Scope: This Agreement, as amended from time to time, governs your use of Online Banking and Wealth Management Online and applies when you access or use the Services, regardless of the technology you use to access the Services. Subject to Section 2, this Agreement replaces all prior agreements between you and us for your use of Online Banking and Wealth Management Online.
Other Agreements: This Agreement supplements any other existing and future written agreements that you have with us and any terms, conditions or disclaimers provided on our Web Site. For example, there are a variety of additional terms, conditions and disclaimers in other agreements that govern your use of Accounts and Services. If there is a conflict between a term in this Agreement and any other written agreement with us, the term of the other agreement will apply to the extent necessary to resolve the conflict.
Changes to this Agreement: We may change this Agreement at any time by giving notice to you. We will notify you of a change to this Agreement by posting a notice on our Web Site. Your use of Online Banking or Wealth Management Online after we post the notice means that you agree to and accept this Agreement as amended. If you do not agree to a change in this Agreement, you must immediately stop using Online Banking and Wealth Management Online.
Changes to the Services: You understand that we may add, remove or change any part or feature of the Services, including Online Banking, Wealth Management Online, the Information Services or the Web Site at any time, without giving notice to you.
Interpretation: Capitalized terms used in this Agreement are defined in Sections 25 and 69 below.
Use: You must use your Bank Card and Password to access Online Banking and your User ID and Password to access Wealth Management Online. You may also be required to answer your Personal Verification Questions when accessing Online Banking or Wealth Management Online.
Passwords: You agree to keep your Passwords and Personal Verification Questions absolutely confidential; they are for your use alone. You will not disclose to others (including a close family member, a friend or any bank or public official) what your Passwords or Personal Verification Questions are. You must carefully select your Passwords and Personal Verification Questions so that they cannot be easily guessed or reverse engineered by anyone else. When choosing Passwords or Personal Verification Questions, you must not use:
You should memorize your Passwords and Personal Verification Questions rather than keep any written record of them. However, if you decide that you truly need to keep a written record, you agree that:
When entering your Bank Card or User ID and Password and/or Personal Verification Questions into an Electronic Device, you must take all reasonable precautions to prevent others from seeing you entering this information such as by ensuring that no one can see your computer screen or key pad on your Electronic Device.
If you have enabled Touch ID or other biometric fingerprint recognition feature as your Password to sign on to Online Banking or access any Services, any fingerprints stored on your Electronic Device will be able to access your Online Banking. You are not able to assign or restrict which fingerprint(s) can access Online Banking. Providing your Electronic Device password to a third party or allowing a third party to add their fingerprint to your Electronic Device may provide them access to your Online Banking.
Bank Card, User ID, Password or Personal Verification Questions Becomes Known: If your Bank Card or User ID is lost or stolen, or you suspect that someone else knows any of your Passwords or Personal Verification Questions or is using your Bank Card or User ID, you must notify us by telephone or in person as soon as possible (and in any case within 24 hours after learning or suspecting such loss or use) and follow the instructions that we give to you. To report a lost or stolen Bank Card, you can call CIBC Telephone Banking at 1-800-663-4575 (Canada and U.S.) or 1 902 420-CIBC (2422) (International).
If you suspect that someone else knows any of your Passwords, your Personal Verification Questions or the corresponding answers, you must change all of your Passwords and Personal Verification Questions immediately.
Responsibility for Losses: You are responsible for any Losses that result from your own use of your Bank Card or User ID and your Passwords or Personal Verification Questions. You are also responsible for any Losses that result from any use by a third party of your Bank Card or User ID and your Passwords or Personal Verification Questions, including , without limitation, use by a service provider that provides an online account aggregation service, which retrieves, consolidates and presents your Accounts for the sole purpose of allowing you to view your Accounts in one place, that you authorized (contrary to Section 7) to use your Bank Card or User ID and your Passwords or Personal Verification Questions. Without limiting the generality of the first sentence in this Section 9, you are also responsible for any Losses that result if:
You acknowledge that the amount of Losses for which you may be held liable is not limited to the Account balance if the Account has overdraft or similar protection, or by your credit limit if it is a credit card Account or loan Account.
You agree that you are responsible for any Losses that result from your own use of your Electronic Device to access the Services or that result from any use by a third party of your Electronic Device to access the Services. If you suspect someone else is using your Electronic Device to access the Services, you must notify us in accordance with Section 8 of this Agreement.
