PLEASE READ THIS NOTICE CAREFULLY. THIS NOTICE GOVERNS THE USE OF THIS WORLD WIDE WEB SITE (THE “WEBSITE”) TODAY.COM. BY ACCESSING THIS SITE, YOU AGREE TO THE FOLLOWING TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT ACCESS THIS SITE.
Today Inc. means Today Inc., also referred to as Today, the website Today.com, and its affiliates who provide digital wallets, prepaid card solutions and other technology based products and services (the “ Services ”).
Use of Website
Today Inc. is not responsible in any manner for direct, indirect, special or consequential damages, however caused, arising out of your use of this Website and/or any web browser, including any damages you may suffer if you transmit confidential or sensitive information to us or if we communicate such information to you at your request over the Internet. Links to other websites from this Website are for convenience only. No endorsement of any third party products, services or information is expressed or implied by any information, material or content referred to or included in, or linked from or to this Website.
Trade-marks and Copyrights
Copyright in the content of this site and the Today mobile application is owned by Today Inc. unless otherwise indicated. All rights reserved. The Today Services are owned and operated by Today and/or third party licensors. The visual interfaces, graphics, design, compilation, information, computer code (including source code and object code), products, software, services, and all other elements of the Today Services provided by Today (the ” Materials “) are protected by Canadian and U.S. copyright, trade secret, patent, and trade-mark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. All Materials, trade-marks, service marks, and trade names contained on the Today Services are the property of Today and/or third party licensors or suppliers. Users of the Website or Services agree not to remove, obscure, or alter Today’ or any third party’s copyright, patent, trade-mark, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the Today Services. Except as expressly authorized by us, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials. We reserve all rights not expressly granted in this Agreement. Users of the Today Website pages (the “ Content ”) shall only be entitled to copy the Content for personal use. Any duplication, reproduction, replication of the Content, in its entirety or any substantial part of it, is strictly prohibited. This includes, but is not limited to; uploading, downloading and accessing the Content on to the Internet or any other local or international computer system, without the prior written permission of Today. Any such unauthorized use constitutes copyright infringement. An acknowledgement of the source must be included whenever Today material is copied or published. Any infringement of Today rights will result in appropriate legal action.
All email communication including messages and any attachments are proprietary and confidential information intended only for the use of the recipient(s) named above. If you are not the intended recipient, you may not print, distribute, or copy this message or any attachments. If you have received any communication in error, please notify the sender by return e-mail and delete the message and any attachments from your computer.
Today does not send emails for promotional or marketing purposes unless with the consent of the recipient and in accordance with Canada Anti-Spam Legislation (CASL), unless as a means to contact the individual, verify their identity, reset access credentials, provide account related information as a direct response to customer requests or for other purposes included in “Terms and Conditions ” and not covered by legislation.
Information provided by Today and other sources on this Website is believed to be accurate and reliable when placed on this site. While all measures are taken to verify its contents, we cannot guarantee it is accurate or complete or current at all times. Information on this site is for information purposes only and is not intended to provide financial, legal accounting or tax advice and should not be relied upon in that regard.
For additional questions or concerns regarding privacy and legal issues, please email, fax or write to:
Attn: Legal and Compliance
67 Mowat, Suite 437
Toronto, ON M6K 3E3
TODAY WEBSITE TERMS AND CONDITIONS
THE TODAY SERVICES MUST HAVE ONLY ONE REGISTERED USER PER ACCOUNT AND ARE NOT AVAILABLE TO PERSONS UNDER THE AGE OF 18 OR TO ANYONE PREVIOUSLY SUSPENDED OR REMOVED FROM THE TODAY SERVICES BY TODAY. TODAY RESERVES THE RIGHT TO SUSPEND OR REMOVE ANY PERSON FROM USING THE TODAY SERVICES THAT DOES NOT COMPLY WITH THE TERMS OF THIS AGREEMENT OR FOR ANY OTHER REASON WHATSOEVER. By checking the ” I Agree ” box, and subsequently, each time you access, browse, download or use the Today Services, you represent that you are an individual of at least 18 years of age and have not been previously suspended or removed from the Today Services.
2. The Today Account
We will establish an account (” Today Account “) for the purpose of providing you with the Today Services. You must select a personal identification number (” PIN “) and a password (” Password “), and you must at least provide your mobile telephone number (” Mobile Number “), residential address, date of birth, occupation and your e-mail address to us. Your Mobile Number and e-mail address will be subject to the terms of the consent to the collection, use and disclosure of your personal information as referred to in Section 5. You agree to keep your PIN and Password confidential and not disclose them to others. You agree not to keep your PIN and Password near your Device. Each person for whom we establish a Today Account becomes a “User”.
A User may only have one Today Account at any given time.
A Today Account is not a deposit account and may not be insured by the Canada Deposit Insurance Corporation or any provincial deposit insurance program.
