Terms of use

This User Agreement is a legal agreement between you and Cranial Expansion Learning Solutions Inc. for governing your use of CarriersEdge.

This User Agreement is a binding and enforceable legal agreement that limits your use of CarriersEdge and obligates you to use CarriersEdge only as permitted.

BY USING CARRIERSEDGE, YOU AGREE TO THE TERMS AND CONDITIONS OF THIS USER AGREEMENT; IF YOU DO NOT AGREE, DO NOT USE CARRIERSEDGE.

By using CarriersEdge you consent to the collection and release of all information regarding your use thereof including the results of all evaluations completed by you.

1. Definitions
   • "Licensor" means Cranial Expansion Learning Solutions Inc.
   • "CarriersEdge" means the online training and evaluation system and its related website located at www.carriersedge.com, and all associated sites linked to www.carriersedge.com by the Licensor and its affiliates, and includes all documentation, software, and materials (the "Content"), including but not limited to the design, structure, selection, coordination, expression, "look and feel" and arrangement of the Content, and any enhancements of the Content, provided by the Licensor in connection with CarriersEdge. CarriersEdge is a registered trade mark of the Licensor.
   • "User" means a person who uses CarriersEdge.
   • "User Account" means personal account and identification number together with any security information and measures that are required to access CarriersEdge.
   • "User Agreement" means this agreement between the Licensor and each User.
   • "Subscriber" means a party who provided the User the User Account.
2. General Grant of License

   • 2.1 General Terms and Conditions. This User Agreement sets forth the terms and conditions that apply to the use of CarriersEdge by the User.

     By using CarriersEdge or by copying, installing or using any of the Content, the User acknowledges that he/she has read this User Agreement, that he/she understands the User Agreement and that he/she agrees to comply with all of the terms and conditions hereof.

     If you do not agree with any of the terms and conditions of this User Agreement, do not use CarriersEdge, or copy, install or use any of the Content.

   • 2.2 Right to Use and User Account. The right to use CarriersEdge is personal to the User and is not transferable to any other person or entity. The User shall be responsible for protecting the confidentiality of the security information and measures associated with the User Account. The User shall not permit any other person or entity to use the User’s User Account or security information and security measures. The User will not provide any information relating to the User Account, including any authentication or security information to any other person or entity, including any other user of CarriersEdge.

     The User is responsible for all use of the User Account and for ensuring that all use of the User Account complies fully with the provisions of this User Agreement.

   • 2.3 Changes to Content and Service. The Licensor reserves the right, at any time and at its sole discretion, to change or discontinue any aspect or feature of CarriersEdge, including, but not limited to, the Content, hours of availability, and the equipment needed to support or provide CarriersEdge and the Content.

   • 2.4 Non-exclusive License. The Licensor grants to the User a non-exclusive license to use CarriersEdge. This license does not grant to the User any right to any improvement, enhancement or update to CarriersEdge or to the Content. The Licensor retains all rights to CarriersEdge.

     The User agrees not to use CarriersEdge for any purpose other than for personal training, development and evaluation in accordance with the terms of this User Agreement. The User will not use CarriersEdge in any way to provide, or as part of, any other service or application, whether a fee is charged or not, without the prior written consent of the Licensor, which may be withheld by the Licensor for any reason.

   • 2.5 Limitations of Use. The license granted herein does not permit the User to, and the User agrees that he/she will not:
     1. distribute, sell, transfer, market or otherwise commercially exploit CarriersEdge;
     2. assign, sublicense, lease, rent, loan, distribute or transfer, in any way, the rights granted herein, without the prior written consent of the Licensor, which may be withheld by the Licensor for any reason;
     3. use CarriersEdge for any use or in any manner other than as set out in this User Agreement;
     4. copy CarriersEdge or any part of the Content, or create any derivative work based on CarriersEdge or any Content, in whole or in part;
     5. remove any proprietary notice language contained in the Content;
     6. provide, lease, lend, use for timesharing, application service provider or service bureau purposes, or otherwise use or allow others to use CarriersEdge or the User's User Account for their own benefit or for the benefit of third parties, without the prior written consent of the Licensor, which may be withheld by the Licensor for any reason; or
     7. modify, alter, decompile, or reverse engineer CarriersEdge, or attempt to reconstruct, identify or discover any source code, underlying ideas, underlying user interface techniques or algorithms of CarriersEdge by any means.
3. Equipment
   • The User shall be responsible for obtaining and maintaining all computer hardware and software needed to access, and use of CarriersEdge, and all costs related thereto.
4. User Conduct

   • 4.1 Proprietary Information. CarriersEdge contains copyrighted material, trademarks, trade secrets and other proprietary information, including, but not limited to, text, computer code, photographs, video, graphics, music, sounds, user interfaces, visual interfaces, logos. The content of CarriersEdge is copyrighted as a collective work under the copyright laws of Canada. The Licensor owns a copyright in the design, structure, selection, coordination, expression, "look and feel", and arrangement, and enhancements of, the Content.

