Otonom Solutions inc.


Otonom Solutions inc.

Last modified: September 20, 2023

Please read these Terms of Use (the “Terms”) carefully, as they govern your use of and access to the Otonom Solutions Inc. platform (the “Platform”), including any documentation related to the Platform that may be provided to you (“you”) by Otonom Solutions Inc. (“Otonom”, “we”, “us” or “our”).

The Platform is only accessible to users who can legally enter into contracts in accordance with applicable laws. By using the Platform, you represent and warrant that you are of legal age of majority under applicable law in your place of residence to enter into a contract. If you do not meet this requirement, you must not access the Platform. 

By clicking on “I AGREE”, you accept and agree to be bound and comply with these Terms, as well as our Privacy Policy which forms an integral part of these Terms. IF YOU DO NOT AGREE TO THESE TERMS (OR THE PRIVACY POLICY), YOU MAY NOT USE THE PLATFORM.

We reserve the right, at our sole discretion, to change or modify these Terms, or any part thereof, at any time without notice. The modified Terms will take effect at the time of publication and will apply to your use of the Platform from that time onwards.


1.1. Access and use. You are authorized to access and use the Platform solely for the purpose of receiving the Otonom services.

1.2. User account. Use of the Platform requires the creation of a user account. When creating a user account, you agree to provide true and complete information about yourself as required by the registration process, and to update such information as necessary to keep it accurate at all times. You must also choose a unique and secure password. In the event of a breach of this paragraph 1.2, Otonom reserves the right to terminate your right to use the Platform without notice, at its sole discretion.

1.3. Updating. By using the Platform, you agree to update all information transmitted to Otonom, including but not limited to your personal information, the agents authorized to act on your behalf, the names of persons for whom you act as an authorized agent and bank account numbers, all without delay and in a timely manner. 

1.4. Responsibility for your account. You are entirely responsible for maintaining the confidentiality of your password and username. Furthermore, you are entirely responsible for any and all activities that occur under your account. You agree to immediately notify Otonom of any unauthorized activity that occurs under your account or any other breach of security. Otonom may, at any time and at its sole discretion, require you to reset the password to your account and/or any accounts linked to your account.

1.5. Liability for account misuse. Otonom shall not be responsible or liable, directly or indirectly, for any loss or damage of any sort incurred by you as a result of someone else using, with or without your consent, your password or username, or your account. You may also be held liable for losses incurred by Otonom or a third party due to someone else using your account, username or password.

1.6. Restrictions. You are prohibited from: (i) using the Platform for purposes other than those set out in these Terms, (ii) copying, distributing or disclosing any part of the Platform on any medium whatsoever, including by means of any automated or non-automated “web scrapping” tool or technique, (iii) using any automated system, including “robots”, “spiders” and “offline readers”, to access the Platform, (iv) transmitting, via the Platform, spam or any other unsolicited content, (v) attempt to interfere with the servers running the Platform, compromise the integrity or security of their systems or decrypt any transmissions to or from them, (vi) take any action which, in our sole discretion, imposes or may impose an unreasonable or disproportionately large load on the Platform’s infrastructure, (vii) upload invalid data, viruses, worms or other malicious software via the Platform, (viii) collect, extract or harvest, or attempt to do so, any personal information from the Platform, (ix) impersonate any person or misrepresent your affiliation with a person or entity, commit fraud, conceal or attempt to conceal your identity, (x) interfere with the proper working of the Platform, (xi) access any content on the Platform through any technology or means other than those provided or authorized by the Platform, (xii) circumvent any measures Otonom may use to prevent or restrict access to the Platform, including features that prevent or restrict the use or copying of any content or apply restrictions to the use of the Platform or its content, (xiii) modify, disassemble, decompile, reverse engineer, adapt or create derivative works from the Platform, or (xiv) use the Platform in violation of applicable law.

1.7. Investigation and prosecution. Otonom reserves the right to investigate any violation of these Terms and to take appropriate action to the fullest extent permitted by law. You acknowledge that Otonom has the right to enforce compliance with these Terms, applicable laws, court orders and governmental requirements. In the event of a breach of these Terms, Otonom has the right, at any time and without notice, to disable your access to or use of the Platform.
Account closure. Otonom reserves the right to delete any account that has been inactive for a period of at least six (6) months, as well as any data associated with such account.


2.1. Modification of Services. Otonom reserves the right, at any time, to modify or discontinue the services offered through the Platform (or any part or content thereof) without notice. Otonom shall not be liable to you or to any third party for any modification, price change, suspension or discontinuance of the Services.

2.2. Availability. Otonom cannot guarantee the availability of the Platform or any content that may be found on it.
Compatibility. Otonom does not warrant that the Platform or the services provided on the Platform will be compatible with, or remain compatible with, the browser or device you are using. You are solely responsible for obtaining the necessary software to use Otonom’s services.


3.1. Trademarks. All trademarks (including words, phrases and logos) used by Otonom to distinguish its own products or services from those of others are the property of Otonom. Otonom’s trademarks may not be used, reproduced or duplicated, in whole or in part, without the prior written permission of Otonom.

3.2. Copyright. All original works reproduced or published on the Platform are protected by copyright. The owner of the copyright in each work reserves all rights therein. You acknowledge that it is an infringement of copyright for any person to do, without the consent of the copyright owner, anything that only the copyright owner has the right to do under applicable copyright laws.

3.3. Other rights. The Platform may also be protected by industrial designs or patents. As between us, Otonom reserves all rights in the Platform not expressly granted. You agree not to use, copy or distribute the content of the Platform other than as expressly authorized.