Instructions: You acknowledge that each Instruction that you provide to us is final. You agree that we may rely on your Instructions (including your electronic acceptance of this Agreement and other online agreements) as if you had provided us with a paper copy of them. You agree that you will be liable for the transactions that are conducted on your Instructions, and any Losses that may arise from these transactions. You agree that we may maintain a record of your Instructions, and, if you provide Instructions by telephone, that we may record your voice or responses and you consent to such recording. Our records of your Instructions will be binding on you in a dispute, including any legal proceedings, unless you provide clear proof that our records are wrong or incomplete.
E-mail: E-mail sent over the Internet is not secure and may be lost, intercepted, or altered. Except as otherwise specified in another written agreement that you have entered into with us, you agree that we are under no obligation to accept or act on any instructions you provide to us by e-mail. If you send us confidential information by e-mail, we will not be liable if it is lost or intercepted, altered or misused by someone else. If you send us an e-mail, you agree that we may (at our sole discretion) respond to you by e-mail, and provide by e-mail any confidential information that you have requested; you also agree we will not be liable if the information we provide to you by e-mail as contemplated in this Section 11 is lost or intercepted, altered or misused by someone else.
Use an Anti-Virus Program, Anti-Spyware Program and Firewall; Signing Off: The Electronic Device you use may be vulnerable to viruses or online attacks that seek to intercept or alter information including sensitive information that you provide through the Internet. To reduce the chances of harm, you should take all reasonable precautions, including ensuring that any Electronic Device you use to access Online Banking or Wealth Management Online has an up-to-date anti-virus program, anti-spyware program and a firewall, if such security measures are available for your Electronic Device. To prevent unauthorized access to your Accounts, you must sign off of Online Banking or Wealth Management Online, close your browser, or sign-off of the mobile applications used by you for Mobile Banking, as soon as you finish using them.
Other Use of Bank Card and Password for Online Applications: You understand that your Bank Card, together with your Password, may be used by us in order to pre-populate your personal information for the purpose of completing a CIBC online application form on the Web Site.
Declining Your Instructions: When using Online Banking, you agree that we may decline to act on an Instruction if we suspect that the Instructions are not from you, are inaccurate or unclear, have not been properly authorized by you, or are provided by you for some illegal or improper purpose. We will not be liable if we decline to act on an Instruction in these circumstances.
Credit Card Transfers: All transfers of funds from your CIBC credit card Account to another Account using Online Banking and all bill payments from your CIBC credit card Account using Online Banking are treated as cash advances under the CIBC Cardholder Agreement.
Merchant Disputes: If you pay bills using Online Banking, you must settle directly with the merchant any disputes or claims you may have. We have no responsibility for any problems or disputes with merchants, including if a merchant does not credit you for a bill payment, refund any amount to you, imposes any additional charges on you (such as late fees or interest penalties), or takes any other actions.
Bill Payment: Although your Online Banking bill payment will be withdrawn from the Account you select on the date you instruct us to make the bill payment, you acknowledge that not all merchants treat payments as being received as of that date. You should give bill payment Instructions several business days in advance of the date on which you wish a bill payment to be effective. We will not be responsible for processing delays by merchants and any Losses resulting from merchants’ processing delays or your own delays in making a bill payment.
Declining or Acting on Your Instructions: When using Wealth Management Online, you agree that we may (at our sole discretion) decline to act on an Instruction from you. We will not be liable if we act or fail to act in respect of an Instruction. You also agree that:
Fees: When you conduct transactions through Online Banking or Wealth Management Online, you will be charged the transaction fees, charges and commissions, if any, provided under the agreements governing your Accounts and Services. These fees, charges and commissions will be deducted from your Account, or billed to you, as set out in the agreements governing your Accounts and Services. Any additional fees, charges or commissions specific to use of Online Banking or Wealth Management Online will be disclosed to you online by prior notice. You acknowledge that third parties, including Internet and wireless service providers, may charge you additional fees for access to the Services using an Electronic Device.
No Liability for Information Services: Except as provided in Section 65 or as required by applicable law, neither we nor our Information Providers will be liable to you for Losses arising from the Information Services. As examples, neither we nor our Information Providers will be liable if the information provided (including stock market quotations): does not meet your needs, or is not suitable for any particular purpose; is not timely, in sequence, or accurate; or is unavailable at any time. Our Information Providers may enforce the terms of this Agreement against you.