     The User may not decompile, reverse engineer, or otherwise reduce CarriersEdge to a human-perceivable form.

     The User may not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, the Content, in whole or in part. If applicable, the User may obtain, or download, copyrighted material for the User's personal use only. No copying, redistribution, retransmission, publication or commercial exploitation of the downloaded copyrighted material is permitted without the express written permission of the Licensor and the copyright owner. The User acknowledges that it does not acquire any ownership rights by downloading the copyrighted material.

     In the event of any permitted copying, redistribution, retransmission, or publication of the copyrighted material, no changes in, or deletion of, author attribution, trademark legend or the copyright notice language shall be made.

   • 4.2 Lawful Purposes. The User shall use CarriersEdge for lawful purposes only.

     The User will use CarriersEdge only in a manner that complies with all applicable laws, including, without limitation, applicable restrictions concerning copyright and other intellectual property rights, laws or regulations relating to privacy, and laws or regulations relating to unsolicited electronic commercial messages.

     The User shall not post or transmit through CarriersEdge any material which violates or infringes in any way upon the rights of others, which is unlawful, threatening, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane or otherwise objectionable, which encourages conduct that would constitute a criminal offence, give rise to civil liability or otherwise violate any law, or which, without CarriersEdge's express prior approval, contains advertising or any commercial solicitation with respect to products or services including, but not limited to, the solicitation of the Users of CarriersEdge to become subscribers of other online training services competitive with CarriersEdge.

     Any conduct by the User that the Licensor considers to restrict or inhibit any other User from using or enjoying CarriersEdge will not be permitted.

   • 4.3 User Content. The User shall not upload, post, or otherwise make available on CarriersEdge any material protected by copyright, trademark or other proprietary right without the express permission of the owner of the copyright, trademark or other proprietary right.

     The burden of determining that any material is not protected by copyright, trademark or other proprietary right rests with the User. The User shall be solely liable for any damage resulting from any infringement of the copyright, trademark, or other proprietary rights, or any other harm resulting from the User’s upload, post or act of making available such material.

     Any content or material uploaded by the User, for which the User owns the copyright, trademark, or other proprietary rights, shall at all times remain the property of the User. Upload of content into the CarriersEdge system shall not be considered a transfer of ownership to CarriersEdge, unless specifically and separately agreed to by both CarriersEdge and the User.

   • 4.4 User Information. The User consents to the collection and storage of personal information by the Licensor, and information related to the User’s use of CarriersEdge. The User consents to monitoring of the User’s use of CarriersEdge by the Licensor and the Subscriber.

     The User consents to the release of all information related to the User's use of CarriersEdge, including, without limiting the generality of the foregoing, all information regarding courses or modules completed or started by the User and evaluations completed by the User, to the Licensor, the Subscriber, or any other party entitled to such information by law.

     The User further consents to release of all information regarding the User's use of CarriersEdge to any third party if required for the purpose of any actual or threatened litigation involving the Licensor or the Subscriber.

   • 4.5 Third Parties. The foregoing provisions of section 4 are for the benefit of the Licensor, its subsidiaries, affiliates and its third party content providers and licensors, and each shall have the right to assert and enforce such provisions directly or on its own behalf.
5. Disclaimer of Warranty and Limitation of Liability

   • 5.1 Content and Service. The Licensor and its affiliates, and any of their respective employees, agents, third party content providers and licensors, do not promise that CarriersEdge and the Content will be error-free or uninterrupted, or that any defects will be corrected, or that the use of CarriersEdge will provide specific results. CarriersEdge and the Content are provided on an "as-is" and "as-available" basis.

     The Licensor and its affiliates disclaim all warranties, express or implied, including any warranties of accuracy, reliability, accessibility, privacy of files or electronic messages, security, non-infringement, merchantability and fitness for a particular use or purpose, other than those warranties which are implied by and incapable of exclusion, restriction or modification under the laws applicable to this User Agreement.

   • 5.2 User’s Risk. The User expressly agrees that the use of CarriersEdge is at the User's sole risk. The User assumes all risk as to the operation, quality, results and performance of CarriersEdge.