You agree that we may keep any benefits provided by a financial institution that holds these funds.
You may not create a negative balance in your Today Account. If a negative balance is ever created, we may, in each case at our sole discretion: (a) apply future Transfers (as defined in Section 9) to the negative balance, and you agree to such application, (b) require you to pay to us, on demand, an amount sufficient to cover the negative balance, and you agree to make such payment, and/or (c) obtain funds to correct a negative balance (defined in Section 8) to your Today Account, and you authorize obtaining such funds. To the extent that we are unable to apply sufficient amounts to correct such negative balance, we may take action necessary to collect such amounts from you, including collection action or use of third-party collectors, notification of credit bureaus and the loss of use of your Today service. You agree to pay the actual costs of collection, to the extent permitted by law.
When your Today Account is established, we may provide you with a bonus or incentive, subject to the terms and conditions of any bonus or incentive program in effect and made available to you at the time you register. We reserve the right to terminate any incentive promotional program at any time without notice to you.
3. Verification of Your Identity
We will obtain, verify, and record information that identifies each person who registers to use the Today Services.
What this means for you: When you register to use the Today Services, we will ask for identifying information, which may include your name, residential address, date of birth, and other information that will allow us to identify you to our satisfaction. By registering for the service, you also consent to us using third party sources to verify your identity. If we cannot verify your identity or suspect identity fraud, we will not be able to allow you to use the Today Services.
4. Privacy Consent, Authorization for Inquiries
You consent to Today: (a) collecting and using your personal information, as provided on the Today registration form and generated in connection with your use of the Today Services, for the purposes of (i) opening and administering your Today Account and providing you with the Today Services (including a Today branded prepaid card as you may request), and (ii) providing you from time to time with information about products and services which may be of interest to you (provided that you may edit your profile at any time to opt out of receiving such information) ((i) and (ii) collectively the ” Purposes “); and (b) disclosing your information (i) to third party providers in connection with the Purposes, and (ii) in the case where you request a Today branded prepaid card, between Today and the card issuer, for the Purpose of issuing such card. While such personal information will be primarily held on our behalf at third party data centres in Canada and subject to limited access by Today personnel as required for the Purposes, from time to time personal information may be disclosed outside the country in connection with the provision of the services, and you agree that such information may be subject to access by regulatory authorities in accordance with the laws of those jurisdictions. Should you wish to ask for access to your file and/or ask that the information in it be changed, please send a written request to Today, attention Privacy Officer, at . To view the Today Privacy Statement, go to:
You authorize us to make any inquiries that we deem appropriate to verify your identity. This may include asking you for additional information, asking you to take steps to verify your control over the telephone numbers, e-mail addresses, or financial accounts you identify, obtaining a credit report, or consulting other databases or sources.
When you provide us with deposit account (” Bank Account “) information to assist in the steps to verify your identity, you agree that we may initiate one or more small deposits to the Bank Account you identify (less than $1 each) via Electronic Funds Transfer (” EFT “). We will ask you to identify the deposit amounts associated with such transactions to verify your control over the Bank Account. This authorization applies only to these initial deposits.
During the identity verification process, we will compare personal information that you have provided (such as your name and address) to information contained in your consumer report, which a consumer reporting agency will obtain on our behalf. This information will be used to verify your identity and for no other purpose. This will appear as a soft inquiry on your credit bureau record but it is not a credit check and will not affect any credit scoring process.
If we are unable to validate your identity through the online process, you will be directed to an alternative, offline process. Provided that we are able to validate your identity in this alternative, offline process you will be able to use the Today Services.
By proceeding with this process, you agree to the use of your credit report for the purpose of validating your identity only.
5. Today Pre-Authorized Debit and Electronic Funds Transfer
If you agree to participate in the Today Services Pre-Authorized Debit (” PAD “) and Electronic Funds Transfer (” EFT “) program for personal use only. If you authorize us to draw a debit or make a credit in electronic or other form for the purpose of either funding your Today Account using a Funds Transfer PAD (a ” Today PAD “) as defined by the Canadian Payments Association (” CPA “) using your registered Bank Account at the financial institution you have indicated (your ” Financial Institution “) or initiating an electronic funds transfer (a ” Today EFT “) from your Today Account to your Bank Account, and you authorize your Financial Institution to honour and pay such debits or apply such EFT credits.
This Agreement and your authorization are provided for the benefit of Today and your Financial Institution and are provided in consideration of your Financial Institution agreeing to process debits and credits on your Bank Account in accordance with the Rules of the CPA. You agree that any direction you may provide to draw a Today PAD or allow Today EFT in accordance with this Agreement shall be binding on you as if signed by you.
Subject to the terms of this Agreement, you may revoke or cancel this Agreement at any time upon notice being provided by you in writing. You acknowledge that in order to revoke or cancel the authorization provided in this Agreement, you must provide notice of revocation or cancellation to Today in accordance with the notice provisions in Section 31.