Stock Market Quotations and Opinions: Time-delayed or real-time stock market quotations included in the Information Services may not reflect the current trading price of a security. Views, opinions and recommendations included in the Information Services are not endorsed by us or our Information Providers. The Information Services are not intended to provide tax, financial, investment, accounting or legal advice or to recommend the purchase or sale of any security.
Intellectual Property Rights: All information and tools we provide online, and all software and systems used by us to provide the Services and the Web Site, are proprietary to, and owned by, us, our Information Providers and our other licensors, and are protected by intellectual property laws. You agree not to sell, distribute or commercially exploit the information or tools. You further agree not to use the information or tools except for your own personal use. Except as otherwise permitted under this Agreement, you will not do any of the following: (i) modify, adapt, translate, reverse engineer, decompile, or disassemble any software and systems used by us to provide the Services or the Web Site; (ii) copy, mirror, reproduce, distribute, publish, download, post, transmit, or create derivative works based on any of the content found, accessible, or made available to you on the Web Site or through the Services in any form or in any manner ; (iii) sell, resell, or make any commercial use of such content; and (iv) use any robots, bots, spiders, web crawlers, data mining software, or any other automated tools or data gathering or extracting software on such content or to collect any information from the Web Site or from other users of the Services. Nothing in this Agreement or on the Web Site will be construed as providing you with any right, title, and interest in or to any of CIBC’s intellectual property rights, or to grant you any licenses, whether by implication or otherwise.
Access to Web Sites; No Streaming of Information: You agree that you will not use Online Banking, Wealth Management Online, the Information Services or our Web Site for an illegal or improper purpose, or take steps that could have a negative impact on, interfere with, compromise, or alter the security, integrity or functioning of our systems or that could allow unauthorized access to our systems. You further agree not to use a third party's website, software or service to access Online Banking, Wealth Management Online, the Information Services or our Web Site, or to stream or otherwise make available any information we provide online, including stock market quotations or any other Information Services.
Mobile Banking: You acknowledge that access to Online Banking and/or Wealth Management through Mobile Banking or through an Electronic Device that restricts the amount of content available to be viewed by you may not have all of the features, functionality, information or content available through other Web Sites and you agree to regularly access Online Banking and/or Wealth Management Online, as applicable, through a Web Site other than Mobile Banking or through an Electronic Device that does not have any restrictions to view any content thereon.
Application of this Agreement to Business Use: In addition to the remainder of this Agreement, this Part F (consisting of Sections 25 to 35) will apply if Online Banking and/or Wealth Management Online are used by or on behalf of a Business. In such a case:
Access to Business Accounts and Services: By designating a person as a Business User, the Business is authorizing that person to view information about the Business and, if online transactions are permitted through the Services, to carry out online transactions on behalf of the Business (subject to any limits on the Business User's access, as described in Section 28). The Business accepts the responsibility for all Losses that may arise from any unauthorized use including a Business User misusing his or her authority in any way, either purportedly on the Business' behalf or for personal or other purposes. The Business and individual Business User will ensure that the Business User meets any eligibility or other requirements for online access that are communicated by us as part of the application process.
Use of Bank Card and User ID: For Online Banking, the Business will ensure that each Bank Card will be used only by the individual Business User that was authorized by the Business, and to whom we issued the Bank Card. For the Wealth Management Online services including CIBC Investor's Edge and CIBC Imperial Investor Service, the Business will ensure that each User ID will be used only by the individual Business User that was authorized by the Business and have the authority to sign alone on behalf of the Business. For the Wealth Management Online services of CIBC Wood Gundy and CIBC Private Investment Counsel, the Business will ensure that each User ID will be used only by the individual Business User that was authorized by the Business and to whom we issued the User ID.
Different Levels of Access: At the request of the Business, we may provide different levels of access to Online Banking or Wealth Management Online for different categories of Business Users. For example, one category of Business Users may be able to view Account information only, and another category of Business Users may be able to view information and provide Instructions to conduct transactions. If this is the case, a Business User's ability to use Online Banking or Wealth Management will be limited by the level of access that we provide to him or her. It is the responsibility of the Business to ensure that the level of access we provide to a particular Business User is appropriate for that person.
