INFOSUITEtm USER AGREEMENT
Welcome to InfoSuitetm. This document (referred to as the "User Agreement") describes the terms on which TSX Inc. allows users to access and use TSX InfoSuite (as defined below). In addition to TSX InfoSuite, you may be given access to other IR related products and services including a suite of products and services provided to you by QuoteMedia, Inc. or TSX Inc. The QuoteMedia, Inc. products and services may be governed by a separate agreement between you and QuoteMedia, Inc. and some services may require agreements with additional third party information providers (the "Information Providers") prior to your receipt or use of their information.

This User Agreement includes any terms incorporated by reference or that we post on this website from time to time. By clicking on the "Accept" button, you accept and agree to be bound by the terms of this User Agreement as of that date, on your own behalf, and if you are a Principal Contact, on behalf of the company with which you are associated. If you are a Principal Contact, there are provisions that apply to you in that capacity and to your company. See Sections 4(a), 4(b), 5 and 6. If you do not agree to be bound by any of the terms of this User Agreement, please click on the "Decline" button.

  1. Definitions
    1. "Authorized User" means one of your directors, officers or employees who has been given access to TSX InfoSuite by TSX.
    2. "Login Information" means an Authorized User's login and password information.
    3. "Principal Contact" means an officer of a company (generally the CFO, General Counsel or Corporate Secretary) who has signing authority and the capacity to bind the company.
    4. "TSX" means TSX Inc.
    5. "InfoSuite" means the password protected web-based, investor relations product made available by TSX.
    6. "User Information" means your business address, e-mail address and phone number.
    7. The terms "you" and "your" apply to you in your personal capacity and also apply to the company that employs you and on whose behalf you are also entering into this User Agreement.
  2. Access
    1. You will have a non-exclusive, non-assignable, non-transferable license to access and to permit Authorized Users to access TSX InfoSuite solely for your internal business purposes and for no other purpose. Except as expressly stated otherwise, you agree not to market, sell, distribute, commercialize, reproduce, transfer, disclose, publish or reverse engineer TSX InfoSuite without TSX's prior written consent. You will not use or permit any one to use TSX InfoSuite for any illegal purpose.
    2. You will ensure that each Authorized User does not transfer, assign or share his or her password with any other individual, without TSX's prior written consent.
    3. TSX InfoSuite may be unavailable in whole or in part from time to time or may be permanently discontinued at any time. TSX (or its service providers) will not be liable for any damages arising from any interruption, delay, discontinuance, unavailability or termination of TSX InfoSuite.
    4. TSX (or its service providers) may implement updates to perform maintenance on or make other changes to TSX InfoSuite at any time. We will use commercially reasonable efforts to give you advance notice where possible and to advise you where changes will result in a temporary discontinuance of TSX InfoSuite availability.

      All information provided by you in connection with your use of TSX InfoSuite (whether relating to you as an Authorized User or to the company with which you are associated) including without limitation, Login Information and User Information, will be treated in accordance with our Privacy Policy which can be found at www.tmx.com. By accepting the terms of this User Agreement, you are agreeing to be bound by our Privacy Policy. You consent to TSX using your User Information to promote training seminars or other events offered by TSX.
    5. Toronto Stock Exchange issuers are permitted to have a maximum of two (2) Authorized Users who will be entitled to access TSX InfoSuite at no charge. TSX Venture Issuers are permitted to have a maximum of one (1) Authorized User who will be entitled to access TSX InfoSuite at no charge. TSX may provide you with additional password(s) ("Fee Liable Passwords") to permit access by additional Authorized Users, provided you pay the applicable fee for each such password plus all applicable taxes as required by law. We may modify the fees charged for Fee Liable Passwords upon prior notice to you and you will have the opportunity to give up such additional passwords if you do not wish to pay the fee.
  3. Security
    1. You agree to keep Login Information belonging to you in confidence and not to disclose this information to third parties. You also agree not to use any other person's Login Information. You agree not to, and not to permit any Authorized User to, disable or bypass any TSX InfoSuite security features. You are solely responsible for any programs, viruses, or disabling or harmful devices introduced through the Authorized User's use of TSX InfoSuite.
  4. Your Responsibilities
    1. You are at least 18 years old and can form legally binding contracts under applicable law. If you are a Principal Contact, you represent that you have authority to bind the company with which you are associated.
    2. If you are a Principal Contact, you will immediately discontinue access for any Authorized User who ceases to be associated with your company or who violates any of the terms of this User Agreement.
    3. Except as expressly stated otherwise, you agree not to reproduce, duplicate or copy TSX InfoSuite, in whole or in part, and not to sell or resell access to TSX InfoSuite.
