Last Modified: March 28, 2023

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THIS SERVICE AS THEY CONTAIN IMPORTANT INFORMATION ABOUT YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS.

1. Introduction to NGen

Next Generation Manufacturing Canada (“NGen” or “we” or “us” or “our” or other similar pronouns) is a Canadian not-for-profit corporation that seeks to make Canada a global leader in advanced manufacturing.

2. These Terms of Use

These terms of use (“Terms of Use) constitute a legally binding agreement between you and NGen. The Terms of Use (together with any documents referred to in them) (collectively, the “Terms of Use”) apply to your use of our services, including any content, functionality and services offered on or through our websites, and to any mobile, tablet and other smart device applications, and application program interfaces that we may develop from time to time (collectively, the “Services”). Please take a moment to familiarize yourself with our terms and conditions and let us know if you have any questions.

Your access to and use of the Services is conditioned upon your acceptance of and compliance with these Terms of Use. These Terms of Use apply to all visitors, users, and others who wish to access or use the Services. If you are accessing and/or using the Services on behalf of another individual, or as a consultant or agent of a third party, you represent and warrant that you have the authority to act on behalf of and bind such individual or third party principal to these Terms of Use. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE SERVICES.

By clicking the “I Agree” button on any web services, or by visiting our websites where this policy is posted, including any private member sections therein, you signify your assent to these Terms of Use as well as to our Privacy Policy, and any other related terms and conditions located on our websites, all of which are incorporated herein by this reference.

Note that these terms and conditions may change from time to time, so please check back periodically to ensure that you are aware of any changes. Your continued use will signify your acceptance of these changes.

3. Scope of these Terms of Use

These terms and conditions apply to the website they are posted on as well as any linked websites, services or materials that are under NGen’s control.

4. License Granted
Except as otherwise expressly stated, NGen, its affiliates, or third parties under specific third party license agreements with NGen, own all intellectual property rights to the material on our websites, and reserve all intellectual property rights thereto. NGen or its licensors own all rights, title and interest (inclusive of all intellectual property rights) in and to the Services and any and all software, content, methodologies, technology, designs, graphics, illustrations, logos and marks used by us to provide the Service or in connection therewith (“NGen IP”). You do not have any rights to, and may not, rent, lease, lend, sell, copy, transfer, reproduce, distribute, redistribute, sublicense, display, adapt or modify the Services or any NGen IP. All rights not expressly granted to you are retained by NGen.

5. Compliance and Restrictions on Use

5.1  To the extent you choose to access our Services, you do so at your own risk. You may use the Services for lawful purposes only and only in accordance with these Terms of Use. You are solely responsible for complying with any and all laws, rules, regulations and other obligations that may apply to your use of the Services, including any and all applicable data protection and privacy laws. Without limiting the foregoing you agree not to use the Services as follows:

• for pornographic, indecent, obscene, defamatory or other unlawful purposes;
• to engage in any Internet activities that would violate the privacy rights of others, including to copy, store, access or use personally identifiable information about another registered user in a way that is inconsistent with NGen’s Privacy Policy or these Terms of Use;
• to engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Services, or which, as determined by the NGen in its discretion, may harm NGen or users of the Services or expose them to liability;
• to use the Services to send harassing and/or threatening messages to others or to abuse, stalk, threaten, defame, or otherwise infringe or violate the rights of any other person; or
• to discriminate against or harass anyone based on race, national origin, religion, gender, sexual orientation, disability, medical condition, marital status, age or gender identity, or otherwise engage in abusive or disruptive behavior.

5.2 You agree not to misuse the Services. Your use of the Service is subject to these Terms of Use, including the following restrictions and limitations. You may view, download for caching purposes, and print pages from our website, but you agree that you shall not, without our express written consent:

• republish, reproduce or store any portion of our website or the Services in any form for any purpose;
• copy, sell, resell, or otherwise exploit any portion of our website or Services for a commercial purpose;
• use the Services or any portion thereof for any purposes related to marketing, or in order to build, enhance, promote, or otherwise sell a competing offering;
• interfere with or disrupt any user, host, or network forming any part of the Service;
• knowingly submit false or misleading information through or in connection with our Services;
• use the Services or any portion thereof in any way that causes, or may cause, damage to the Services or impairment to the availability or accessibility of the Services; or
• use the Services or any portion thereof in any way which is unlawful, illegal, fraudulent, or harmful, or in connection with any unlawful, illegal, fraudulent, or harmful purpose or activity.

5.3 Any attempt to do any of the foregoing is a violation of our rights. If you breach this restriction or any other obligation arising from these Terms of Use, you may be subject to prosecution and damages and we may, at our sole discretion, bar you from accessing the Services.

