Terms of Use – Hong Kong

Version 1.0 – Last Updated: May 2, 2019

PLEASE CAREFULLY READ THESE WEBSITE TERMS OF USE BEFORE USING PARAGON TESTING ENTERPRISES WEBSITE. THESE TERMS OF USE ARE A BINDING CONTRACT THAT GOVERNS USE OF EACH PARAGON WEBSITE AND RELATED SERVICES, EXEMPTS PARAGON AND OTHER PERSONS FROM LIABILITY OR LIMITS THEIR LIABILITY, SPECIFIES THE JURISDICTION FOR RESOLUTION OF DISPUTES, AND CONTAINS OTHER IMPORTANT PROVISIONS.

EACH TIME YOU ACCESS OR USE A PARAGON WEBSITE, YOU ACKNOWLEDGE AND SIGNIFY THAT YOU HAVE READ, UNDERSTOOD, AND AGREED TO BE BOUND BY THE MOST CURRENT VERSION OF THESE TERMS OF USE. IF YOU DO NOT AGREE WITH THESE TERMS OF USE, YOU MAY NOT ACCESS OR USE A PARAGON WEBSITE.

THESE TERMS OF USE SHALL NOT CONSTITUTE OR IMPLY ANY PARTNERSHIP, JOINT VENTURE, AGENCY, FIDUCIARY RELATIONSHIP OR OTHER RELATIONSHIP BETWEEN YOU AND PARAGON OTHER THAN THE CONTRACTUAL RELATIONSHIP EXPRESSLY PROVIDED FOR AND TO BE ENTERED INTO PURSUANT TO AND UNDER THESE TERMS OF USE.  YOU ARE NOT ENTITLED TO HOLD YOURSELF OUT AS A REPRESENTATIVE OF PARAGON.

  1. Your Acceptance of these Terms of Use
    These Terms of Use are a legal agreement between you and Paragon Testing Enterprises Inc. (“Paragon”) regarding your access to and use of the Paragon websites located at www.paragontesting.ca, www.celpiptest.ca, www.lpitest.ca, and www.cael.ca (collectively the “Websites” and each a “Website“). Each time you access or use any aspect of a Website, you signify your acceptance and agreement, without limitation or qualification, to be bound by the most current version of these Terms of Use. If you do not agree with these Terms of Use, you may not access or use either of the Websites. These Terms of Use are in addition to any other agreement you may have with Paragon.
  2. Changes
    Paragon may in its discretion change these Terms of Use at any time by posting the changed Terms of Use on the Websites. The changed Terms of Use are effective immediately upon posting on a Website, unless the changed Terms of Use expressly state otherwise. It is your responsibility to check the “Last Updated” date at the top of these Terms of Use and review any changes since the previous version. By using a Website after these Terms of Use have been changed, you signify your acceptance and agreement to the changed Terms of Use. You may not change, supplement or amend these Terms of Use in any manner.
  3. Permissible Users
    The Websites may be used only by individuals who have reached the age of majority in their jurisdiction of residence and who can form legally binding contracts under applicable law. If you are under 18 years of age you must inform your parents or legal guardians about these Terms of Use and obtain their approval before you use a Website.

A Website may not be used by an individual in jurisdictions where access to or use of a Website or any part of it may be illegal or prohibited. You may not use a Website if you breach these Terms of Use or if your permission to use a Website has been suspended or terminated by Paragon.