This Section 6 applies only to the method of payment and you agree that revocation or cancellation of this Agreement does not terminate or otherwise have any bearing on any contract for goods or services that has been made before the revocation becomes effective or on your purchases of goods or services including any matter related to the delivery or quality of the same.
You agree that your Financial Institution is not required to verify that any Today PAD or Today EFT has been drawn or credited, respectively, in accordance with this Agreement, including the amount, frequency and fulfillment of any purpose of any Today PAD or Today EFT.
You agree that we may deliver this Agreement to our financial institution and you agree to the disclosure of any personal information in or which forms part of this Agreement to such financial institution.
Because you initiate each transaction and will control the amount of each Today PAD or Today EFT, you waive the right to receive advance notice from Today of the payment amount to be debited or credited from/to your Bank Account before the payment date of Today PADs or Today EFTs drawn or credited, respectively, on your Bank Account.
You may dispute a Today PAD by providing a signed declaration to your Financial Institution under the following conditions:
(a) The Today PAD was not drawn in accordance with this Agreement; or
(b) This Agreement was revoked or cancelled.
You certify that all information provided with respect to the Bank Account is accurate. You agree to inform us of any change in your Bank Account information provided in or which forms part of this Agreement at least ten (10) business days before the change takes effect by:
(c) removing your Bank Account details by accessing the ” My Profile ” tab on the Today website or by calling Today Customer Care toll 888-882-8599;
(d) if you want to continue using the Today PAD and EFT Program, adding a new Bank Account or revising your Bank Account details through the ” My Profile ” tab on the Today website and confirming the Bank Account using our identity verification process as described above.
You warrant and guarantee that the person(s) whose signatures are required to sign on the Bank Account have agreed to this Agreement and that you have full capacity to do so. In addition, you warrant and agree that you have the authority to electronically agree to commit to this Agreement by secure electronic signature and that your secure electronic signature conforms to the requirements of CPA’s Rule H1.
You agree to comply with the Rules of the CPA or any other rules or regulations which may affect the services described herein, as may be introduced in the future or are currently in effect and you agree to execute any further documentation which may be prescribed from time to time by the CPA in respect of the services described in this Agreement.
6. Obtaining a Today Prepaid Card
You may be able to enhance your use of the Today Services by applying for a Today-branded prepaid card. If you request and receive a Today-branded prepaid card, the terms of the Today-branded prepaid card, as presented in the Cardholder Agreement and agreed by you before submitting the request, will apply to the use of your card, and this Agreement applies to your use of the Today Services. In some instances, additional verification may be required from you, which may result in a delay in the issue of your Today prepaid card. We may cancel or suspend your Today Prepaid Visa Card at any time, at which time you will immediately destroy or return the Card to us if we request you to do so. In the event that there is not a sufficient balance on the Card to pay fees, we may de-activate the Card without notice. Despite any termination of your Today Prepaid Visa Card, you must fulfill all of your applicable obligations under the Cardholder Agreement.
7. Linking Bank Account
You can link most deposit accounts with Canadian financial institutions (” External Accounts “) to your Today Account. Linking an eligible bank account allows you to use the Today Services (1) to transfer funds from your Bank Account to your Today Account (” Loading ” your Today Account) or (2) to transfer funds from your Today Account to your Bank Account (” Unloading ” your Today Account). A linked Bank Account must be in a Canadian depository institution and must be accessible through the EFT system. Most deposit accounts are accessible via the EFT system. We do not have control over or liability for your Bank Account.
In this Agreement, a “ Transfer ” means moving funds to or from a Today Account of any User or requesting the moving of funds to or from a Today Account of any User. In order to make a Transfer, you must access the Today Services from a Device using your username and PIN or Password.
All Transfers are in Canadian dollars. We reserve the right to refuse your requests for Transfers, and we reserve the right to limit or block or reverse Transfers, including for the reasons including any Transfers we may deem suspicious or any other reasons set forth in this Agreement. YOU HEREBY AGREE TO RELEASE TODAY FROM, NOT TO MAKE, AND IRREVOCABLY WAIVE ANY RIGHT YOU OTHERWISE MIGHT HAVE TO MAKE, ANY CLAIM IN CONNECTION WITH ANY SUCH REFUSAL, LIMITATION OR BLOCK.
9. Transfer Limits
There are limits on the type, amount, and frequency of Transfers that you can make. To view the Transfers you can make and applicable limits (To see Fees & Limits go to limits apply at the time you request a Transfer and at the time a transfer is completed. Once you reach a particular Transfer limit, your ability to make that kind of Transfer may be suspended. In addition, your ability to Unload to a particular External Account may be suspended if a Transfer to or from that External Account is rejected or fails for any reason. YOU HEREBY AGREE TO RELEASE TODAY FROM, NOT TO MAKE, AND IRREVOCABLY WAIVE ANY RIGHT YOU OTHERWISE MIGHT HAVE TO MAKE, ANY CLAIM IN CONNECTION WITH ANY SUCH LIMIT OR SUSPENSION.