5.4 You acknowledge that NGen has no obligation to monitor access to or use of the Services, but it has the right to do so if it chooses to secure and improve the Services, for fraud prevention, risk assessment, investigation, customer support and to ensure compliance with these Terms of Use, or as it otherwise sees fit. NGen reserves the right to revoke your license and otherwise terminate your right to use the Services at any time in its sole discretion, for any or no reason, including, if in NGen’s opinion you have failed to comply with any provision of these Terms of Use or for any illegal or criminal behavior.

6. Privacy and Use of Data

6.1 You agree that we may collect, use and disclose personal information, pursuant to our Privacy Policy, which are incorporated into these terms by reference.

6.2 You agree that you are responsible for any and all information you provide or input or post via the Services and you acknowledge and agree that if you provide personal information for yourself or any third party you are authorized to do so and accept full responsibility in relation thereto, including without limitation with respect to the accuracy of such information.

6.3 If you, for any reason, collect, store, or process personal information when using the Services, you must comply with all applicable privacy and data protection laws, taking into account the nature of the information to be processed. You agree and warrant that you are solely responsible when using the Services for complying with applicable data protection, security and privacy laws and regulations (including, where applicable the EU General Data Protection Regulation (“GDPR”), UK-GDPR (United Kingdom General Data Protection Regulation), and Mexico’s Federal Law for Protection of Personal Data in Possession of Private Individuals (Ley Federal de Protección de Datos Personales en Posesión de Particulares) (the “Data Protection Law”) and its Regulations, including any consent and notice requirements).

6.4 You acknowledge and agree that if you act on behalf of an entity or organization established in the EU or which does business in the EU, then we provide you with a platform only and in relation to your use of the Services and any collection, use or disclosure of information by you related thereto, you, and not NGen, are a data Controller, as such term is defined in the GDPR and you are solely responsible to comply with any and all obligations related thereto. This includes without limitation the collection and processing by you of any personal data, when you use the Services or Services provided by third parties in conjunction with your use of the Services to collect personal information from individuals or other parties, send marketing and other electronic communications to individuals and when using cookies and similar technologies in conjunction with the Services.

6.5 You represent and warrant to NGen: (i) that in respect of your use of the Services, you acknowledge and agree that you are solely responsible for any and all compliance with the GDPR and all applicable privacy laws; (ii) that in respect of your use of the Services, you, and not NGen, are a Controller (as such term is defined in the GDPR) for the information you collect and use for the purposes of your business and/or related to your use of the Services; and (iii) that you have conducted, and will at all times conduct, your business and your use of the Services, in compliance with all applicable privacy laws, including but not limited to the GDPR.

6.6 You shall defend, indemnify and hold harmless NGen and its affiliates, officers, employees, agents, successors and assigns (a “NGen Party”), from and against any and all fines, suits, actions, proceedings, claims, demands, debts, obligations, settlements, losses, damages, liabilities, costs and expenses (including reasonable legal and professional fees and costs) arising from or in any way connected to: (i) any breach of this Section 6, including but not limited to any failure to comply with the GDPR or other applicable privacy laws; and (ii) any claim against NGen or a NGen Party by any third party to the extent caused by, relating to or arising in connection with any act or omission of or by you or a party related to you in the performance of this Section 4, and/or compliance with the GDPR or other applicable privacy laws.

7. Termination

7.1 The license is effective until terminated by you or us. NGen may, at its sole discretion, terminate or suspend your license and bar access to the Services immediately, without prior notice or liability, for 1) a breach of these Terms of Use, NGen’s policies, applicable laws or regulations, or third party rights; 2) if NGen believes in good faith that such action is reasonably necessary to protect the personal safety or property of NGen or third parties, or for fraud prevention, risk assessment or security purposes. Upon termination of the license, you shall cease all use of the Services and destroy all copies, full or partial, of any NGen IP.

8. General Disclaimer

8.1 The Services are provided on an “AS IS” and “AS AVAILABLE” basis, without any warranty of any kind, express or implied. Without limiting the foregoing, NGen explicitly disclaims any warranties of merchantability, satisfactory quality, fitness for a particular purpose, quiet enjoyment, non-infringement, and any warranties arising out of course of dealing or usage or trade, to the fullest extent permitted by applicable law.

8.2 NGen does not warrant that a) the Services will function uninterrupted, secure, or available at any particular time or location; b) any errors or defects will be corrected; c) the Services are free of viruses or other harmful components; d) the information and descriptions contained on the Services are accurate; or (e) the results of using the Services will meet your requirements.

