policy explains the types of customer personal information We collect, how it is used, and the steps We take to ensure your personal information is handled appropriately.
Our policies and practices have been designed to comply with the Personal Information Protection and Electronic Documents Act (Canada) and corresponding provincial privacy acts.
What is personal information?
Personal information is information that refers to an individual specifically and is recorded in any form. Personal information includes such things as age, income, date of birth, and credit records.
We are accountable to you
Knowledge in Development is responsible for all personal information under its control, including any personal information that is transferred to third parties for processing, storage or other purposes. We have employees in each of Our business units who are accountable for compliance with these privacy and security principles.
We let you know why We collect and use your personal information and get your consent
Knowledge in Development identifies the purpose for which your personal information is collected and will be used or disclosed. If that purpose is not listed below We will do this before or at the time the information is actually being collected. You will be deemed to consent to Our use of your personal information for the purpose of:
communicating with you generally;
processing your Reports or purchases of other services;
protecting against fraud or error;
providing products and/or services requested by you;
to administer and manage Our business operations;
to help prevent or investigate fraud, theft of power or other breaches of the law;
to request customer participation in surveys;
performing statistical analyses of user behaviour and characteristics, in order to measure interest in and use of the various sections of this site so as to improve design and navigation and to gather marketing information. Only aggregated data from these analyses, not individual data, will be used for this purpose;
complying with legal and governmental requirements; and
fulfilling any other purpose that would be reasonably apparent to the average person at the time We collect it from you.
Otherwise, Knowledge in Development will obtain your express consent (by verbal, written or electronic agreement) to collect, use or disclose your personal information. You can change your consent preferences at any time by contacting Our customer service team, where Our employees can help direct you to the appropriate department within Knowledge in Development To change your preferences, refer to the “How to contact us” section below.
We limit collection of your personal information
Knowledge in Development collects only the information required to provide products and services to you. We will collect personal information only by clear, fair and lawful means.
We receive and store any information you enter on Our webpages or give us in any other way. You can choose not to provide certain information, but then you might not be able to take advantage of many of Our features.
We also receive and store certain types of information whenever you interact with us. For example, like many websites, we may use statistical and analytical tools that may be operated by Knowledge in Development and/or third party providers (collectively, the “Analytical Tools”). The Analytical Tools may use “cookies” and/or web beacons.
Cookies are alphanumeric identifiers that We transfer to your computer’s hard drive through your web browser, to enable Our systems to recognize your browser and to provide features such as easy one-click purchasing, personalized greetings, and storage of items including, without limitations, your Report or your partially completed questionnaire between visits.
A web beacon, also known as a "clear GIF" (a common format for image files), is an invisible file located on web pages that you visit. They are often used in combination with a cookie to track navigation of a website. If you visit a page on a Our websites that contains a web beacon, it communicates with your computer to determine, among other things, whether you have been to that page before or viewed a particular advertisement.
The “help” portion of the toolbar on most browsers will tell you how to prevent your browser from accepting new cookies, how to have the browser notify you when you receive a new cookie, or how to disable cookies altogether. Additionally, you can disable or delete similar data used by browser add-ons, such as Flash cookies, by changing the add-on’s settings or visiting the website of its manufacturer. We will ensure compliance with any settings you choose to use. As cookies allow you to take advantage of some of Our websites’ essential features, We recommend you leave them turned on. For instance, if you block or otherwise reject Our cookies, you will not be able to open and account, proceed to purchase a Report, or use any services that require you to sign in to one of Our websites.
We limit disclosure and retention of your personal information
Knowledge in Development does not disclose personal information to any organization or person for any reason except the following:
We may share your personal information with third party organizations in order to offer you a product or service. You can tell when a third party is involved in your transactions, and We share customer information related to those transactions with that third party.
We employ other companies and individuals to perform functions on Our behalf. Examples include processing credit card payments and tracking website traffic. They have access to personal information needed to perform their functions, but may not use it for other purposes. We may use service providers located outside of Canada, and, if applicable, your personal information may be processed and stored in other countries and therefore may be subject to disclosure under the laws of those countries.