     The User expressly acknowledges that CarriersEdge is intended as a training aid to assist the User in understanding certain selected regulatory, safety and professional development topics. The User expressly acknowledges that it is the User's sole responsibility to familiarize himself/herself with all applicable regulatory and safety requirements, whether or not all applicable regulatory and safety requirements are included in CarriersEdge.

     The Licensor does not warrant that the content of CarriersEdge is accurate or timely, or that it is a complete review of all applicable regulatory and safety requirements, and does not warrant that completing any or all training provided by CarriersEdge or the issuing of any Certificate through CarriersEdge qualifies the User to perform any service or occupation, including operation of a truck vehicle.

     The User expressly acknowledges that the Licensor is not liable for the defamatory, offensive or illegal conduct of other users or third parties and that the risk of injury from the foregoing rests entirely with the User. The User specifically acknowledges that the provisions of this section shall apply to all Content.

   • 5.3 Damages. In no event will the Licensor, its directors, officers, employees, agents, contractors, affiliates or any person or entity involved in creating, producing or distributing CarriersEdge be liable for any damages or injury, including, without limitation, direct, indirect, incidental, special, consequential or punitive damages arising out of the use or the inability to use CarriersEdge, or caused by any delivery, use, performance or failure thereof, error, omission, incompleteness of the Content, interruption of service, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction or unauthorized access to, alteration of the User's information, and whether caused by breach of contract, tortuous behaviour, negligence, or under any other cause of action, even if the Licensor is advised or made aware of the possibility of such damages.
   • 5.4 Third-Party Claims. Regardless of the cause or duration of any errors, inaccuracies, omissions, or other defects in, or untimeliness or unauthenticity of CarriersEdge and the Content, or for any delay or interruption in the transmission thereof to the User, or for any claims or losses arising therefrom or occasioned thereby, none of the foregoing parties shall be liable for any third party claims or losses of any nature, including, but not limited to, lost profits, personal injury, punitive or consequential damages.
   • 5.5 Third-Party Software. Any software provided with CarriersEdge is provided subject to the terms and conditions of the User Agreement stipulated in the software.
   • 5.6 Limitation of Damages. Without limiting the generality of this section, the maximum cumulative liability of the Licensor for all claims under any circumstances, including claims for breach of contract, tort, negligence, or otherwise and the User's sole remedy, will be strictly limited to an award for direct, provable damages not to exceed the lesser of:
     1. the amount of fees paid to the Licensor by the User herein during the previous six-month period; or
     2. the sum of CAD$1,000.00.
6. Indemnification
   • The User agrees to defend, indemnify and hold harmless the Licensor, its affiliates and their respective directors, officers, employees and agents, and their successors, heirs and assigns from and against any and all suits, actions, legal proceedings, claims, fines liabilities, damages, demands, judgments, losses incurred by third parties, costs and expenses of any kind and character, including legal fees, (collectively "Losses") to the extent that such Losses arise out of or in connection with the use by the User of CarriersEdge or the use by any person of the User's User Account, whether or not with the permission or consent of the User, including, without limiting the generality of the foregoing, all Losses arising out of or in connection with any damage or injury to any property or any person, including serious and permanent disability and death, howsoever occurring and whether or not accidental or caused by negligence of any party, in connection with any training or certification provided by the Licensor through CarriersEdge.
7. Term and Termination of Access
   • 7.1 Term. The Term of this User Agreement begins upon the User accepting this User Agreement will continue until terminated as permitted herein.
   • 7.2 Termination by Licensor. At the option of the Licensor, this User Agreement may be terminated, or may be temporarily suspended, by the Licensor if the User fails to comply with any term or condition hereof, or in the event of any default in payment of any fees in connection with the User's use of CarriersEdge, if applicable, (whether payable by the User, the Subscriber or other third party) or for any other reason whatsoever in the absolute discretion of the Licensor. No notice from the Licensor shall be required to effect such termination or suspension.
   • 7.3 Termination by User. The User may terminate this User Agreement at any time by advising the Licensor to discontinue the User Account. In the event that the User accesses the User Account at any time after terminating this User Agreement, the termination will be deemed to not have occurred and this User Agreement will be deemed to have been in full force and effect from the beginning of the Term.
   • 7.4 Suspension of User Agreement. CarriersEdge may, at its sole reasonable discretion and for any reason whatsoever, suspend the User Account temporarily, permanently or for any time period. While the User Account is suspended, the User will not be permitted to access the User Account and agrees that it will immediately discontinue using CarriersEdge and any software which might have been provided by the Licensor for any purpose, including development. Upon reinstatement of the User Account, CarriersEdge may impose restrictions or requirements on the User’s use of the User Account or CarriersEdge at its sole reasonable discretion.
   • 7.5 Effects of Termination. Upon any termination of this User Agreement, the license and any rights under this User Agreement shall terminate and the User agrees to:
     1. immediately discontinue using CarriersEdge and any software which might have been provided by the Licensor for any purpose, including development; and
     2. destroy all software including all copies and portions thereof and all other proprietary information of the Licensor which were obtained through the use of CarriersEdge.
   • 7.6 Surviving Obligations and Rights. Any termination of this User Agreement shall not relieve any party of any obligation or liability accrued prior to such termination, or rescind, or give rise to any right to rescind, anything done by any party hereunder prior to when such termination becomes effective, and such termination shall not affect in any manner any rights of any party arising under this User Agreement prior to such termination and the provisions of those sections hereof which are reasonably intended to survive termination of this User Agreement including, without limitation, sections 4, 5, 6, 7, and 8, shall survive such termination and continue to be valid and binding.
   • 7.7 Costs and Damages. In the event of any termination or suspension of this User Agreement, the Licenser shall not be liable for any costs, damages, or claims whatsoever, including any consequential or indirect damages, arising out of, or in connection with, any such termination or suspension of this User Agreement by the Licensor.
8. Third Party Content