Authorized Use/Entry Errors: The Business accepts the responsibility for all Losses that result if: a Business User uses a Bank Card, User ID or Password, whether with or without the Business' specific authorization in any particular instance; a Business User authorizes anyone else to use a Bank Card, User ID or Password; or a Business User makes entry errors.
Indemnity by Business: The Business agrees to indemnify and save us harmless from and against all Losses that we may incur (other than due to our own gross negligence or misconduct), including legal fees and disbursements reasonably incurred by us, arising from a breach by the Business or a Business User of any part of this Agreement, or from our acting or declining to act upon any Instruction or information given to us in accordance with this Agreement. This indemnity is in addition to any other indemnity or assurance against loss that the Business may provide to us, and will survive any termination of this Agreement.
Sharing Business User IDs and Passwords: For Wealth Management Online only, if we permit a Business to share its User ID among individual Business Users, a Business User may provide the User ID and Password to one or more other persons who have also been authorized by the Business and (if online transactions are permitted through the applicable Service) who have authority to sign alone on behalf of the Business, notwithstanding Sections 7, 8 and 27. In these circumstances, the Business User need not change the Password or notify us merely because the other authorized persons are using the User ID or the Password.
Passwords, Anti-Virus Program, Anti-Spyware Program and Firewall: The Business will ensure that each Business User follows the duties in Sections 7 and 8 of this Agreement (as modified by Section 31 if applicable), including the duty to carefully choose a Password, the duty to keep Passwords secret, and the duty to change Passwords and notify us if the Business User suspects that someone else knows a Password or is using his or her Bank Card or User ID. In addition, the Business will ensure that each Electronic Device that a Business User uses to access Online Banking or Wealth Management Online on behalf of the Business has an up-to-date anti-virus program, anti-spyware program and a firewall, where such security measures are available for the Electronic Device.
Business Credit Card Transfers: All transfers of funds from a Business CIBC credit card Account to another Account using Online Banking and all bill payments from a Business CIBC credit card Account using Online Banking are treated as cash advances, which are subject to the terms of the agreement that governs use of the CIBC credit card Account.
Access to Personal Accounts: The Business may request that we attach the Business User's Personal Account(s) to the Bank Card that the Business User uses to access Online Banking on behalf of the Business. If we grant this request, then:
Termination by Business: The Business may terminate this Agreement (and cease accessing Online Banking or Wealth Management Online) at any time upon notice to us, effective a reasonable time after we receive the notice.
General: The terms and conditions of this Part G apply when you use and/or enroll and use the Alerts Service and the Credit Report Alerts Service, and are in addition to the other terms and conditions set out in this Agreement. In accordance with Section 3, you confirm that we may change the terms and conditions in this Part G at anytime by posting a notice on our Web Site. Your continued use of the Alerts Service and the Credit Report Alerts Service means you agree to the amended terms and conditions.
Alerts: The Message Centre permits you to obtain automated alert messages (“Alerts”). Alert messages may be sent either securely within the Message Centre (a “Secure Alert”) or by regular e-mail, telephone, text message or another non-secure method (a “Non-Secure Alert”). We may add new Alerts from time to time without prior notice to you, or discontinue old Alerts by posting a notice 30 days in advance on the applicable Web Site. We may include specific, confidential personal information in both Secure Alerts and Non-Secure Alerts, and you expressly consent to such use of your confidential personal information by us.
Non-Secure Alerts: Before you choose to receive Non-Secure Alerts, you should review sample message(s) and understand how they will be sent to you. This information is available when you register for these Alerts. Due to their nature, you acknowledge and agree that Non-Secure Alerts may be lost, intercepted, reviewed or altered by others. Telephone Alerts may be provided by an automated message which would be read to any person who answers your phone or is left on your answering machine.
E-mail Address for Non-Secure Alerts: Non-Secure Alerts may be sent to the e-mail address you provide as your primary e-mail address for Online Banking. You can change your e-mail address online through Online Banking, but this will also change the e-mail address we have on record for you.
SMS Phone Number for Non-Secure Alerts: Non-Secure Alerts may be sent by text message to the SMS phone number you provide to Online Banking. Standard messaging and data rates may apply and we will send you a reminder by text message once every 30 days to allow you to opt out of receiving Non-Secure Alerts through text messages. You can change your SMS phone number through Online Banking, but this will also change the SMS phone number we have on record for you.