  1. No Professional Advice
    The Websites are for convenience and informational purposes only. The Websites are not intended to be any kind of professional advice (including legal or immigration advice) regarding any matter. Individuals who are applying to immigrate to Canada or to become citizens of Canada are encouraged to obtain appropriate advice from qualified professionals.
  2. Personal Information Privacy and Cookies
  3. By using a Website you consent to the collection, use, retention, disclosure and deletion of your personal information in accordance with Paragon’s Privacy Policy as amended from time to time and as otherwise permitted by applicable law;
  4. During your use of a Website, Paragon may also use “cookies” and other similar technologies, such as web beacons, pixel or gif tags, and action tags. Those technologies collect information that assists Paragon to improve products and services, advertising, customer communications and the online shopping experience. Paragon may use information collected through cookies and similar technologies to recognize you as a user of a Website, determine your general location, track your use of the Website, offer personalized web page content, information and advertisements, and otherwise facilitate and improve your website experience. Paragon may use web beacons, pixel or gif tags, and action tags to confirm that email messages have been delivered to and opened by you. You may choose to decline or disable cookies if your web browser permits, but doing so may affect your ability to access or use certain features of a Website.
  5. Paragon may use third party providers (e.g. technology platform providers) to provide products and services to Paragon (including to conduct customer research and satisfaction surveys and to provide customer communications, data processing and data management, marketing, fraud detection, address validation and tax services) and to assist Paragon to use your personal information in accordance with Paragon’s privacy policy (including to process your transactions and payments, fulfill your orders, verify your identity, deliver products and services to you and provide customer service).
  6. Permissible Use
    You may use a Website solely for your lawful, personal, non-commercial purposes, in the manner permitted by the Website, and subject to these Terms of Use and all applicable laws. Using a Website for any other purpose or in any other manner is strictly prohibited.

Without limiting the generality of the preceding paragraph, a Website and its content may not be copied, reproduced, imitated, republished, translated, uploaded, posted, publicly displayed, communicated or made available to the public, transmitted, modified, indexed, catalogued, mirrored or distributed in any way, in whole or in part, for any purpose whatsoever, without the express prior written consent of Paragon. Any reproduction or redistribution of the content of a Website is expressly prohibited and may result in civil and criminal penalties. You shall not use a Website, or any of its content for further distribution or to further any public or commercial purpose, including, but not limited to, any advertising or advertising revenue generation activity on your own website(s).

  1. Ownership of Websites

Copyright © July 2011 Paragon Testing Enterprises Inc. All rights reserved. Each Website and its content (including all text, graphics, interfaces, images, video, sounds, music, artwork, designs, computer code, data, and other elements available on or through the Website, and the design, structure, selection, arrangement and look and feel of those elements and the Website as a whole) and all related proprietary rights (including copyright) are owned solely and exclusively by Paragon and its licensors, and are protected by Canadian and international copyright and other intellectual property laws. Your use of a Website does not transfer to you any right, title or interest in, to or associated with the Website or its content, or any copyright, designs, patents, trademarks, logos, domain names or all other intellectual property or material rights relating to the Website or its content. All rights not expressly granted by these Terms of Use are reserved by Paragon.

  1. Trademarks
    PARAGON, CELPIP, CELPIT, CELTOP, CELL, LPI, CANADIAN ENGLISH LANGUAGE PROFICIENCY INDEX TEST, LANGUAGE PROFICIENCY INDEX, CANADIAN ENGLISH LANGUAGE PROFICIENCY INDEX PROGRAM, CAEL, CANADIAN ACADEMIC ENGLISH LANGAUGE ASSESSMENT and related logos are registered or unregistered trademarks and service marks owned or licensed by Paragon. Other product and company names and logos appearing on a Website may be registered or unregistered trademarks, service marks or trade names of their respective owners. Any use of the trademarks, service marks or trade names displayed on a Website is strictly prohibited, in particular, the trademarks must not in any way be used in connection with any product or service that is not related to Paragon or Paragon Group, unless a prior written licence is obtained from Paragon. Nothing appearing on a Website will be construed as granting, by implication, estoppel, or otherwise, any licence or right to use any of those trademarks, service marks or trade names.
  2. Linked Sites
    For your convenience, a Website may provide links or references to other Internet sites or resources and businesses operated by other persons (collectively “Linked Sites“). Linked Sites are independent from Paragon, and Paragon does not endorse, and has no responsibility or liability for or control over, Linked Sites or their business, goods, services or content. Your use of Linked Sites and your dealings with the owners or operators of Linked Sites are at your own risk, and you will not make any claim against Paragon arising from, connected with, or relating to your use of Linked Sites or your dealings with the owners or operators of Linked Sites.
  3. Prohibited Activities
    You will not: (a) circumvent the ordinary navigational structure or presentation of a Website or its content; (b) access or obtain Website content or other data by any means that is not purposely made available to you by a Website; (c) gain unauthorized access to any part of a Website or its content, or any related system, network, service or data, by hacking, password mining or any other means; or (d) test or tamper with the security of a Website or interfere with the proper working of a Website, any transaction being conducted through a Website, or any other person’s use of a Website.