For security reasons, there may be additional limits on the number and amount of Transfers you can make using the Today Services. For example, your access to funds in your Today Account or your ability to use the Today Services may be limited if you fail to provide us with adequate identity verification information. These restrictions generally will be lifted once you provide adequate identity verification information. We may increase applicable limits at our discretion as you continue to use the Today Services, subject to such conditions and requirements as we determine. TODAY WILL NOT BE LIABLE TO YOU FOR FAILING TO ENFORCE ANY OF THESE LIMITS.
10. Authorization for Transfers
When you link your External Account with Today, you are affirming that you have all necessary rights and authority to obtain funds from that External Account. Each time you initiate or accept a Transfer through the Today Services you also are providing your authorization for us to debit or credit the accounts involved to complete the Transfer, to correct any errors in the Transfer and to resubmit any Transfer that is rejected by the Financial Institution that holds the External Account. You also authorize us to debit your Today Account, or your External Account, if a sender did not have sufficient good funds to pay for a Transfer that was credited to you, by the amount necessary to pay for such Transfer. All Transfers must comply with Canadian law. Your authorization will remain in full force and effect until you provide us with notification of your termination of this authorization in such time as to afford us and the Financial Institution that holds your External Account a reasonable opportunity to act on it. You may provide such notification by calling Today 1-888-882-8599
11. Pending Funds and Pending Transfers
Funds that you Load from your Bank Account will not be available in your Today Account to complete a Send Transfer until Today receives the funds through the Canadian banking system.
12. Effect of Transfers
Once you request a Transfer, your request may not be changed, withdrawn, or cancelled by you, except as described below for situations where the recipient is not yet a Today User. TODAY IS NOT RESPONSIBLE FOR ANY DISPUTES OR DISAGREEMENTS BETWEEN YOU AND ANY OTHER PARTY TO A TRANSFER. YOU AGREE TO RESOLVE DISPUTES DIRECTLY WITH THE OTHER PERSON, AND AGREE NOT TO INVOLVE TODAY IN SUCH DISPUTES.
13. Information about Your Today Account and Transfers
You can obtain your Today Account balance and information about the completed Transfers you made for the last 24 months (” Account History “), accurate up to the day of the inquiry, through the Today website.
In addition to the fees that we charge, you acknowledge that you may also be required to pay fees and charges to others in connection with your use of the Today Services. For example, your mobile carrier may impose charges for applicable airtime, data, usage fees and collect taxes for your use of the Today Services through a mobile Device. Check your wireless plan for full details.
15. Account Passwords, Unauthorized Transactions and Risk of Loss
You represent and warrant that the information you provide to us on registration and at all other times, will be true, accurate, current, and complete. You also agree that you will ensure that this information is kept accurate and up-to-date at all times.
If you have reason to believe that your Today Account is no longer secure (e.g., in the event of a loss, theft or unauthorized disclosure or use of your Today username, PIN, Password, or any prepaid card number, if applicable), then you agree to immediately notify us by calling Today Customer Care toll free at 1-888-882-8599
IN THE EVENT OF A LOSS, THEFT OR UNAUTHORIZED DISCLOSURE OF YOUR TODAY USERNAME, PIN, PASSWORD, OR ANY PREPAID CARD NUMBER (IF APPLICABLE), THERE IS A RISK YOU COULD LOSE ALL THE MONEY IN YOUR TODAY ACCOUNT, AS WELL AS MONEY IN YOUR BANK ACCOUNT IF YOU DO NOT CONTACT US IMMEDIATELY. YOU AGREE TO ACCEPT THIS RISK.
16. Today Software License
In order to use the Today Services, you will need to download the Today Software. The Today Software is made available to you by us pursuant to the following terms and conditions.
Subject to the terms of this Agreement, we hereby license to you, the personal, non-transferable and non-exclusive, right to download, store, execute and run one copy of the Today Software in object code format on your Device.