    4. You agree: (i) not to interfere with or disrupt networks connected to TSX InfoSuite; and (ii) not to use any device or software that interferes with the proper functioning of TSX InfoSuite.
  5. Disclaimer
    1. You acknowledge on behalf of the company with which you are associated, that TSX InfoSuite and any other content, materials, modules or products provided in connection with TSX InfoSuite, including those provided by third parties, is provided on an "as is" and "as available" basis, without any warranties or conditions of any kind. TSX and its service providers expressly disclaim, and you expressly waive, including if you are a Principal Contact, on behalf of the company with which you are associated, all warranties and conditions, express or implied, including without limitation, warranties or conditions of merchantable quality and fitness for a particular purpose or those arising by law, statute, usage of trade or course of dealing. TSX's sole obligation and your sole remedy will be TSX's exercise of reasonable efforts to correct any malfunction and to provide access to TSX InfoSuite as soon as possible in the circumstances.
    2. You further acknowledge and agree that TSX, TMX Group and TSX Venture Exchange Inc., and each of their respective affiliates do not endorse or recommend any securities issued by any companies identified in TSX InfoSuite. We strongly advise that you seek professional advice to evaluate specific securities or other content made available through TSX InfoSuite. Do not use TSX InfoSuite for any trading-related purpose.
  6. Liability
    1. TSX (which, for purposes of this Section 6 includes TSX, our parent subsidiaries and service providers and their respective directors, officers, employees and agents) as well as QuoteMedia, Inc. and the Information Providers and their respective directors, officers, employees and agents will not be liable to you or any company with which you are associated (and their affiliated companies, and each of their respective directors, officers, employees, shareholders and agents) or any other person for any direct, indirect, consequential, special, incidental or other damages, losses, costs, expenses in respect of or arising from any errors or omissions in TSX InfoSuite, loss of or damage to data, documents, or any other information, breach of confidentiality or security, loss of goodwill, loss of actual or anticipated profits or revenue, or other liability or claim arising out of this User Agreement or from any use or inability to use TSX InfoSuite, howsoever caused, even if TSX is advised of the possibility of such damages, losses, costs or expenses. The exclusions and limitations in this Section 6 will apply regardless of whether any action is brought under statute, in contract, tort, or strict liability, or for negligence, breach of a fundamental term or fundamental breach (and regardless of the number of claims).
    2. You will, and if you are a Principal Contact, you agree that the company with which you are associated will, indemnify and hold harmless and defend TSX (as well as QuoteMedia, Inc. and the Information Providers) from and against any and all suits, claims, proceedings at law or in equity, and any and all liability, loss or damage, including reasonable legal fees, arising out of or in connection with: (i) any claim made as a result of your non-compliance with any legislation or the non-compliance by any of your Authorized Users; (ii) a breach by you of this User Agreement or a breach by any of your Authorized Users; (iii) any misuse by you of information obtained from TSX InfoSuite or a misuse by any of your Authorized Users; or (iv) any claim made by any person as a result of any non-compliance by you or any of your Authorized Users with this User Agreement.
  7. Proprietary Rights
    1. You acknowledge that as between you and TSX, TSX will retain all right, title and interest in TSX InfoSuite and its content, including but not limited to any documents, databases, data, text, software, applications, applets, music, sound, graphics, video, photographs, technology, look and feel, and other material and functionality and all other information ("Content"). You acknowledge that the Content is protected by copyright, trade-marks, service marks, patents, and/or other proprietary arrangements and laws and you are only permitted to use this Content as expressly authorized in writing by TSX.
    2. The words and logos for TSX InfoSuite are trade-marks of TSX or its service providers, and TSX, TSX Venture Exchange and the TMX logos are registered trade-marks of TSX (collectively, the "TSX Marks"). You agree to not display or use the TSX Marks in any manner without our prior written authorization.
  8. Proprietary Rights Originating from Information Providers
    1. The Dow Jones Indexessm are proprietary to CME Group Index Services LLC ("CME Indexes") and/or its licensors, and have been licensed for use. All content of the Dow Jones Indexessm © 2011 is proprietary to CME Indexes. "Dow Jones®", "Dow Jones Industrial Averagesm", "DJIAsm", and "Dow Jones Indexes" are service marks of Dow Jones Trademark Holdings, LLC. You agree that as a condition of your continued receipt of index data originating from CME Indexes or any of its affiliates or agents, you shall not issue, create or sponsor any financial instruments or investment products (including, without limitation, derivatives, structured products, investment funds or exchange-traded funds) where the price, return and/or performance of such instrument or product is based on, related to, or intended to track, any index published by CME Indexes or a proxy for such index, without a separate written agreement with CME Indexes for such purpose.