Framing, mirroring, scraping or data-mining a Website or any of its content in any form and by any means (including robots, spiders, or other automatic devices, programs or methodologies or any similar or equivalent manual process) is strictly prohibited. You may not use any collaborative browsing or display technologies in connection with your use of a Website or to post comments, communications or any other data of any kind to or on a Website with the intention that the posting may be viewed by other users of the Website.

Deep links to a Website without the express written permission of Paragon are strictly prohibited. Paragon may in its discretion cancel and revoke any permission it may give to link to a Website at any time and without any notice or liability.

  1. Disclaimer
    PARAGON DOES NOT ACCEPT ANY LIABILITY FOR YOUR USE OF THE WEBSITES. YOUR USE OF THE WEBSITES IS AT YOUR OWN RISK. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE WEBSITES ARE PROVIDED “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS”, AND WITHOUT ANY REPRESENTATIONS, WARRANTIES, CONDITIONS OR GUARANTEES OF ANY NATURE OR KIND WHATSOEVER, WHETHER EXPRESS, IMPLIED OR STATUTORY, OR ARISING FROM CUSTOM OR TRADE USAGE OR BY ANY COURSE OF DEALING OR COURSE OF PERFORMANCE, INCLUDING ANY REPRESENTATIONS, WARRANTIES, CONDITIONS OR GUARANTEES OF OR RELATING TO: ACCURACY, ACCESSIBILITY, AVAILABILITY, COMPLETENESS, DURABILITY, ERRORS, FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, NON-INFRINGEMENT, LACK OF VIRUSES OR OTHER DISABLING OR HARMFUL CODE, PERFORMANCE, QUALITY, RESULTS, SUITABILITY, SECURITY, TIMELINESS, TITLE, TRUTHFULNESS, QUIET ENJOYMENT, UNINTERRUPTED SERVICE, OR WORKMANLIKE EFFORT; ALL OF WHICH ARE HEREBY WAIVED BY YOU AND DISCLAIMED BY PARAGON TO THE FULLEST EXTENT PERMITTED BY LAW.

PARAGON ACCEPTS NO LIABILITY FOR ANY LOSS OR DAMAGE HOWSOEVER ARISING FROM OR IN RELIANCE ON THE CONTENT OF THE WEBSITES, AND SPECIFICALLY DISCLAIMS ALL RESPONSIBILITY IN RESPECT OF ANY USE OR RELIANCE ON ANY INFORMATION, OR FOR THE OMISSION OF ANY INFORMATION, OF PARAGON, WHETHER FINANCIAL OR OTHERWISE, CONTAINED IN OR ACCESSIBLE THROUGH THIS SITE.

ANY MATERIALS DOWNLOADED OR OTHERWISE OBTAINED FROM OR ACCESSED THROUGH THE WEBSITES IS AT YOUR SOLE RISK AND DISCRETION AND PARAGON SHALL NOT BE RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICES OR ANY LOSS OF DATA OR OTHER INTANGIBLE LOSSES, OR DAMAGE TO PROPERTY, RESULTING FROM THE SAME.