3.4. Feedback. Otonom shall be free to use, profit from, disclose, publish, keep secret, or otherwise exploit any comments, suggestions or other ideas for improving or otherwise modifying the Platform or any other Otonom product or service (“Feedback”), without compensation or attribution to you or any person responsible for such Feedback. By providing Feedback, you grant Otonom an irrevocable, non-exclusive, non-transferable, worldwide, fully paid (with right to sublicense), royalty-free license to use such Feedback.

3.5. Documentation. Otonom may, from time to time, provide you with documentation, online or in any material form, describing the features, operation and use of the Platform (the “Documentation”). You understand and agree that you may reproduce and use the Documentation only to the extent necessary to enable you to use the Platform and Otonom’s services.

3.6. Reverse Engineering. You shall not reverse engineer (as defined below) or attempt to reverse engineer the Platform. “Reverse Engineering” includes, without limitation, any act of reverse engineering, translation, disassembly, decompilation, decryption or deconstruction (including “cable sniffing” or “black box” reverse engineering) or any method or process of obtaining or converting information, data or software to a human-readable form.


4.1. Definition. For the purposes of this article 4 and to the extent applicable, “Confidential Information” means any material, non-public information relating to Otonom (including any trade secrets), whether written or oral, and whether or not marked as confidential.

4.2. Non-Disclosure. You agree to protect Otonom’s Confidential Information with the same care and discretion as applied to your own Confidential Information, but in no event less than reasonable care and discretion. Without limiting the foregoing, you agree to keep Otonom’s Confidential Information secret and not to disclose, copy or otherwise provide it, in whole or in part, to any third party.

4.3. Limited Uses. You may use the Confidential Information only for the purpose of using the Platform and the services offered by Otonom.

4.4. Notice. You shall notify Otonom promptly and in a timely manner if you are required by law to disclose Confidential Information or if you become aware of any unauthorized disclosure of Confidential Information.
Survival. These confidentiality obligations shall expire five (5) years from the date of disclosure, with the exception of trade secrets, which shall remain confidential for as long as they remain trade secrets.


The Platform may contain hyperlinks to external sites from which you may leave the platform (the “External site(s)”). You acknowledge and agree that Otonom is not responsible for the availability of such External sites or for the accuracy of the content, products or services available on such External sites. 

Hyperlinks to External sites do not imply Otonom’s approval or endorsement of such External sites. You acknowledge that you assume all risks arising from your use of External sites. By using the Platform, you expressly release Otonom from any liability arising from your use of any External site, and you are bound by the terms of use and privacy policy applicable to such External sites.


The Platform is provided to you “as is” and “as available” without warranty of any kind. To the fullest extent permissible pursuant to applicable law, Otonom disclaims all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, freedom from error, suitability of content or availability. 

Although Otonom makes every effort to ensure that the information presented on the Platform is complete and accurate, Otonom cannot guarantee that such information is free of errors, omissions and inaccuracies. Otonom makes no warranty as to the quality of any content accessed or obtained through the Platform.


You acknowledge and agree that you assume all risks arising from your access to or use of the Platform, whether such use is lawful or unlawful. 

To the fullest extended permitted by law, Otonom, its affiliates, directors, employees, agents, licensors or its successors and assigns, shall in no event be liable for damages of any kind, including, but not limited to, loss of use, loss of profits, whether in contract, tort or otherwise, resulting directly or indirectly from the use or performance of the Platform, including any damage caused by or resulting from reliance on any information obtained through the Platform, or resulting from error, omission, interruption, deletion of files or emails, defects, viruses, delays in operation or transmission or any failure of performance.


En utilisant la Plateforme, vous acceptez de défendre, d’indemniser et de dégager de toute responsabilité Otonom et ses dirigeants, agents, directeurs, employés, concédants de licence et ayants droit contre toutes les réclamations, causes d’action, dommages, obligations, pertes, responsabilités, coûts ou dettes, et dépenses (y compris les honoraires et frais d’avocats) et tous les montants payés en règlement découlant de, ou liés, à l’utilisation de la Plateforme, ou votre violation de ces conditions ou des droits de tiers. 

Otonom peut assumer la défense et le contrôle exclusifs de toute affaire pour laquelle vous avez accepté d’indemniser Otonom et vous acceptez d’aider et de coopérer avec Otonom dans la défense ou le règlement de ces affaires.


9.1. Survival of provisions. Provisions which by their nature should survive termination of these Terms shall survive termination, including provisions relating to ownership and indemnification as well as disclaimers and limitations of liability. 

9.2. Entire agreement. These Terms and the Privacy Policy supersede any prior agreements between you and Otonom regarding the matters contemplated herein and constitute the entire agreement between you and Otonom. 

9.3. Assignment. You may not assign or transfer these Terms or any rights or obligations hereunder. 

9.4. Applicable law. These Terms shall be governed by, construed and enforced in accordance with the laws of the Province of Quebec (Canada) and applicable federal laws of Canada, without regard to their conflict of law rules.

9.5. Waiver. Otonom’s failure or delay in exercising any right, remedy, power or privilege under the Terms shall not constitute a waiver of such right, remedy, power or privilege. To be valid, a waiver must be in writing and signed by Otonom. A written waiver of any default shall not be construed as a waiver of any other default or default of the same nature that may occur in the future. 

9.6. Severability. In the event that one or more provisions of these Terms are declared invalid or unenforceable by a court of competent jurisdiction, such invalidity or unenforceability shall not affect the validity or enforceability of the remaining provisions of these Terms. These Terms will then be interpreted as if the invalid or inapplicable provision had never formed part of these Terms.


Otonom welcomes your comments, questions and feedback, which can be sent to [email protected]