8.3 The Services may contain hyperlinks to the web pages of third parties. NGen shall have no liability for the contents of such web pages and does not make representations about or endorse such web pages or their contents as its own, as NGen does not control the information on such web pages and is not responsible for the contents and information given thereon. The use of such web pages shall be at your sole risk.

9. Limitations of Liability

9.1 The information on the Services is provided free-of-charge, and you acknowledge that it would be unreasonable to hold us liable with respect to the Services and the information contained within.

9.2 Our liability and that of our affiliates and third party licensors is limited and excluded to the maximum extent permitted under applicable law.

9.3 YOU ACKNOWLEDGE AND AGREE THAT TO THE MAXIMUM EXTENT PERMITTED BY LAW THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES REMAINS WITH YOU. NEITHER NGEN NOR ITS DIRECTORS, OFFICERS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, AFFILIATES OR THIRD PARTY LICENSORS, NOR ANY OTHER PARTY INVOLVED, WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, DATA, USE, GOODWILL, SERVICE INTERRUPTION, MOBILE DEVICE DAMAGE, SYSTEM FAILURE OR OTHER INTANGIBLE LOSSES, OR FOR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, LOSS OF PROFITS OR FOR DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH OR RESULTING FROM (I) THESE TERMS OF USE; (II) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (III) ANY CONDUCT OR CONTENT OF ANY THIRD-PARTY ON THE SERVICES; OR (IV) ANY CONTENT OBTAINED FROM THE SERVICES, IN ALL CASES WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, WHETHER OR NOT NGEN HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

9.4 NOTWITHSTANDING ANYTHING ELSE TO THE CONTRARY IN THESE TERMS, THE LIABILITY OF NGEN, ITS DIRECTORS, OFFICERS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, AFFILIATES, LICENSORS AND ANY OTHER PARTY INVOLVED SHALL NOT EXCEED, IN THE AGGREGATE, FOR ANY AND ALL CLAIMS IN CONNECTION WITH THESE TERMS, ONE HUNDRED DOLLARS ($100).

9.5 You release NGen from any and all liability, damages, or loss, whether economic or non-economic, of any type or character, arising out of or in connection with the Services, whether based on warranty, contract or tort (including negligence), product liability or any other legal theory, to the maximum extent permitted by law.

10. Indemnification

10.1 You agree to release, defend, indemnify and hold harmless NGen, its affiliates and its licensees and licensors, and their respective employees, contractors, agents, officers, directors, and suppliers, to the greatest extent allowed by law, from and against any and all claims, damages, obligations, losses, liabilities, judgements, awards, costs and expenses (including but not limited to reasonable legal fees), resulting from or arising out of (a) improper use of and access to the Services, by you or any person you have authorized; (b) a breach of these Terms of Use and/or NGen policies; (c) any claim or allegation that your use of the Services infringes the intellectual property or other proprietary rights of NGen or any third party; or (d) your breach of any laws, regulations or third party rights.

11. User Content

11.1 With respect to any material or information that you submit on our website, except as otherwise provided by applicable law, you grant to us a worldwide, irrevocable, perpetual, non-exclusive, royalty-free license to use and reproduce such information.

12. Governing Law and Jurisdiction

12.1 These Terms of Use will be governed and construed in accordance with the laws of the Province of Ontario, Canada, including the laws of Canada applicable therein, without regard to its conflict of law provisions.

12.2 The place of jurisdiction shall be Hamilton, Ontario.

12.3 NGen makes no representation that information, and/or documentation on the Services are appropriate or available for viewing or downloading at locations outside of Canada. If users access the Services from outside Canada, they are exclusively responsible for compliance with all applicable local laws.

13. No Partnership

13.1 You agree and acknowledge that your relationship with NGen is limited to being a user of the Services and an independent third-party contractor and that no joint venture, partnership, employment or agency relationship exists between you and NGen as a result of these Terms of Use or your use of the Services. You act exclusively on your own behalf and for your own benefit and not on behalf of or for the benefit of NGen.

14. No Assignment

14.1 You may not assign, transfer or delegate these Terms of Use and your rights and obligations hereunder without NGen’s written consent. NGen may without restriction assign, transfer or delegate these Terms of Use and any rights and obligations hereunder at its sole discretion by providing you with notice of the assignment.

15. Notices

15.1 Unless specified otherwise, any notices or communications to registered users required under these Terms of Use will be in writing and sent via e-mail.

16. How to Contact Us
The full name of NGen is Next Generation Manufacturing Canada and our address is:
McMaster Innovation Park - #301
175 Longwood Road S., Hamilton, ON,
L8P 0A1.

If you have any questions, please email us at info@ngen.ca.