BY USING THE TODAY SERVICES, AND AS A CONDITION OF YOUR TODAY SOFTWARE LICENSE, YOU AGREE NOT TO:
Use the Today Services for any purposes other than to send or receive Transfers, or to access the Today Services in accordance with this Agreement;
Impersonate any person or entity, falsely claim an affiliation with any person or entity, or access the Today Accounts of others without permission, forge another persons’ digital signature, misrepresent the source, identity, or content of information transmitted via the Today Services, perform any other similar fraudulent activity or otherwise send or receive what we reasonably believe to be potentially fraudulent funds;
Use the Today Services for the benefit or on behalf of another person;
Infringe our intellectual property rights, rights of publicity or privacy;
Make offers, advertisements, proposals, or send junk mail or spam to others. This includes, but is not limited to, unsolicited advertising, promotional materials, or other solicitation materials, bulk mailing of commercial advertising, chain mail, informational announcements, charity requests, and petitions for signatures;
use the Today Services, or request or make any Transfer, for any illegal purpose, or in violation of any local, provincial, national, or international law, including, without limitation, laws governing intellectual property, taxation and other proprietary rights and data protection and privacy;
use or reproduce the Today name or any other trade-marks;
defame, harass, abuse, threaten or defraud others, or collect, or attempt to collect, personal information about Users, or third parties without their consent, or use the Today Services for any commercial use, it being understood that the Today Services are for personal use only;
use the Today Services if you are under the age of 18
refuse to cooperate in an investigation or provide confirmation of your identity or any other information you provide to us;
remove, circumvent, disable, damage or otherwise attempt to interfere with security-related features of the Today Software, the Today Services, or features that enforce limitations on the use of the Today Services;
reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Today Software or any part thereof, except and only to the extent that such prohibition is expressly prohibited by applicable law notwithstanding this limitation;
use the Today Services in any manner that could damage, disable, overburden, or impair the system, including, without limitation, using the Today Services in an automated manner;
modify, adapt, translate or create derivative works based upon the Today Services, Today Software, or any part thereof, except and only to the extent that such prohibition is expressly prohibited by applicable law notwithstanding this limitation;
intentionally interfere with or damage operation of the Today Services or any User’s enjoyment of it, by any means, including uploading or otherwise disseminating viruses, adware, spyware, worms, or other malicious code;
use any robot, spider, other automatic device, or manual process to monitor or copy the Today website without prior written permission;
use any device, software or routine to bypass Today’ robot exclusion headers, or interfere or attempt to interfere, with the Today Services;
sell the Today Software or any services, information, or software associated with or derived from it;
breach this Agreement or any other Today agreement or policy;
violate any law, statute, ordinance or regulation (for example, those governing financial services);
provide false, inaccurate or misleading information;
use your Today Account or the Today Services in a manner that results in or may result in complaints, disputes, reversals, chargebacks, fines, penalties and other liability to us, a User, a third party or you;
use your Today Account or the Today Services in a manner that we or any payment card network reasonably believe to be an abuse of the payment card system or a violation of payment card network rules;
allow your Today Account to have a negative balance;
take any action that may cause us to lose any of the services from our service providers, payment processors or other suppliers; or
Control a Today Account that is linked to another Today Account that has engaged in any of the foregoing activities.
You agree that we may seize or freeze Today Account funds that are reasonably deemed by us to be in accounts as a result of fraud or a prohibited behaviour outlined in this section, or if we reasonably believe that your actions may present a potential damage or loss to us.
The Today Services may include links or references to other web sites or services solely as a convenience to Users (” Reference Sites “). We do not endorse any such Reference Sites or the information, materials, products, or services contained on or accessible through Reference Sites. In addition, your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Today Services are solely between you and such advertiser. ACCESS AND USE OF REFERENCE SITES, INCLUDING THE INFORMATION, MATERIALS, PRODUCTS, AND SERVICES ON OR AVAILABLE THROUGH REFERENCE SITES IS SOLELY AT YOUR OWN RISK.
17. No Agency or Partnership
Today is exclusively an independent contractor and is not your agent or partner.
18. Release of Liability for Products or Services Paid for Using Today
Today does not have control over or liability for products or services paid for using the Today Services. YOU HEREBY AGREE TO RELEASE US FROM, AND IRREVOCABLY WAIVE ANY RIGHT YOU MIGHT HAVE TO MAKE, ANY CLAIM IN CONNECTION WITH SUCH PRODUCTS OR SERVICES.
19. Termination; Agreement Violations
You agree that we, at our sole discretion, for any or no reason, and without penalty, may suspend or terminate your Today Account (or any part thereof) or your use of the Today Services. We may also at our sole discretion and at any time discontinue providing access to the Today Services, or any part thereof, with or without notice. You agree that any termination of your access to the Today Services or any Today Account you may have may be effected without prior notice, and you agree that we will not be liable to you or any third party for any such termination. Any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies we may have at law or in equity. Upon termination for any reason, you agree to immediately stop using the Today Services and to uninstall and/or destroy all copies of the Today Software, any accompanying documentation, and all other associated materials.
If your Today Account is terminated as described above, or dormant, we may close your Today Account and you must immediately repay any amount that is more than the balance on your Today account, plus any applicable fees. If there is a balance, you can either log into the application and send the funds to your linked bank account, or on request and subject to a $10.00 administration fee, we will send the balance by cheque to the address associated with your Today account.
You may terminate this Agreement at any time by calling Today Customer Care toll free at 1-888-882-8599, or by providing written notice to us, uninstalling all copies of the Today Software on your computer and/or Device, destroying all copies of the Today Software in your possession, discontinuing use of any and all parts of the Today Services, and destroying any Today-branded prepaid card that had been issued to you.