In the unlikely event that Knowledge in Development or substantially all of its assets are acquired, customer information of course will be one of the transferred assets.
You are deemed to consent to disclosure of your personal information for those purposes. If your personal information is shared with third parties, those third parties are bound by appropriate agreements with Knowledge in Development to secure and protect the confidentiality of your personal information.
Knowledge in Development retains your personal information only as long as it is required for Our business relationship or as required by federal and provincial laws.
We keep your personal information up to date and accurate
Knowledge in Development keeps your personal information up to date, accurate and relevant for its intended use.
You may request access to the personal information We have on record in order to review and amend the information, as appropriate. In circumstances where your personal information has been provided by a third party, We will refer you to that party. To access your personal information, refer to the “How to contact us” section below.
The security of your personal information is a priority for Knowledge in Development
We take steps to safeguard your personal information, regardless of the format in which it is held, including:
physical security measures such as restricted access facilities and locked filing cabinets;
electronic security measures for computerized personal information such as password protection, database encryption and personal identification numbers;
We work to protect the security of your information during transmission by using Secure Sockets Layer (SSL) software, which encrypts information you enter;
revealing only the last four digits of your credit card numbers when confirming an order. Of course, We transmit the entire credit card number to the appropriate credit card company during order processing;
organizational processes such as limiting access to your personal information to a selected group of individuals; and
contractual obligations with third parties who need access to your personal information requiring them to protect and secure your personal information.
It is important for you to protect against unauthorized access to your password and your computer. Be sure to sign off when you’ve finished using any shared computer.
We are open about Our privacy and security policy
We are committed to providing you with understandable and easily available information about Our policy and practices related to management of your personal information. This policy and any related information is available at all times on Our websites, under Privacy or on request. To contact us, refer to the “How to contact us” section below.
We provide access to your personal information that We store
You can request access to your personal information stored by Knowledge in Development. To contact us, refer to the “How to contact us” section below. Upon receiving such a request, Knowledge in Development will:
inform you about what type of personal information We have on record or in Our control, how it is used and to whom it may have been disclosed;
provide you with access to your information so you can review and verify the accuracy and completeness and request changes to the information; and
make any necessary updates to your personal information.
We respond to your questions, concerns and complaints about privacy
Knowledge in Development responds in a timely manner to your questions, concerns and complaints about the privacy of your personal information and Our privacy policies and procedures.
How to contact us
Knowledge in Development Inc.
5-420 Erb Street W., Suite 403
Waterloo, Ontario, Canada N2L 6K6
This Agreement (as defined below) applies to Your (as defined below) access and use of the Services (as defined below). Please read this Agreement carefully.
1.2 Eligibility.Use of the Services are available only to individuals who can form legally binding contracts under applicable law. You represent and warrant that You are: (i) at least eighteen (18) years of age; and/or (ii) otherwise recognized as being able to form legally binding contracts under applicable law.
1.3 Modification. We reserve the right to change the terms of this Agreement at any time by publishing the revised Agreement on the Website. The revised Agreement shall become effective within thirty (30) days of such publication, unless You expressly accept the revised Agreement earlier by clicking on the then applicable accept button (if this option is made available). Your express acceptance or Your continued use of the Services after expiry of the notice period of thirty (30) days, shall constitute Your acceptance to be bound by the terms and conditions of the revised Agreement.
1.4 Scope of the Services.
The Services are comprised of a calculation tool used to illustrate a child’s use of language relative to other children of the same sex and age (measured by the number of months since the child’s birth date) and use of the same language. You acknowledge and agree that the Services and Reports are to be used for illustrative purposes only and the Services and Reports are not, nor are they intended to be used, as a diagnostic, assessment or testing tool or measure and are not a substitute for professional advice, care, diagnosis, assessment or treatment. You must always seek the advice of Your physician or other qualified professional to answer any questions or concerns You may have regarding any information contained in the Services and/or Reports. You agree that You shall not disregard any professional advice or delay in seeking same because of any data or information contained in the Services, any or Reports and/or the Website. The content on the Website or contained in the Services and any Reports is not intended or designed as a recommendation, promotion or endorsement of any specific tests, medical practice, program or agenda or any other product, procedure, opinion or other information.
