Terms of Use

 

1.0  Use of the AuraData System

 

1.1    AuraData System.  AuraData provides verification services through the “AuraData System”.  The “AuraData System” comprises all applications, programs, databases, and website pages used to complete a Subscriber Sign-up Form, obtain and process verification requests, make search results available to Subscribers and make historical data available to the Subscriber and the Institution.

1.2    License.  AuraData grants YOU, being a Subscriber to the AuraData System, a non-exclusive, limited and revocable license to search, download and view information relating to data subjects’ educational history, current enrolment status, degrees and/or professional designation (collectively “Verification Data”) using the AuraData System.  As an authorized agent of Canadian educational institutions and professional bodies (“Institutions”), AuraData grants you the right to directly use the Verification Data only for the purposes for which the information is being requested.  You represent and warrant that the Verification Data will only be used for such purposes and that the Verification Data will not be reproduced, copied, distributed or transmitted for any other purposes.

1.3    Agreement.  By using the AuraData System, you agree to be bound by this Terms of Use Agreement.  AuraData reserves the right, in its sole discretion, to modify, alter or otherwise update this Agreement at any time upon prior written notice to you.

1.4    Privacy Policy.  All information about data subjects that you provide to AuraData becomes subject to AuraData’s Privacy Policy.  By accessing or using the AuraData System, you warrant that you have read and understand AuraData’s Privacy Policy.

1.5    Assignment.  This Agreement between you and AuraData may not be assigned by you to any other person without AuraData’s prior written consent.

 

2.0    Intellectual Property

 

2.1  Proprietary System.  You expressly acknowledge that the AuraData System has been designed, programmed, compiled and prepared by AuraData through the application of methods and standards of judgment and through the expenditure of substantial time, effort and money, and constitute therefore valuable intellectual property and trade secrets of AuraData.  The AuraData System and all associated copyrights, trademarks and trade secrets, including the look and feel, the database design, the functional specifications and programming code, and all technical elements that are intrinsic to the AuraData System, shall remain at all times the property of AuraData. Verification Data remains at all times the property of the Institution.

2.2  Licensee’s Role in the Protection of the AuraData System.  You shall take commercially reasonable precautions to avoid unauthorized access to the AuraData System and protect the trademarks and copyright and/or any other proprietary rights of AuraData.  You agree that you will not divulge to any other person your user name, password or account information as provided to you by AuraData.  You accept responsibility for any and all consequences of the use of your password and login information by any other person.

2.3  License Limitations.  For greater certainty, under this license, you may not modify or copy the AuraData System, use the AuraData System for any commercial purpose or for any public display (commercial or non-commercial), attempt to decompile or reverse engineer the AuraData System or remove any copyright or other proprietary notations.

 

3.0  Verification Services

 

3.1    Verification Process:

(a)   Upon logging into the AuraData System, you will be required to accept this Terms of Use Agreement, which may be modified at any time, in AuraData’s sole discretion, without providing notice, and you agree to be bound by any such modifications.  

(b)   In order to have a verification request processed, you shall enter information in all of the required fields set out on the fill-in forms accessible through the AuraData System. 

(c)   You may choose to use a print-ready Identification and Authorization Form available on the AuraData System or a substantially equivalent version of the form (either to be referred to as the “Consent Form”), that identifies you, the data subject, and that authorizes the release of information with the signature of the data subject.  If using a substantially equivalent version, you must print off a coversheet available through the AuraData System that identifies the tracking number assigned to the verification request.  You take full responsibility and accept any and all liabilities for the contents of a substantially equivalent version of the form.  You must ensure that any such form contains the consent language required by the Institution and AuraData to provide Verification Data to you.  

(d)   The data subject must sign the Consent Form.  The Consent Form, and the AuraData coversheet if applicable, must be submitted via facsimile to AuraData.  You represent and warrant that signed authorization has been legally and truly obtained from the data subject.  Until a completed Consent Form, and coversheet if applicable, is successfully submitted, the verification request will be identified and displayed on a password-protected area of the website accessible only to you as a Pending Verification Request.

(e)   If any information on the Consent Form, or coversheet if applicable, is incomplete or unclear, you will be requested to submit a new Consent Form, and coversheet if applicable.

(f)    Upon receipt of the completed Consent Form, you will be temporarily transferred to the secure payment processing system of [a reputable financial institution] in order to pay for the search via credit card.  Your credit card information is never known to or stored by AuraData.  

(g)   Once the credit card transaction has been approved and processed, the search will proceed through the AuraData System.  If the information you submit in your verification request matches information in the Institution’s databases, the corresponding Verification Data will be made available to you.  If the information you submit in your verification request does not match any information in the Institution’s databases, the corresponding search results will identify that no file was found.

3.2    Pending Identification and Authorization Form.  If AuraData does not receive a completed Consent Form within one (1) month of submitting a verification request, the request shall be cancelled.

3.3    Accuracy of Search Results.  You may receive inaccurate search results if information you submit in your verification request is incorrect or incomplete. 

3.4    Manual Searches.  There may also be instances where a manual search will need to be performed by AuraData because the records being searched pre-date the Institution’s electronic systems.  You will be notified in this case and be provided with an estimated timeframe within which your search request will be fulfilled by AuraData.

 

 

4.0  Fees

 

4.1    Fee.  You shall be charged for every Institution database access performed by AuraData.

4.2    Payment Obligations.  You agree to make payment to AuraData for any and all verification requests where a Consent Form has been successfully submitted, regardless of the results of the search or the accuracy of the data entered into the search fields.

4.3    Termination.  In the case of termination of your status as a Subscriber, as set out in Section 6.1, you remain liable for any outstanding payments.  AuraData will not provide any refunds upon termination, regardless of whether the termination is caused by you or by AuraData, and regardless of whether either party is in breach of any provision of this Terms of Use Agreement.