20. Ownership; Proprietary Rights
The Today Services are owned and operated by Today and/or third party licensors. The visual interfaces, graphics, design, compilation, information, computer code (including source code and object code), products, software, services, and all other elements of the Today Services provided by Today (the ” Materials “) are protected by Canadian copyright, trade secret, patent, and trade-mark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. As between you and Today, all Materials, trade-marks, service marks, and trade names contained on the Today Services are the property of Today and/or third party licensors or suppliers. You agree not to remove, obscure, or alter Today’ or any third party’s copyright, patent, trade-mark, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the Today Services. Except as expressly authorized by us, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials. We reserve all rights not expressly granted in this Agreement.
If you have comments regarding the Today Services or ideas on how to improve it, please contact us through the Contact Us web page or by calling Today Customer Care toll free at 1-888-882-8599. Please note that by doing so, you hereby irrevocably assign to us, and shall assign to us, all right, title and interest in and to all ideas and suggestions and any and all worldwide intellectual property rights associated therewith, and hereby waive the right to receive any financial or other consideration in connection with such communication, including without limitation acknowledgment of you as the source of such communications. You agree to perform such acts and execute such documents as may be reasonably necessary to perfect the foregoing rights.
You agree to indemnify, save, and hold Today and its affiliates and their respective directors, officers, subcontractors, employees, agents, third party suppliers, licensors, and partners harmless from any and all claims, losses, damages, and liabilities, costs and expenses, including without limitation legal fees and expenses, arising out of or related to your use or misuse of the Today Services, any violation by you of this Agreement, or any breach of the representations, warranties, and covenants made by you herein. We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, including rights to settle, and you agree to cooperate with our defense and settlement of these claims. We will use reasonable efforts to notify you of any claim, action, or proceeding brought by a third party that is subject to the foregoing indemnification upon becoming aware of it.
22. Disclaimer; No Warranties
TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, TODAY AND ITS AFFILIATES AND THEIR RESPECTIVE DIRECTORS, SHAREHOLDERS, OFFICERS, AGENTS, PARTNERS, LICENSORS, SUBCONTRACTORS AND SUPPLIERS, DISCLAIM ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, WHETHER STATUTORY, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, QUALITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM US OR THROUGH THE TODAY SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.
YOU EXPRESSLY AGREE THAT USE OF THE TODAY SERVICES IS AT YOUR SOLE RISK. THE TODAY SERVICES AND ANY DATA, INFORMATION, THIRD PARTY SOFTWARE, REFERENCE SITES, SERVICES, OR SOFTWARE MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE TODAY SERVICES ARE PROVIDED ON AN ” AS IS ” AND ” AS AVAILABLE, ” ” WITH ALL FAULTS ” BASIS AND WITHOUT WARRANTIES, REPRESENTATIONS OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED. TODAY, AND ITS THIRD PARTY SUPPLIERS, LICENSORS, AND PARTNERS DO NOT WARRANT THAT THE DATA, TODAY SOFTWARE, FUNCTIONS, OR ANY OTHER INFORMATION OFFERED ON OR THROUGH THE TODAY SERVICES OR ANY REFERENCE SITES WILL BE UNINTERRUPTED, OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS AND DO NOT WARRANT THAT ANY OF THE FOREGOING WILL BE CORRECTED.
TODAY AND ITS THIRD PARTY SUPPLIERS, LICENSORS, AND PARTNERS DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE TODAY SERVICES OR ANY REFERENCE SITES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.
YOU UNDERSTAND AND AGREE THAT YOU USE, ACCESS, DOWNLOAD, OR OTHERWISE OBTAIN INFORMATION, MATERIALS, OR DATA THROUGH THE TODAY SERVICES (INCLUDING RSS FEEDS) OR ANY REFERENCE SITES AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM AND DEVICE) OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF SUCH MATERIAL OR DATA.