You acknowledge and agree that Reports are generated from the data and information that You provide and enter online using the Services and that reliance on any information accessible through the Website, the Services and/or Reports is solely at Your own risk. We will not be liable for any error or misinformation provided by You. You further acknowledge and agree that Reports do not provide or contain all information that may be relevant or necessary to diagnose a particular medical or health condition. You should not use any Report content for diagnosing or treating a medical or health condition. If You suspect Your child may have a medical, health or other problem, You should contact a professional medical or healthcare provider. WE WILL NOT BE LIABLE TO YOU OR ANY OTHER PERSON FOR THE USE, MISUSE OR RELIANCE ON ANY REPORTS OR THE SERVICES.
2. DEFINITIONS. Capitalized terms used in this Agreement, and not otherwise defined in this Agreement, shall have the following meanings:
2.1 “Agreement” means these terms and conditions of use as it may be supplemented, amended, restated or replaced.
2.2 “Our”, “Us” or “We” means Knowledge in Development Inc.
2.3 “Person” means a natural person or any legal, commercial or governmental entity, such as, but not limited to, a corporation, general partnership, joint venture, limited partnership, limited liability company, trust, business association, group acting in concert, or any person acting in a representative capacity.
2.4 “Personal Information” means any information that identifies an individual or for which it is reasonably foreseeable in the circumstances that it could be utilized, either alone or with other information, to identify an individual, recorded in any form.
2.6 “Report” means a report that is generated by Your use of the Services.
2.7 “Services” means the online version of Our proprietary tools and services known as “Language Use Inventory” and which are available at the Website.
2.8 "Your Data" means: (i) any data or information, including, but not limited to, Personal Information, disclosed or provided to Us by You during the course of Your access and use of the Services; and (ii) data or information generated by Your use of the Services, other than the Report.
2.9 “Website” means the secure portions of the website located at My-Childs-Talk.com that are used to access Your Account (as defined below), the Services and Reports.
3. ACCESS AND USE OF THE SERVICES
3.1 Services License Grant. Subject to the terms and conditions of this Agreement, We grant You a limited, revocable, non-exclusive, non-transferable, non-sublicensable licence to: (i) access and use the Services; (ii) view and download Reports from the Website; (iii) print Reports; and (iv) copy the Reports for other physicians or qualified professionals. The foregoing license is personal to You.
3.2 Accounts. You will have to register for and create an account (“Account”) in order to access and use the Services. You represent and warrant to Us that all information that You submit when You register for Your Account is accurate, current and complete, and that You will keep Your Account information accurate, current and complete. If We have reason to believe that any of Your Account information is untrue, inaccurate, out-of-date or incomplete, We reserve the right, in Our sole and absolute discretion, to terminate Your Account. You are solely responsible for the activity that occurs on Your Account, whether authorized by You or not, and You must keep Your Account information secure, including without limitation Your login, password and Payment Method(s) (as defined below). You must notify Us immediately of any breach of security or unauthorized use of Your Account. WE WILL NOT BE LIABLE FOR ANY LOSS YOU INCUR DUE TO ANY UNAUTHORIZED USE OF YOUR ACCOUNT. YOU, HOWEVER, MAY BE LIABLE FOR ANY LOSS INCURRED BY US OR OTHERS CAUSED BY YOUR ACCOUNT, WHETHER CAUSED BY YOU OR BY AN UNAUTHORIZED PERSON. The foregoing sentence shall survive the termination of this Agreement.
