Terms of Use
Terms of Use for the CAI Website and Digital Properties
The terms governing your access to and use of Control Architecture Institute’s website, content, and online research library.
These Terms of Use are a binding legal agreement between you and Control Architecture Institute Inc. Please read them carefully. By accessing or using the Website, you accept and agree to be bound by these Terms of Use. If you do not agree, you must not access or use the Website.
1. About these Terms and your acceptance
These Terms of Use (the “Terms”) govern your access to and use of the website located at the CAI domain and any related subdomains, pages, applications, portals, and online services operated by Control Architecture Institute Inc. (together, the “Website”). In these Terms, “CAI,” “we,” “us,” and “our” mean Control Architecture Institute Inc., operating as Control Architecture Institute, a corporation incorporated under the Canada Business Corporations Act with a mailing address in Ontario, Canada. “You” and “User” mean the individual or entity accessing or using the Website.
By accessing or using the Website, you acknowledge that you have read and understood these Terms and agree to be bound by them, and you represent that you have the authority to do so on your own behalf and, where applicable, on behalf of the organization you represent. If you do not agree to these Terms, you must not access or use the Website. Your continued access or use following any change to these Terms constitutes your acceptance of the change.
Relationship to other agreements. If you have entered into a separate written agreement with CAI — including the CAI Advisory Program engagement letter or any purchase order, order form, or statement of work accepted by both parties — that agreement governs the services and deliverables described in it. These Terms govern your use of the Website and, except where a separate agreement expressly states otherwise, apply in addition to that agreement. In the event of a direct conflict between these Terms and a signed engagement letter with respect to a specific deliverable, the signed engagement letter governs for that deliverable.
2. Definitions
In these Terms:
“Content” means all material made available on or through the Website, including research, reports, publications, articles, text, commentary, opinions, ratings, scores, archetypes, placements, frameworks, methodologies, models, data, tables, charts, graphics, diagrams, images, software, page layouts, and the selection, arrangement, and “look and feel” of the Website.
“Published Research” means CAI’s research publications and library materials made available through the Website, whether publicly accessible or made available to a User under a licence or subscription.
“CatalystMatrix Materials” means the CatalystMatrix™ IAM Vendor Benchmark framework, the IAM Core Ontology, the CAI scoring model, assessment surface, methodology, templates, and all related tools, know-how, and derived methods.
“Submissions” means any feedback, suggestions, comments, questions, ideas, or other information you send to CAI or post, upload, or transmit through the Website.
“Confidential Information” means non-public Content and any non-public information disclosed by CAI through the Website or in connection with your use of it, including any non-public research, scores, archetypes, findings, or methodology detail.
3. Nature of the Content; no professional advice
The Content consists of the opinions of CAI’s research team as of the date of publication and should not be construed as statements of fact. While the Content has been obtained from or developed using sources believed to be reliable, CAI disclaims all warranties as to the accuracy, completeness, or adequacy of the Content. You assume sole responsibility for any use you make of the Content and for any results you seek to achieve from it.
No legal, financial, or professional advice. Although the Content may address legal, regulatory, financial, or commercial matters, CAI does not provide legal, financial, investment, mortgage, pension, tax, accounting, regulatory, or procurement advice, and nothing on the Website may be construed or relied upon as such. No Content is a certification, ranking, audit, warranty, endorsement, or procurement instrument, and none should be used as the sole basis for any buy, no-buy, investment, or other decision. You are responsible for obtaining your own professional advice appropriate to your circumstances.
Jurisdictional scope. CAI is a Canadian corporation that provides its research and advisory from Canada. CAI is not licensed, registered, or qualified to do business in any U.S. state or in any other non-Canadian jurisdiction, and provides no advice on U.S. federal, state, or other non-Canadian law, regulation, or standard. You are solely responsible for your own legal, regulatory, compliance, and export-control obligations in every jurisdiction in which you operate or use the Content.
4. Independence and objectivity
CAI’s research and advisory are produced independently by its research team, without input or influence from any third party, and without vendor sponsorship, paid placement, or third-party editorial influence. Neutrality is a structural property of CAI’s operating model. Access to or use of the Website, and any purchase of CAI research or advisory, does not influence CAI’s methodology, scoring, placement, archetypes, or conclusions, and creates no commitment by CAI to alter any research result. CAI retains full editorial, analytical, and methodological independence and does not promise favourable coverage, ranking, score improvement, or any market outcome.