23. Limitation of Liability and Damages
IN NO EVENT WILL TODAY, ITS AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS, CONTRACTORS, AGENTS, LICENSORS, PARTNERS, OR SUPPLIERS, BE LIABLE TO YOU FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, (INCLUDING WITHOUT LIMITATION LOST BUSINESS OPPORTUNITIES, LOST REVENUES, OR LOSS OF ANTICIPATED PROFITS OR ANY OTHER PECUNIARY OR NON-PECUNIARY LOSS OR DAMAGE OF ANY NATURE WHATSOEVER) ARISING OUT OF OR RELATING TO: (I) THIS AGREEMENT, (II) THE TODAY SERVICES OR ANY REFERENCE SITE, (III) YOUR USE OR INABILITY TO USE THE TODAY SERVICES (INCLUDING WITHOUT LIMITATION ANY AND ALL MATERIALS) OR ANY REFERENCE SITES, OR (IV) ANY OTHER INTERACTIONS WITH ANOTHER TODAY USER IN CONNECTION WITH THE TODAY SERVICES, EVEN IF TODAY OR A TODAY AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL TODAY’, ITS AFFILIATES’ AND ANY OF THEIR RESPECTIVE DIRECTORS’, OFFICERS’, EMPLOYEES’, CONTRACTORS’, AGENTS’, PARTNERS’, LICENSORS’ AND SUPPLIERS’ MAXIMUM CUMULATIVE LIABILITY TO YOU FOR ALL DAMAGES, LIABILITIES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO (I) THIS AGREEMENT, (II) THE TODAY SERVICES, (III) YOUR USE OR INABILITY TO USE THE TODAY SERVICES (INCLUDING ANY AND ALL MATERIALS) OR ANY REFERENCE SITES, OR (IV) ANY OTHER INTERACTIONS WITH TODAY OR ANOTHER TODAY USER, HOWEVER CAUSED AND WHETHER ARISING IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE), WARRANTY OR OTHERWISE, EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR USING THE PORTION OF THE TODAY SERVICES GIVING RISE TO THE CAUSE OF ACTION OR ONE HUNDRED DOLLARS ($100), WHICHEVER IS GREATER.
YOU ACKNOWLEDGE AND AGREE THAT TODAY HAS OFFERED ITS PRODUCTS AND SERVICES, SET ITS PRICES, AND ENTERED INTO THIS AGREEMENT IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND TODAY, AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND TODAY. TODAY WOULD NOT BE ABLE TO PROVIDE THE TODAY SERVICES TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS.
Applicable law may not allow the limitation or exclusion of liability or incidental or consequential damages, so the above limitations or exclusions may not apply to you. In such cases, our liability will be limited to the fullest extent permitted by applicable law.
24. Modification of this Agreement
We reserve the right to change, modify, add, or remove portions of this Agreement (each, a “change”) at any time by posting notification to the Today web site, or otherwise communicating the notification to you pursuant to Section 31. The changes will become effective, and shall be deemed accepted by you, upon your first access to, or browsing, downloading or use of the Today Services subsequent to such notification. If you do not agree with any such modification, your sole and exclusive remedy is to terminate your use of the Today Services.
25. Contact Support, Notices, Electronic Communication and Documents
For the purposes of this Agreement, any required call to Today Customer Care must be made during business hours which are posted on our website at .
We may provide you with notices and communications by e-mail, regular mail or postings on the Today web site or by any other reasonable means. You hereby consent to the exchange of information and documents between us electronically over the Internet at this website or any successor website (the ” Website “), or by e-mail. This electronic Agreement shall be the equivalent of a written paper agreement between you and us.
By consenting to receive information and documents electronically at this Website and via e-mail, we may send you the following information and documents electronically (collectively the ” Electronic Documents “):
transaction history information,
any required legal disclosures, such as under the Rules of the CPA,
any other notices, legal terms, information, documents, communications, or disclosures.
Electronic Documents shall be deemed received by you when they are posted on this Website or received by your internet service provider’s mail server, even if you have not retrieved your e-mail. You acknowledge your receipt, review, understanding and acceptance of the Electronic Documents by your use of the Today Services.
You can request not to receive the Electronic Documents by contacting us by e-mail at . Your request will be effective upon receipt by us.
The failure of Today to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. Any waiver of any provision of this Agreement will be effective only if in writing and signed by Today.
27. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of Canada and the Province of Ontario, without giving effect to any principles of conflicts of law.
Applicable in the Province of Quebec only: It is the express wish of the parties that this Agreement and any related documents be drawn up and executed in English. Les parties convennent que la presente convention et tous les documents s’y rattachant soient rediges et signes en anglais.
In this Arbitration section:
“You” and “Your” mean you and your respective successors, assigns or agents as well as any person claiming through you, including their respective successors, assigns or agents;
“we”, “us”, and “our” means Today and its parents, subsidiaries, affiliates, predecessors, successors, assigns and agents as well as their respective officers, directors and employees; and
“Claim” means any action, cause of action, suit, proceeding, dispute, claim, demand, or controversy whatsoever (whether based in contract, tort, intentional tort, constitution, statute, ordinance, common law or equity, whether pre-existing, present or future, and whether seeking monetary, injunctive, declaratory or any other relief) arising from or relating to this Agreement or the relationship between you and us, and includes claims that are brought as counterclaims, cross claims, third party claims, or otherwise and disputes about the validity or enforceability of this Agreement or the validity or enforceability of this Arbitration section.