3.3 Prohibited Activity.
You shall not use the Services in any fashion except as expressly permitted by this Agreement. Without limiting the generality of the foregoing, You shall not, and shall not permit any other Person to, directly or indirectly, do any of the following acts: (i) reverse engineer, de-compile, disassemble or otherwise attempt to discover the source code or underlying algorithms of the Services, the Website and/or any part of either of them; (ii) modify, translate, or create derivative works based on any portion of the Services and/or the Services; (iii) rent, lease, distribute, license, sublicense, sell, resell, assign, or otherwise commercially exploit any portion of the Services, the Website and/or any part of either of them; (iv) publish or disclose to any Person the Reports; (v) create any link to the Services or frame or mirror any content contained or accessible from the Services and/or the Website; (vi) wilfully tamper with the security of any portion of the Services, the Website and/or any part of either of them; (vii) knowingly access data on or available through the Services and/or the Website not intended for You; (viii) attempt to probe, scan or test the vulnerability of any portion of the Services and/or the Website or to breach the security or authentication measures without proper authorization; (ix) unlawfully use, transmit, disseminate or otherwise make available content on or through the Services that is unlawful, threatening, abusive, libellous, slanderous, defamatory or otherwise offensive or illegal; (x) providing or using “tracking” or monitoring functionality in connection with the Services, including, without limitation, to identify any other Person’s actions or other activities on the Services; (xi) impersonating or attempting to impersonate Us or Our employees (including, without limitation, the use of email addresses associated with any of the foregoing); (xii) using the account, username, or password of another user of the Services at any time or disclosing Your password to any third party or permitting any third party to access Your Account; or (xiii) violate any local, provincial, state, federal or foreign law, treaty, regulation or convention applicable to You in connection with use of the Services.
You acknowledge and agree that the Services contains Our valuable trade secrets and confidential information. Accordingly, You agree, unless otherwise permitted by this Agreement, to maintain the information contained in the Services and Your Reports in strict confidence. You will not use the Services (or any part of the Services) for any purpose or activity that may be competitive with Our business.
3.4 Your Obligations. In addition to the obligations set forth elsewhere in this Agreement, You shall be solely responsible for the accuracy, quality, integrity and legality of Your Data and the means by which You acquire Your Data.
4. FEES AND PAYMENT FOR SERVICES
4.1 Fees and Billing. You agree to pay all prices and fees due, as applicable, for Your access and use of the Services (collectively, the “Fees”). You shall be responsible for all sales, use, value added, or other taxes or duties, as applicable, with respect to all Fees, or otherwise arising out of or in connection with this Agreement. All Fees are non-refundable unless otherwise expressly noted.
5. PROPRIETARY RIGHTS
5.1 Reservation of Rights. This Agreement does not transfer or assign to You any intellectual property right including, but not limited to, any patent, design, industrial design, trademark, servicemark, copyright or rights in any confidential information or trade secrets, in or related to the Services, the Website, Reports and/or or any part thereof. The Services, the Website (including, without limitation, any text, data, files, images, photos, video, works, works of authorship, applications, or any other materials) and, subject to Section 5.2, the Reports and all copies thereof remain the property of Us and are licensed to You under this Agreement. You acknowledge and agree that there are no implied licenses granted under this Agreement, and all rights, granted to You hereunder shall remain with Us. We have no obligation to You with respect to providing notice of or acquiring such licenses. Nothing in this Agreement shall adversely affect any rights and recourse to remedies, including, but not limited to, injunctive relief, that We may have under any applicable laws relating to the protection of Our intellectual property or other rights.
5.2 Our Use of Your Data.
You acknowledge and agree that certain features and/or functionality of the Services require the provision and transfer of Your Data to Us. We require certain license rights from You to Your Data in order to provide access and use of Services and Reports and, in connection with the foregoing, You hereby grant to Us a royalty-free, worldwide, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, distribute, and display Your Data solely: (i) on and through the Services and Reports; and (ii) for the purposes of providing the Services and Reports to You.