   • 8.1 Disclaimer of Content. Any opinions, advice, statements, services, offers, or other information or content expressed or made available by third parties, including information providers, the Users of CarriersEdge, are those of the respective author(s) or distributor(s) and not of the Licensor. Neither the Licensor nor any third party providers guarantees the accuracy, completeness, or usefulness of any content, or its merchantability or fitness for any particular use or purpose.

     The User shall not hold any of the third parties liable for any delays, inaccuracies, errors or omissions therefrom or in the transmission or delivery of all, or any part thereof, or for any damage arising from any of the foregoing.

     Refer to section 5 herein for the complete provisions governing disclaimers of warranty and limitations of liability.

   • 8.2 Accuracy of Content. In many instances, the content available through the Licensor represents the opinions and judgments of the respective information provider. The Licensor neither endorses nor is responsible for the accuracy or reliability of any opinion, advice or statement made on CarriersEdge by anyone. Under no circumstances will the Licensor be liable for any loss or damage caused by a User's reliance on information obtained through CarriersEdge. It is the responsibility of the User to evaluate the accuracy, completeness or usefulness of any information, opinion, advice or other content available through CarriersEdge. Please seek the advice of professionals, as appropriate, regarding the evaluation of any specific information, opinion, advice or other content.
   • 8.3 Use. Third party content, including but not limited to, text, photos, graphics, audio and/or video materials shall not be directly or indirectly published, rewritten for broadcast or publication or redistributed in any medium except for personal and non-commercial use. Neither these materials nor any portion thereof may be stored in a computer except for personal and non-commercial use.
9. Injunction
   • Without limiting any other legal or equitable remedies available to the Licensor, the Licensor shall be entitled to an injunction to restrain the Subscriber or any User from engaging in any activities which constitute a breach of any of the provision of this User Agreement without the necessity of proof of actual damages.
10. General Contract Provisions

    • 10.1 Notice. To provide notice to the Licensor, or for more information, the User may contact the Licensor at the following:

      • Mailing Address: Newmarket South P.O.
        PO Box 71050
        Newmarket, Ontario Toll Free Phone: 866-530-2430 Local Phone: 416-290-5672 Email: info@carriersedge.com
    • 10.2 Entire Agreement. This User Agreement constitutes the entire agreement between the parties with respect to all of the matters herein and its execution has not been induced by, nor do any of the parties rely upon or regard as material, any representations or writings whatever not incorporated herein and made a part hereof and may not be amended or modified in any respect except by written instrument signed by the parties hereto. Any schedules referred to herein are incorporated herein by reference and form part of the User Agreement.
    • 10.3 Enurement. This User Agreement shall enure to the benefit of and be binding upon the parties and their respective successors and assigns.
    • 10.4 Governing Law. This User Agreement shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein and each of the parties hereto agrees irrevocably to attorn to the jurisdiction of the Courts of the Province of Ontario and the Federal Court of Canada, sitting in the City of Toronto.
    • 10.5 Severability. If any Section or any portion of any Section of this User Agreement is determined to be unenforceable or invalid for any reason, that unenforceability or invalidity shall not affect the enforceability or validity of the remaining portions of this User Agreement and such unenforceable or invalid Section or portion thereof shall be severed from the remainder of this User Agreement.
    • 10.6 Non waiver of default. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.