4.4    On-Line Payment.  Payments to AuraData must be completed using a credit card.  AuraData does not collect, store or use credit card information or any other financial information.  AuraData redirects the Subscriber to a reputable financial institution, and such information is directly collected by the financial institution on a secure webpage.

 

 

5.0  Limitation of Liability

 

5.1    Disclaimer.  The materials on AuraData’s web site are provided “as is”.  Any representations and warranties contained in this Terms of Use Agreement are in lieu of any other warranties or conditions, express or implied, orally or in writing, respecting the System, including, but not limited to, implied warranties or conditions of merchantable quality or fitness for a particular purpose, and those arising by statute or otherwise in law or from a course of dealing or usage of trade, all of which are expressly disclaimed.

5.2    Specific Disclaimers.  Without limiting the generality of Section 5.1, AuraData specifically does not warrant or provide any guarantee that:

(a)    the System will operate uninterrupted or error-free;

(b)    Verification requests will be processed immediately once your payment has been processed;

(c)    Search results will be accurate.  Accuracy depends on the quality and currency of the Institution’s databases and the accuracy of the data you enter for a verification request.

5.3    Security Risks.  By using and accessing the AuraData System, Subscribers acknowledge that the Internet and websites have inherent security risks and are subject to computer, system and network failure, and human error or interference.  AuraData takes such steps as are reasonable in the circumstances to maintain the security of the AuraData System and any information available through it, but notwithstanding the foregoing, you agree to use the website at your own risk and in no event shall AuraData or the Institution be held liable for any losses or damages due to security breaches, however caused, even if caused by negligence on the part of AuraData.

5.4    E-mail Interception.  Should you choose to communicate with AuraData via e-mail regarding specific questions, concerns or technical difficulties, you understand that when using unencrypted e-mail, there are inherent risks of interception over which AuraData has no control.  In communicating with AuraData via e-mail, you are aware of such risks and understand that AuraData takes no responsibility and accepts no liability for any such interception or alleged interception.

5.5    Damages. AuraData does not make any warranty or condition, express or implied, orally or in writing as to results to be obtained by using the AuraData System.  Neither AuraData nor the Institution shall be liable for any indirect, special, incidental, consequential or exemplary damages or expenses of any type (including but not limited to any damages for lost profits, loss of use, business interruption, loss of data or lost business) arising out of your use of the AuraData System, whether such damages or expenses arise out of breach of contract (including fundamental breach), or tort or on any other statutory or common law basis, even if AuraData or the Institution has been advised of the possibility of such damages.

 

 

6.0  Termination

 

6.1    Right to Terminate.  AuraData reserves the right to revoke, suspend or terminate your license to access and use the AuraData System in the event that you are in violation of any of the terms of this Agreement.  Without limiting the foregoing, AuraData has the right to terminate your license if, for example, you fail to provide any payment owing to AuraData, or if you use any information provided by the AuraData System for purposes that are not expressly permitted under this Agreement.

6.2    Upon Termination.  Upon termination, your username and password will be deactivated.  In the event of manual searches, any Pending Verification Request for which payment has been received shall be completed, and in the event that AuraData is waiting for a completed Consent Form, the Pending Verification Request shall be destroyed.

 

 

7.0  General

 

7.1    Links.  This website contains links to third party websites. These links are provided solely as a convenience to you and not as an endorsement by AuraData of any of the content of such third party websites. AuraData makes no representations or warranties of any kind regarding any website linked to, and use of any such site is at the Subscriber’s own risk.

7.2    Cookies.  As a general policy, AuraData does not collect any personal information automatically from visitors to its website.  AuraData may transfer a small, non-executable file (a “cookie”) to the cookie file of the browser on your computer’s hard disk.  AuraData does not use persistent cookies.  As a Subscriber, a session cookie is assigned to you when you log in, and placed on your computer in order to uniquely identify you as you move from page to page on AuraData’s site.  This temporary cookie remembers your login information so you do not have to log in for every page on the website that you visit. The cookie is destroyed as soon as you close your browser and is never redirected to any other servers.

7.3    Relationship.  Except as expressly set out herein, nothing contained in this Agreement shall create or imply an agency relationship between you and AuraData, nor shall this Agreement be deemed to constitute a joint venture or partnership between you and AuraData.

7.4    Audit Right.  AuraData or the Institution has the right to audit the Subscriber to ensure the Subscriber is in compliance with this Agreement, for example, to ensure that valid consent is obtained from the data subject before the data subject obtains Verification Data through the AuraData System.  The Subscriber shall respond in a timely manner to any reasonable request by AuraData or the Institution to obtain access to the Subscriber’s relevant procedures and documentation as required to perform such an audit. 

7.5    Governing Law.  You agree that all matters relating to your access to, or use of, the AuraData System shall be governed by the laws of the Province of Ontario and the laws of Canada, without regard to conflict of laws principles. You agree and hereby submit to the non-exclusive jurisdiction of the courts of the Province of Ontario with respect to any disputes arising under this Agreement.  

7.6    Entire Agreement.  This Terms of Use Agreement and the Subscriber Sign-up Form shall constitute the entire agreement between the parties relating to your access to and use of the AuraData System.  If any term or provision of this Agreement is held by a court of competent jurisdiction to be unenforceable or contrary to law, it shall be severed and the remaining provisions shall remain in full force without being invalidated in any way.

7.7    Waiver.  No delay or omission by AuraData to exercise any right or power it has under this Terms of Use Agreement shall impair any such right or power or be construed as a waiver of any breach of this Agreement.  All waivers must be in writing and signed by the party waiving its rights.