  1. Liability Exclusions/Limitations
    TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT AND UNDER NO CIRCUMSTANCES WILL PARAGON GROUP BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY DAMAGE OR LOSS ARISING FROM, CONNECTED WITH, OR RELATING TO THE WEBSITES OR ANY RELATED MATTER (INCLUDING YOUR USE OF A WEBSITE). IF NOTWITHSTANDING THE FOREGOING OR ANY OTHER PROVISION OF THESE TERMS OF USE PARAGON GROUP IS LIABLE TO YOU OR ANY OTHER PERSON RELATING TO THE WEBSITES OR ANY RELATED MATTER (INCLUDING YOUR USE OF A WEBSITE), THEN IN NO EVENT AND UNDER NO CIRCUMSTANCES WILL PARAGON GROUP’S TOTAL AGGREGATE LIABILITY EVER EXCEED CDN $50. SAVE FOR ANY LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY PARAGON’S NEGLIGENCE OR FOR ANY OTHER LIABILITY WHICH CANNOT LAWFULLY BE EXCLUDED OR LIMITED, THIS SECTION 12 APPLIES TO LOSS AND DAMAGE HOWEVER CAUSED AND TO LIABILITY UNDER ANY THEORY (INCLUDING CONTRACT, TORT, STATUTE AND STRICT LIABILITY), REGARDLESS OF ANY NEGLIGENCE OR OTHER FAULT OR WRONGDOING (INCLUDING FUNDAMENTAL BREACH OR GROSS NEGLIGENCE) BY PARAGON OR ANY PERSON FOR WHOM PARAGON IS RESPONSIBLE, EVEN IF OTHER REMEDIES ARE NOT AVAILABLE OR DO NOT ADEQUATELY COMPENSATE YOU OR ANY OTHER PERSON FOR THE LOSS AND DAMAGE OR THE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE, OR PARAGON KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF THE LOSS OR DAMAGE BEING INCURRED.

YOU FURTHER AGREE THAT PARAGON AND PARAGON GROUP SHALL NOT BE LIABLE UNDER ALL CIRCUMSTANCES FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, DATA OR OTHER INTANGIBLE LOSSES, DAMAGE TO PROPERTY AND CLAIMS OF THIRD PARTY WHICH MAY BE SIDE EFFECTS OF SUCH MAIN LOSS OR DAMAGE AND WHICH WERE NOT, OR OUGHT NOT REASONABLY TO HAVE BEEN, FORESEEABLE BY YOU AND PARAGON WHEN THE CONTRACT WAS MADE.

PARAGON WILL ALSO NOT BE RESPONSIBLE FOR FAILING TO MEET ANY OF ITS OBLIGATIONS UNDER THESE TERMS OF USE WHERE SUCH FAILURE IS DUE TO EVENTS BEING UNFORESEEABLE OR BEYOND PARAGON’S REASONABLE CONTROL.

IN THIS SECTION 12, “PARAGON GROUP” MEANS PARAGON AND EACH OF ITS LICENSORS, SUPPLIERS, SERVICE PROVIDERS AND CORPORATE PARENTS AND AFFILIATES, AND EACH OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, AGENTS, SHAREHOLDERS, DISTRIBUTORS, AND REPRESENTATIVES, JOINTLY AND SEVERALLY.

  1. Changes to Websites / Termination of Use
    If you breach these Terms of Use, you may no longer use the Websites.

Notwithstanding any other provision of these Terms of Use, Paragon may in its discretion and for its sole convenience: (a) change, discontinue, modify, restrict, suspend or terminate the Websites or any of their content at any time without any notice or reason or liability to you or any other person; and (b) immediately suspend or terminate your permission to access and use the Websites at any time without any notice or reason or liability to you or any other person.

You agree that (a) if your access to the Websites is denied, you will not thereafter access, or attempt to access, the Websites, directly or indirectly, and (b) if your access to the Websites is temporarily suspended, you will not thereafter access, or attempt to access, the Websites, directly or indirectly, unless and until the suspension imposed upon you is removed and Paragon gives you express notice of such removal of suspension and (c) if your access to the Websites is suspended or terminated, you shall have no claims whatsoever arising therefrom.

If your permission to use a Website is terminated for any reason, then these Terms of Use will nevertheless continue to apply and be binding upon you in respect of your prior use of the Website.

  1. Governing Law and Disputes
    If any part of these Terms of Use is held to be unenforceable, the unenforceable part shall be given effect to the greatest extent possible and the remainder will remain in full force and effect.