We will not disclose Your Data, except: (i) where You expressly authorize us to do so; (ii) as necessary to provide the Services to You; or (iii) in order to comply with this Agreement or the request of regulatory or governmental bodies, subpoenas or court orders. We shall not modify or access Your Data except to provide the Services, prevent or address service or technical problems or in connection with customer support matters.
5.3 Suggestions. Notwithstanding any term of this Agreement, You acknowledge and agree that any suggestions, enhancement requests, recommendations or other feedback provided to Us by You relating to the Services (collectively, “Submissions”) shall become Our sole property. We shall own exclusive rights, including all intellectual property rights, in and to all Submissions. We shall be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to You. In the event that any intellectual property rights in and to any Submissions vests, or has vested, in You, You hereby assign to Us all of Your right, title and interest in all such Submissions and You hereby waive to and in favour of Us any of Your moral rights in and to all such Submissions.
6.1 Indemnification by You. You shall defend, indemnify, and hold Us harmless from any claims, costs, damages, losses, settlement fees, and expenses (including without limitation legal fees and disbursements) incurred directly or indirectly as a result of or otherwise relating to: (i) any breach of this Agreement; (ii) Your use of the Services and Reports; (iii) Your violations of applicable laws, rules or regulations in connection with the Services; or (iv) any violations of Your obligations of privacy to any Person.
7. WARRANTIES AND DISCLAIMERS
7.1 Disclaimer of Warranties. TO THE MAXIMUM EXTENT PERMISSIBLE BY LAW, YOUR LICENSE, ACCESS TO AND USE OF THE SERVICES AND ALL REPORTS ARE PROVIDED "AS IS". WE MAKE NO REPRESENTATIONS OR WARRANTIES, AND THERE ARE NO CONDITIONS, ENDORSEMENTS, UNDERTAKINGS, GUARANTEES, REPRESENTATIONS OR WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED, (INCLUDING WITHOUT LIMITATION ANY EXPRESS OR IMPLIED WARRANTIES OR CONDITIONS OF QUALITY, PERFORMANCE, RESULTS, FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, MERCHANTABLE QUALITY, DURABILITY, TITLE, NON-INFRINGEMENT OR ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OF THE TRADE) ARISING OUT OF OR RELATED TO THIS AGREEMENT OR ARISING OUT OF OR RELATED TO THE SERVICES, THE WEBSITE, OR REPORTS. WE DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SERVICES (OR ANY PART OF THE SERVICES) OR THE CONTENT OF ANY REPORTS WILL MEET YOUR REQUIREMENTS OR THOSE OF USERS OR THAT THE OPERATION OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE. Some jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above limitations of liability may not apply to You.
7.2 Information Disclaimer. You agree that We shall not be bound by any statement of a general nature, which may be posted on the Website, the Services, Reports and/or contained in Our promotional materials or links to other websites contained on the Website.
8. LIMITATION OF LIABILITY
8.1 Limitations of Liability.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL WE BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER OR PUNITIVE DAMAGES HOWEVER CAUSED, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY OR ANY OTHER DAMAGES INDIRECTLY ARISING OUT OF OR RELATED TO THE SERVICES, THE WEBSITE OR THE REPORT, WHETHER OR NOT SUCH DAMAGES COULD REASONABLY BE FORESEEN OR THEIR LIKELIHOOD HAS BEEN DISCLOSED TO US. IN NO EVENT SHALL OUR AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, EXCEED THE TOTAL AMOUNT PAID BY YOU TO US IN THE 2 MONTH PERIOD PRECEDING THE INCIDENT. AS SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE LIMITATIONS OR EXCLUSION MAY NOT APPLY TO YOU.