No service levels, guarantees, or assumed liability. The Website and the Content are provided without any service level, performance commitment, uptime guarantee, or guaranteed outcome. CAI does not accept, and nothing on the Website or in these Terms creates, any liquidated damages, service credits, penalties, or contractual indemnity beyond the liability CAI would bear at law in the absence of such a stipulation. Any separate written agreement between you and CAI governs any service levels or commitments applicable to services purchased under it.
5. Licence to access and use the Website
Subject to your compliance with these Terms and, where applicable, payment of any fees under a separate agreement, CAI grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and view the Website and the Content to which you have authorized access, for your own internal information purposes only. Where you access the Website as an individual within an organization, this licence is for that organization’s internal use only and does not extend outside that organization.
All rights not expressly granted to you are reserved by CAI. This licence does not transfer any ownership or intellectual property right to you, and it terminates automatically if you breach these Terms or when any applicable subscription or access term ends. On termination, you must stop using and, if requested, delete any copies of Content in your possession or control, except as required to be retained by law.
6. Permitted use and restrictions
You may access and view the Content, and make a reasonable number of internal copies strictly for your own internal information purposes, provided you do not alter the Content and you preserve all proprietary and confidentiality notices. Except as expressly permitted in these Terms or with CAI’s prior written consent, you will not, and will not permit any person to:
(a) copy, reproduce, republish, post, transmit, distribute, disseminate, sell, license, sub-license, rent, lease, or otherwise make the Website or any Content available to any person outside your organization;
(b) publish, quote, excerpt, or disclose any Content, or any score, archetype, placement, or finding, in any marketing, advertising, press, sales, or promotional material, or in any public filing or communication;
(c) use any Content as a procurement scorecard or RFP input, or as the basis for a buy or no-buy decision presented as CAI’s recommendation, or represent that CAI certifies, ranks, recommends, or endorses any vendor;
(d) modify, adapt, translate, reverse engineer, decompile, or create derivative works from the Website or any Content, or remove or obscure any copyright, trademark, or other proprietary or confidentiality notice;
(e) use any scraper, robot, bot, spider, crawler, data-mining tool, computer code, or any other automated device, process, or methodology to access, index, acquire, copy, harvest, or monitor any portion of the Website or the Content;
(f) circumvent, disable, or interfere with any security, access-control, authentication, or usage-monitoring feature of the Website, or access any area of the Website you are not authorized to access; or
(g) take any action that imposes an unreasonable or disproportionately large load on the Website’s infrastructure, or that would compromise the security, integrity, or availability of the Website.
Monitoring. CAI may monitor activity on the Website, including use of the Content, to verify compliance with these Terms. If CAI identifies use that is inconsistent with these Terms, CAI may limit, suspend, or terminate your access without notice, in addition to any other remedy available to it.
7. Artificial-intelligence and machine-learning restriction
You will not use the Website, any Content, or any CAI research, methodology, or output as input into, or for the training, fine-tuning, or development of, any generative artificial-intelligence or machine-learning model, algorithm, software, or related technology, without CAI’s prior written consent. This restriction applies whether the use is manual or automated and whether the Content is used in whole or in part.
8. Intellectual property
The Website and all Content are owned by CAI or its licensors and are protected by copyright, trademark, and other intellectual-property laws and by international conventions. As between you and CAI, CAI retains all right, title, and interest (including all intellectual-property rights) in and to the Website, the Content, the CatalystMatrix Materials, and all templates, tools, know-how, and derived methods, as works of CAI authorship. No intellectual property is assigned or transferred to you by your access to, use of, or payment for any Content.
Trademarks. “Control Architecture Institute,” “CAI,” “CatalystMatrix,” and CAI’s logos and other names and marks are trademarks of CAI. All third-party names and marks referenced on the Website remain the property of their respective owners, and their appearance does not imply any affiliation with or endorsement by CAI or of CAI.
9. Submissions and feedback
You are responsible for your Submissions and represent that you have all rights necessary to provide them and that they do not infringe the rights of, or defame, any person, and are not unlawful. You should not send CAI any confidential or proprietary information through the Website except as expressly requested by CAI. Any feedback or suggestions you provide may be used by CAI without restriction or obligation, and you grant CAI a perpetual, irrevocable, worldwide, royalty-free, sublicensable licence to use, reproduce, modify, and incorporate your Submissions for any purpose, including improving CAI’s research, services, and Website. CAI may remove or decline to post any Submission at its discretion.
10. Third-party links and resources
The Website may contain links to third-party websites, resources, or services provided for your convenience. CAI does not control, endorse, sponsor, or assume responsibility for any third-party website or its content, and access to any third-party website is at your own risk and subject to that third party’s terms. Any concern relating to a third-party website should be directed to the relevant website administrator.