Limitation of Liability: You agree that your Alerts may be delayed, not delivered or be inaccurate due to a variety of factors, including technical problems, and except as provided in Section 65 or as required by applicable law, we will not be liable to you for any Losses arising out of your use or inability to use the Alerts, or for the accuracy or inaccuracy of any Alerts, regardless of the cause of action, including negligence, even if we are advised of the possibility of such damages. For Non-Secure Alerts, you accept the risk that the Alert messages may be lost, intercepted, reviewed or altered by others.
General: The terms and conditions of this Part H apply only when you enroll and use the Credit Report Alerts Service and are in addition to the other terms and conditions in this Agreement. In accordance with Section 3, you confirm that we may change these terms and conditions in this Part H at any time by posting a notice on our Web Site. Your continued use of the Credit Report Alerts Service after such posting means you agree to the amended terms and conditions.
Information Provided by Equifax Canada: The Credit Report Alerts Service provides information about your credit report with Equifax Canada, a credit reporting agency. If you suspect that there are errors or fraudulent changes in your credit report or in information provided in a Credit Report Alert, you need to contact Equifax Canada directly, and we are not responsible for reporting errors or fraudulent changes to Equifax Canada.
Authorization: By requesting that we enroll you in the Credit Report Alerts Service, you are also authorizing us to receive information from Equifax Canada on your behalf when one of certain key changes occurs to your credit report and to forward that information to you through the Message Centre and other notification methods you have selected (if any).
Limits of Service: Credit report alerts provided as part of the Credit Report Alert Service (the “Credit Report Alerts”) will not be sent in respect of every change to your Equifax Canada credit report, but only in respect of selected changes. Since Equifax Canada is one of several credit reporting agencies in Canada, you will not be provided with information about your report at any other credit reporting agency unless you contact other agencies directly. There is a possibility that Equifax Canada will not be able to locate a file for you within its records. If Equifax Canada cannot locate your files within approximately three months after you requested to be enrolled in the Credit Report Alert Service, we will notify you of this fact and Equifax Canada will make no further attempt to locate your file for this purpose. In that case, you will not be enrolled in the Credit Report Alert Service, no Credit Report Alerts will be sent to you, even if there are changes to your file with Equifax Canada.
Limitation of Liability: Except as provided in Section 65 or as required by applicable law, neither we nor Equifax Canada will be liable to you for any Losses arising out of your use of the Credit Report Alerts Service, which include: (a) errors or omissions in the information in your credit file, your credit report or the Credit Report Alerts provided to you; (b) any failure to provide any Credit Report Alerts to you; or (c) your use or inability to use the Credit Report Alerts or their information, regardless of the cause of action, including negligence, even if we are advised of the possibility of such damages.
General: The terms and conditions of Part I apply when you use CIBC eDeposit in Mobile Banking, and are in addition to the other terms and conditions set out in this Agreement. In accordance with Section 3, you confirm that we may change the terms and conditions of this Part I at anytime by posting a notice on our Web Site. Your continued use of CIBC eDeposit after such posting means you agree to the amended terms and conditions.
Mobile Deposit Service: CIBC eDeposit allows you to make deposits to your Account(s) by taking a picture of the front and back of cheques and other items (“Images”) with an Electronic Device and delivering the Images and associated deposit information to us. We appoint you as our agent to act on our behalf in the creation and transmission of Images to us. You may not further delegate the role as agent. Qualification requirements may apply to CIBC eDeposit and we reserve the right to change the qualifications at any time without prior notice.
Hardware and Software: In order to use CIBC eDeposit, you must obtain and maintain, at your expense, compatible hardware and software as specified by us from time to time. See cibc.com for current hardware and software specifications. CIBC is not responsible for any third party hardware or software you may need to use CIBC eDeposit. Any such hardware or software is accepted by you as is and is subject to the terms and conditions of use you enter into directly with the third party provider at time of download and/or installation.
Eligible items: You may image and deposit any of these original paper items issued by a bank located in Canada and payable in Canadian currency: cheques, bank money orders, bank drafts, convenience cheques and certified cheques. You agree you will not image and deposit any of the following:
Endorsements and Procedures. You agree to endorse any item transmitted through CIBC eDeposit by signing your name and writing "For deposit only, account #______" on the back of the item or as we may otherwise instruct. Immediately after transmission of an Image, you agree to mark the front of the item as “paid” or “void” or cross it with parallel lines to indicate that the item has been imaged and transmitted. You agree to follow any other procedures and instructions for use of CIBC eDeposit as we may establish from time to time.