WE ARE NOT RESPONSIBLE FOR LATE, LOST, INCOMPLETE, ILLEGIBLE, MISDIRECTED OR STOLEN MESSAGES OR MAIL, UNAVAILABLE NETWORK CONNECTIONS, FAILED, INCOMPLETE, GARBLED OR DELAYED COMPUTER TRANSMISSIONS, ON-LINE FAILURES, HARDWARE, SOFTWARE OR OTHER TECHNICAL MALFUNCTIONS OR DISTURBANCES OR ANY OTHER COMMUNICATIONS FAILURES OR CIRCUMSTANCES AFFECTING, DISRUPTING OR CORRUPTING COMMUNICATIONS.
WE ASSUME NO RESPONSIBILITY, AND WILL NOT BE LIABLE FOR, ANY DAMAGES TO, OR ANY VIRUSES AFFECTING YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, OR BROWSING ON THE WEBSITE OR YOUR DOWNLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO OR AUDIO FROM THE WEBSITE, OR THROUGH USE OF THE SERVICES.
9. TERM AND TERMINATION
9.1 Term. The term of this Agreement will commence upon Your acceptance of this Agreement as set forth above. The Agreement will remain in effect until terminated by You or Us in accordance with the terms and conditions of this Agreement.
9.2 Termination By You. You agree that You will be responsible for notifying Us should You desire to terminate Your Account. You may notify Us at any time in order to cancel Your Account.
9.3 Termination By Us. We may, in our sole discretion, terminate or suspend Your access to all or part of the Services at any time, with or without notice, for any reason, including, without limitation, breach of this Agreement. In addition to any of Our termination rights set out elsewhere in this Agreement, We reserve the right to suspend or terminate Your access to the Services and/or Your Account if Your usage of the Services results in, or is the subject of, legal action or threatened legal action, against Us or any of Our affiliates or partners, without consideration for whether such legal action or threatened legal action is eventually determined to be with or without merit.
9.4 Effect of Termination. Upon the termination of this Agreement Your rights to access and use the Services shall be terminated and Your Account and all of Your Reports will be deleted.
9.5 Surviving Provisions. Any terms and conditions of this Agreement, which by their nature extend beyond the termination of this Agreement, shall survive the termination of this Agreement including, without limitation, Sections 1, 2, 4.1, 5.1, 5.3, 6.1, 7, 8 and 10.
10. GENERAL PROVISIONS
10.1 Entire Agreement. This Agreement, together with all documents, policies and agreements incorporated into this Agreement by reference, constitutes the entire agreement between You and Us and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter.
10.2 Governing Law. This Agreement shall be construed in accordance with and governed by the laws of the Province of Ontario and the laws of Canada applicable in that Province without regards to conflict of laws principles. The parties hereby expressly and irrevocably attorn to the exclusive jurisdiction of the courts in the Province of Ontario. The United Nations Convention on Contracts for the International Sale of Goods (also called the Vienna Convention, and which is cited in the statutes of Canada as the International Sales of Goods Contracts Convention Act) will not apply to this Agreement or the transactions contemplated by this Agreement.
10.3 Force Majeure. We shall not be liable to You for any failure or delay in performance by circumstances beyond Our control, including, but not limited to, acts of God, fire, labour difficulties, governmental action or terrorism.
10.4 Relationship of the Parties. The parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the parties.
10.5 Waiver and Cumulative Remedies. No failure or delay by either party in exercising any right under this Agreement shall constitute a waiver of that right. Other than as expressly stated in this Agreement, the remedies provided herein are in addition to, and not exclusive of, any other remedies of a party at law or in equity.
10.6 Severability. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in effect.
10.7 Assignment. You may not assign any of Your rights or obligations hereunder, whether by operation of law or otherwise, without Our prior written consent (which may be unreasonably withheld).
10.8 Headings and References. The division of this Agreement into sections and subsections and the insertion of headings are for convenience of reference only and shall not affect the construction or interpretation of this Agreement. The terms “this Agreement”, “hereof”, “hereunder” and similar expressions refer to this Agreement and not to any particular section, subsection or other portion hereof and include any agreement supplemental hereto. Unless something in the subject matter or context is inconsistent therewith, references herein to “Sections” are to sections, subsections and further subdivisions of sections of this Agreement.