These Terms of Use, your use of the Websites and all related matters are and will be governed by, and construed and interpreted solely in accordance with, the laws of the Hong Kong Special Administrative Region of the People’s Republic of China (“Hong Kong”), excluding any rules of private international law or the conflict of laws that would lead to the application of any other laws and excluding any law that implements the United Nations Convention on Contracts for the International Sale of Goods.

All disputes arising from, connected with or relating to these Terms of Use, your use of the Websites or any related matter will be resolved before the relevant courts of Hong Kong, and you and Paragon each hereby irrevocably submits and attorns to the original and exclusive jurisdiction of those courts in respect of all disputes, except that Paragon may in its discretion commence legal proceedings against you in the courts of any other jurisdiction seeking injunctive relief (or similar urgent legal remedies) to enforce these Terms of Use and protect Paragon’s rights in, to and associated with the Websites and their content.

  1. Other Matters
    You agree to defend, indemnify, and hold harmless Paragon, its officers, directors, employees and agents, from and against any claims, actions or demands, including without limitation reasonable legal and accounting fees, alleging or resulting from your use of a Website or your breach of these Terms of Use.

No consent or waiver by Paragon to or of any breach of these Terms of Use by you will be effective unless in writing and signed by Paragon or will be deemed or construed to be a consent to or waiver of a continuing breach or any other breach by you. A failure or delay by Paragon to exercise any right or to act upon a breach in relation to these Terms of Use shall not constitute a waiver of that right or breach, nor shall it preclude or restrict any further exercise of that right or further action upon a breach. Except as expressly set forth in these Terms of Use, Paragon’s rights and remedies under these Terms of Use are cumulative and not exhaustive or exclusive of any other rights or remedies to which Paragon may be lawfully entitled under these Terms of Use or at law, and Paragon will be entitled to pursue any and all of its rights and remedies concurrently, consecutively and alternatively. The provisions of these Terms of Use will enure to the benefit of and be binding upon you and Paragon and your respective successors and permitted assigns. If any provision of these Terms of Use is held by a court or arbitrator of competent jurisdiction to be invalid, illegal or unenforceable for any reason, then the provision shall apply with the minimum modification necessary to make it valid, legal and enforceable, or shall be deemed severed from these Terms of Use and the remaining provisions will continue in full force and effect without being impaired or invalidated in any way, unless as a result of the severance these Terms of Use would fail in its essential purpose. You will not assign, transfer, delegate, license, sub-license or grant these Terms of Use or your rights, duties and obligations under these Terms of Use without Paragon’s express prior written consent, which consent may be withheld in Paragon’s discretion. Paragon may, without your consent, assign these Terms of Use or any of Paragon’s rights, duties or obligations under these Terms of Use.

In these Terms of Use: (a) a reference to “Terms of Use” and other similar terms refers to these Terms of Use as a whole, and not just to the particular provision in which those words appear; (b) headings are for reference only and do not define, limit or enlarge the scope or meaning of these Terms of Use or any of its provisions; (c) “persons” includes individuals, corporations, partnerships, joint ventures, associations, trusts, unincorporated organizations, societies and all other legal entities; (d) words importing the singular number only include the plural and vice versa; (e) words importing a gender include both genders; (f) “including” and “includes” mean including or includes (as applicable) without limitation or restriction; (g) “law” includes common law, equity, statutes, regulations, ordinances and orders in council, and reference to a specific law includes all regulations, and ordinances and orders in council and mandatory guidelines and directives made or issued under the law; and (h) “discretion” or any variation thereof used with respect to a party mean that party’s sole, absolute and unfettered discretion.

These Terms of Use set forth the entire agreement between you and Paragon regarding your use of the Websites. There are no representations, warranties, terms, conditions, undertakings or collateral agreements, express, implied or statutory, between you and Paragon regarding the Websites. For greater certainty, Paragon’s General Terms of Service and other Services Agreements govern your use of a Paragon account, transactions through the Websites, and Paragon’s products and services.

Where these Terms of Use are translated into another language and there is any diversion between this English version and the translated version, then this English version shall prevail.