Receipt of Items. We reserve the right to reject any item transmitted through CIBC eDeposit, at our discretion. An item may be returned to us by the paying financial institution because, among other reasons, the paying financial institution determines that the item cannot be processed, is illegible, or is otherwise unacceptable. We are not responsible for items we do not receive or for Images that are corrupted or not fully received during transmission. We may charge back to your Account at any time, any item that we subsequently determine was not eligible for deposit. If the deposit amount does not match the amount of the Image, we may adjust your Account to reflect the amount on the Image received. You agree that we are not liable for any loss, costs, or fees you may incur as a result of our charge back or adjustment.
Availability of Funds: The day of deposit will be considered to be the day we receive the Image in the province where your Account is located. Funds will be credited to your Account immediately upon receipt of the Image but availability and access to the funds will be subject to CIBC’s Hold Policy and your access to funds limit.
Transaction/Processing Times: Deposits made after 6:00 p.m. (EST) will have a transaction date of the next business day. Deposits after 9:30 p.m. (EST) will be processed the next business day. Saturday, Sunday and holidays are not considered business days.
Destruction and Replacement of Transmitted Items: You agree to retain the item for at least 5 calendar days from the date of deposit, and destroy it within 120 calendar days of deposit. During the time you retain the item, you agree to promptly provide the item to us upon request. You are responsible for any and all costs associated with obtaining a replacement negotiable item in the event that we request you re-transmit an Image, and the original item was destroyed or otherwise lost. If you do not comply with any request made pursuant to this Section 56, then we can place a hold on or reverse any credit made to your Account in relation to the item, even if this creates an overdraft on your Account.
Deposit Limits. We may establish limits on the dollar amount of items and/or number of items which can be deposited. These limits may change from time to time without prior notice to you. If you attempt to make a deposit in excess of these limits, we may reject your deposit. If we permit you to make a deposit in excess of these limits, such deposit will still be subject to the terms of this Part 1, and we will not be obligated to allow such a deposit at other times.
Presentment. The manner in which the items are cleared, presented (or represented) for payment, and collected shall be at our sole discretion.
Errors in Transmission. By using CIBC eDeposit you accept the risk that an item may be intercepted or misdirected during transmission. We bear no liability to you or others for any such intercepted or misdirected item or information disclosed through such errors.
Image Quality. The Image transmitted to us using CIBC eDeposit must be legible, as determined in our sole discretion and include, among other things, clearly legible and unaltered magnetic ink character recognition (“MICR”) information. The image quality of items must also comply with the requirements established from time to time by CIBC, the Canadian Payments Association, or any other regulatory agency or association. You agree that we shall not be liable for any damages resulting from an item’s poor image quality, including those related to rejection of or the delayed or improper crediting of such an item, or from any inaccurate information you supply regarding the item.
Your Promises to Us and Indemnification. You warrant to us that:
You agree to indemnify and hold harmless us from any Losses we may incur (other than due to our own gross negligence or misconduct) for breach of this warranty provision.
Cooperation with Investigations. You agree to cooperate with us in the investigation of unusual transactions, poor quality transmissions, and resolution of customer claims, including by providing, upon request and without further cost, any originals or copies of items deposited through CIBC eDeposit in your possession and your records relating to such items and transmissions.
Termination. We may terminate your access to CIBC eDeposit at any time and for any reason including, but not limited to, if you breach any term of this Agreement, if you use CIBC eDeposit for any unauthorized or illegal purposes or you use CIBC eDeposit in a manner inconsistent with any procedures or instructions we establish from time to time, in which case this Agreement will continue to apply in respect of your past access.
Limitation of Liability. Except as provided in Section 65 or as required by applicable law, we will not be liable to you for any Losses arising from CIBC eDeposit which include, but are not limited to: (a) a delay in processing a deposit; (b) requiring you to obtain another negotiable item; (c) technical difficulties or interruptions in service; or (d) your use or inability to use CIBC eDeposit, regardless of the cause of action, including negligence, even if we are advised of the possibility of such damages.