    2. Morningstar Data is Copyright © 2011 Morningstar, Inc. All Rights Reserved. The information contained herein: (1) is proprietary to Morningstar and/or its content providers; (2) may not be copied or distributed; and (3) is not warranted to be accurate, complete or timely. Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information. Past performance is no guarantee of future results.
    3. S&P Information and S&P Services are Copyright © 2011, Standard & Poor's, a division of The McGraw-Hill Companies, Inc. Standard & Poor's including its subsidiary corporations ("S&P") is a division of The McGraw Hill Companies, Inc. Reproduction of S&P Information and S&P Services in any form is prohibited except with the prior written permission of S&P. Because of the possibility of human or mechanical error by S&P's sources, S&P or others, S&P does not guarantee the accuracy, adequacy, completeness or availability of any information and is not responsible for any errors or omissions or for the results obtained from the use of such information. S&P GIVES NO EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE. In no event shall S&P be liable for any indirect, special or consequential damages in connection with subscriber's or others' use of S&P Information and S&P Services.
    4. Zacks Data is Copyright © 1978- 2011 by ZACKS Investment Research, Inc. ("ZACKS"). The information, data, analyses and opinions contained herein (1) includes the confidential and proprietary information of ZACKS; (2) may not be copied or redistributed, for any purpose; (3) does not constitute investment advice offered by ZACKS; (4) are provided solely for informational purposes; and (5) are not warranted or represented to be correct, complete, accurate or timely. ZACKS shall not be responsible for investment decisions, damages or other losses resulting from, or related to, use of this information, data analyses or opinions. Past performance is no guarantee of future performance. ZACKS is not affiliated with QuoteMedia, Inc. www.zacks.com
  9. Termination
    1. If you breach this User Agreement, then in addition to any other rights we may have, TSX will have the right to (i) immediately suspend your access to TSX InfoSuite, (ii) immediately suspend the access to TSX InfoSuite of the company with which you are associated (and its respective Authorized Users), or (iii) terminate this User Agreement immediately in respect of you, the company with which you are associated, and its Authorized Users.
    2. If an Authorized User ceases to be associated with any company, that Authorized User's access to TSX InfoSuite will immediately terminate with respect to that Authorized User's associated company.
    3. Either of us may terminate this User Agreement for any reason on thirty (30) days' notice.
  10. General
    1. This User Agreement constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior agreements, representations, proposals, discussions and understandings, oral or written.
    2. This User Agreement will be governed by the laws of the Province of Ontario and the laws of Canada applicable therein. Each party consents to the jurisdiction of the courts of Ontario to hear any action brought with respect to this User Agreement.
    3. You expressly agree, on behalf of the company with which you are associated, that QuoteMedia, Inc. can enforce the terms of this Agreement (in particular, but without limitation, Section 5 (Disclaimer) and Section 6 (Liability)) as a third-party beneficiary.
    4. All notices to a party will be via e-mail. Notices to TSX should be made to issuersupport@tsx.com. Notices to you will be made to the e-mail address that you provided as part of your User Information for your company. A party may change their e-mail address by giving notice to the other party under this section. TSX may broadcast notices or messages on TSX InfoSuite which will constitute notice to you. Notice by e-mail will be deemed received forty-eight (48) hours after the e-mail is sent, unless the sending party is notified that the e-mail is invalid.
    5. This User Agreement will be binding upon and enure to the benefit of each party and their respective successors and permitted assigns. You may not assign this User Agreement. TSX may assign this User Agreement upon written notice to you.
    6. The failure of either party at any time to require performance of any provision will not affect the right to require performance at any other time, nor will the waiver by either party of a breach of any provision be a waiver of any succeeding breach or a waiver of the provision itself.
    7. If any provision of the User Agreement is declared illegal, void or unenforceable for any reason, that provision will be severed from this User Agreement and the remaining provisions will continue in full force and effect.
    8. Neither party will be liable for any failure or delay in performing its obligations under this User Agreement, other than payment obligations, due to causes outside its reasonable control. A party claiming the benefit of this section will use all reasonable efforts to eliminate the cause of the delay.
    9. The provisions of Sections 2, 4, 5, 6, 7, 8, 9 and 10 will survive any termination or expiration of this User Agreement.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS USER AGREEMENT, UNDERSTAND IT AND AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS HEREIN IN YOUR CAPACITY AS AN AUTHORIZED USER, AND IF YOU ARE A PRINCIPAL CONTACT, ON BEHALF OF THE COMPANY WITH WHICH YOU ARE ASSOCIATED. IF YOU ARE NOT AN AUTHORIZED SIGNING OFFICER OF THE COMPANY, BY SIGNING THIS AGREEMENT, YOU ARE CONFIRMING THAT THIS AGREEMENT HAS ALSO BEEN SIGNED BY AN AUTHORIZED SIGNING OFFICER ON BEHALF OF THE COMPANY.