Any Claim between you and us shall be finally resolved by binding arbitration. The arbitration shall be administered by, at the election of either you or us, the ADR Institute of Canada, Inc. (the ” ADR Institute “) or ADR under their respective rules applicable to arbitrations. You can obtain a copy of the Rules and other information about initiating arbitration by contacting the ADR Institute at Suite 500, 234 Eglinton Avenue East, Toronto, Ontario, M4P 1K5, or at , or by contacting ADR Chambers at 112 Adelaide Street East, Suite 200, Toronto, Ontario, M5C 1K9, or at
If you file a Claim, you can choose either the ADR Institute or ADR Chambers as Administrator (“Administrator “). If we file a Claim, we will make the initial selection but you can require us to use either the ADR Institute or ADR Chambers by providing us written notice within 30 days of your receipt of notice of the Claim. Claims will be arbitrated by a single, neutral arbitrator, who shall be a retired judge or a lawyer with at least ten years’ experience. We agree not to invoke our right to elect arbitration of an individual Claim filed by you in a small claims court, so long as the Claim is pending on an individual basis only in such court.
We will pay all filing and administration fees charged by the Administrator and arbitrator fees up to $1,000, and we will consider your request to pay any additional arbitration costs. If an arbitrator issues an award in our favour, you will not be required to reimburse us for any fees we have previously paid to the Administrator or for which we are responsible. If you receive an award from the arbitrator, we will reimburse you for the fees paid by you to the Administrator. Each party shall bear its own lawyer’s, expert’s and witness fees, which shall not be considered costs of arbitration; however, if a statute gives you the right to recover these fees, or fees paid to the Administrator, then these statutory rights will apply in arbitration.
Any in-person arbitration hearing will be held in the city of Toronto, Ontario. The arbitrator shall apply applicable substantive law consistent with the applicable arbitration rules, the common law and any statute governing arbitrations conducted under this Agreement, and, if requested by either party, provide written reasoned findings of fact and conclusions of law. The arbitrator shall have the power to award any relief authorized under applicable law. The arbitrator’s award shall be final and binding and not subject to appeal on any grounds. Judgment on any award rendered by the arbitrator may be entered in and enforced by any court having jurisdiction thereof.
Neither you nor we shall have the right to participate as a representative or member of any class of claimants in arbitration, and you and we further agree that claims of third parties shall not be joined in any arbitration between you and us, without the express written consent of both you and us. The validity and effect of this paragraph shall be determined exclusively by a court, and not by the Administrator or any arbitrator. The arbitrator shall have no power to arbitrate any Claims on a class action basis or Claims brought in a purported representative capacity on behalf of the general public, other Users, or other persons similarly situated.
If any portion of this Arbitration section is deemed invalid or unenforceable for any reason, it shall not invalidate the remaining portions of this provision. However, if the section precluding class actions is deemed invalid or unenforceable in whole or in part, then this entire Arbitration section shall be deemed invalid and unenforceable. The terms of this Arbitration section will prevail if there is any conflict between the Rules and this provision.
THE PARTIES ACKNOWLEDGE AND AGREE THAT, EXCEPT AS EXPRESSLY PROVIDED IN THIS ARBITRATION PROVISION, THEY ARE WAIVING ALL RIGHTS TO A TRIAL BY COURT OR JURY AS A MEANS OF RESOLVING ANY DISPUTES ARISING OUT OF OR RELATING TO THIS AGREEMENT. THEY ACKNOWLEDGE THAT ARBITRATION WILL LIMIT THEIR LEGAL RIGHTS, INCLUDING THE RIGHTS TO PARTICIPATE IN A CLASS ACTION, THE RIGHT TO A JURY TRIAL, THE RIGHT TO CONDUCT FULL DISCOVERY, AND THE RIGHT TO APPEAL (EXCEPT AS PERMITTED UNDER ANY STATUTE GOVERNING ARBITRATIONS CONDUCTED UNDER THIS AGREEMENT).
The parties acknowledge and agree that this arbitration agreement shall be governed by various provincial statutes governing arbitrations. This Arbitration section shall survive the termination of this Agreement.
Notwithstanding the foregoing, the parties acknowledge that the provisions of this section 34 shall not apply to users of the Today Services residing and domiciled in the province of Quebec. The parties also agree to submit to the exclusive jurisdiction of the courts of the Province of Ontario, City of Toronto any dispute arising out of this Agreement and involving a user of the Today Services residing and domiciled in the Province of Quebec.
If any provision of this Agreement is held to be unlawful, void, invalid or otherwise unenforceable, then that provision will be limited or eliminated from this Agreement to the minimum extent required, and the remaining provisions will remain valid and enforceable.
This Agreement and any rights granted hereunder may not be transferred or assigned by you without our prior written consent which may be withheld in its sole discretion, but may be assigned by us without restriction. Any assignment attempted to be made in violation of this provision shall be void and of no effect.
Upon termination or expiry of this Agreement, any provision which, by its nature or express terms should survive, will survive such termination or expiration as applied to Transfers and the relationship prior to such termination or expiration, including, but not limited to all Sections.
33. Entire Agreement
This Agreement is the entire agreement between you and Today relating to the subject matter hereof and will not be modified except in writing, signed by both parties, or by a change to this Agreement made by Today.