Limitation of Liability: You understand and agree that, in addition to those limitations of liability set out elsewhere in this Agreement, we will be liable to you only for direct damages resulting from our gross negligence, fraud or willful misconduct arising directly from the performance by us of our obligations under this Agreement and we will not be liable to you for any other damages. Also, we will not under any circumstances be liable to you for any other Losses, including indirect, incidental, special, punitive or consequential losses or damages including without limitation, loss of profits, damages for inconvenience, loss of revenue, loss of business opportunities, or any other foreseeable or unforeseeable loss resulting directly or indirectly out of this Agreement or any services, including the Services, provided to you by us, even if we were advised of the possibility of damages or were negligent. These limitations apply to any act or omission of us or our officers, directors, affiliates, agents or suppliers, whether or not the act or omission would otherwise give rise to a cause of action in contract, tort (including negligence), statute or any other doctrine of law. Gross negligence in this Section 65 means conduct (whether through action or inaction, or through words or silence) which is (a) a marked and flagrant departure from the conduct ordinarily expected of a reasonable and prudent person in our position, or (b) so wanton and reckless as to constitute an utter disregard for harmful, foreseeable and avoidable consequences.
No Liability in Certain Cases: Subject to applicable law and notwithstanding Section 65, we will not under any circumstances be liable to you for any Losses resulting from:
These limitations apply to any act or omission of us or our employees, officers, directors, affiliates, agents or suppliers, including any negligent acts or omissions of such persons, and to any Losses resulting from such act or omission, even if we were advised of the possibility of damages, regardless of the form or the basis of action, including a cause of action in contract, tort (including negligence), statute or any other doctrine of law.
No Warranties: Except for explicit promises we make to you in another agreement in writing, we disclaim any warranties and conditions (including any oral, implied or statutory warranties and conditions) regarding the nature, quality or character of Online Banking, Wealth Management Online, the Information Services, the Web Site and the Accounts and Services, including any warranties and conditions as to merchantability, operation, currency, timeliness, merchantable quality, fitness for a particular purpose, title, non-infringement, security, and accuracy. We do not represent or warrant that (i) the Services or the Web Site will meet your requirements; (ii) the Services or the Web Site will be error free or provided on an uninterrupted or continuous basis; (iii) there will be no delays, no difficulties in use, no defects, or no incompatibilities with your use of the Services or the Web Site; (iv) all deficiencies in the Services or the Web Site can be found or corrected; and (v) that the Web Site and any communication from us, whether from the Web Site, or otherwise, is free of viruses, malicious code, unauthorized programs, disable code, or other harmful components.
Withdrawal of Access: We may terminate this Agreement with you or withdraw your access to Online Banking or Wealth Management Online at any time, without notice to you, in which case this Agreement will continue to apply in respect of your past access. We will not be liable for any Losses or inconvenience that result from our withdrawal of your access.
Definitions: In this Agreement, the following terms will have the following meanings:
Governing Law, Etc.: Except for residents of Quebec: (a) this Agreement is governed and interpreted in accordance with the laws of the province of Ontario and the applicable laws of Canada; and (b) you agree to submit to and be bound by those laws and the courts of Ontario in the event of any dispute relating to this Agreement. For residents of Quebec: (a) this Agreement is governed and interpreted in accordance with the laws of the province of Quebec and the applicable laws of Canada; and (b) you agree to submit to and be bound by those laws and the courts of Quebec in the event of any dispute relating to this Agreement. Any judgment we obtain will not affect your obligations under this Agreement.
Severability: If any term of this Agreement shall be held to be illegal, invalid or unenforceable by a court of competent jurisdiction, the remaining terms shall remain in full force and effect.
Quebec Only: You confirm that you prefer this Agreement and any related documents be in English. Vous confirmez préférer que cette convention et les documents s'y rattachant soient rédigés en anglais.
Accessing Web Site from other Jurisdictions. You acknowledge and agree that while you may access the Web Site from other jurisdictions outside of Canada, some aspects of the Services or some information on the Web Site may not be available to you in those jurisdictions. We are only offering to you Services that are legally permitted in the jurisdictions from which you access the Web Site or the Services, whether through Mobile Banking or otherwise. If you access or use the Services or the Web Site outside of Canada, you do so at your own risk, and you bear all responsibility for compliance with any local, provincial, national, or international laws that are applicable to such access or use of the Services or the Web Site by you.
Last revised: January 2016