11. Confidentiality of non-public Content
Where CAI makes non-public Content or other Confidential Information available to you, you will keep it confidential, use it only for your permitted internal purposes under these Terms, and not disclose it to any person outside your organization without CAI’s prior written consent. This obligation does not apply to information that is or becomes public without breach of these Terms, was lawfully known to you without obligation of confidence, or is independently developed by you without use of the Confidential Information. Where you are a party to a separate agreement with CAI containing confidentiality terms, those terms also apply.
12. Privacy
CAI’s collection and use of personal information through the Website is described in CAI’s Privacy Policy, which is incorporated into these Terms by reference. By using the Website, you consent to the collection, use, and disclosure of your personal information in accordance with the Privacy Policy and applicable Canadian privacy law. Where there is any conflict between these Terms and the Privacy Policy with respect to personal information, the Privacy Policy governs.
13. Changes to the Website and to these Terms
CAI may change, update, suspend, or discontinue any aspect of the Website or the Content at any time, with or without notice. CAI may also revise these Terms from time to time by posting the revised Terms on the Website, and the revised Terms take effect when posted. Your continued access to or use of the Website after the revised Terms are posted constitutes your acceptance of them. It is your responsibility to review the current Terms each time you use the Website.
14. Suspension and termination of access
CAI may suspend or terminate your access to the Website, or to any part of the Content, at any time and for any reason, including any breach of these Terms, without notice and without liability to you. On suspension or termination, the licence granted to you ends and you must stop using the Website and the Content. The provisions of these Terms that by their nature should survive — including those addressing intellectual property, permitted use and restrictions, the AI and machine-learning restriction, confidentiality, disclaimers, limitation of liability, indemnity, claims cooperation, non-reliance, governing law, and dispute resolution — survive termination.
15. Disclaimers; no warranties
The Website and all Content are provided “as is” and “as available.” To the maximum extent permitted by applicable law, CAI disclaims all warranties, conditions, and representations of any kind, whether express, implied, statutory, or otherwise, including any implied warranties or conditions of merchantability, fitness for a particular purpose, title, accuracy, completeness, and non-infringement. CAI does not warrant that the Website will be uninterrupted, secure, or error-free, that defects will be corrected, or that the Website or the servers that make it available are free of harmful components. CAI does not warrant or guarantee any particular outcome, result, or vendor performance arising from your use of the Content.
16. Limitation and exclusion of liability
(a) To the maximum extent permitted by applicable law, CAI and its directors, officers, employees, contractors, and licensors (the “CAI Parties”) will have no liability to you or to any third party arising out of or relating to the Website, the Content, or these Terms, whether in contract, tort (including negligence), under statute, or on any other basis.
(b) Without limiting paragraph (a), in no event will the CAI Parties be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profit, revenue, business, goodwill, data, or anticipated savings, even if advised of the possibility of such damages.
(c) To the extent any liability of the CAI Parties cannot lawfully be excluded, their total aggregate liability for all claims arising out of or relating to the Website, the Content, or these Terms is limited to the total fees, if any, actually paid by you to CAI for access to the specific Content giving rise to the claim in the twelve months before the claim arose. Where you have paid no such fees, the CAI Parties will have no monetary liability to you.
(d) Nothing in these Terms excludes or limits any liability that cannot be excluded or limited under applicable law, including liability for fraud or wilful misconduct.
(e) Each provision of this Section is severable. If any exclusion or limitation is held unenforceable, the remaining exclusions and limitations continue to apply to the maximum extent permitted by law.
17. Indemnity
You will indemnify, defend, and hold harmless the CAI Parties from and against any third-party claim, and any related loss, liability, damage, cost, or expense (including reasonable legal fees), arising out of or relating to your access to or use of the Website or the Content, your breach of these Terms (including the use restrictions in Section 6 and the AI restriction in Section 7), your Submissions, or any reliance on the Content contrary to its stated nature. CAI gives no indemnity under these Terms.
18. Claims cooperation and conduct of claims
If any claim, demand, or proceeding arises out of or relates to the Website, the Content, or these Terms, you will give CAI prompt written notice of it and reasonable cooperation and information at CAI’s request. CAI is entitled to assume and control the conduct, defence, and settlement of any such claim. You will not, and will ensure that no person acting on your behalf will, admit liability for, settle, compromise, make or promise any payment, or incur any cost or expense in respect of any such claim without CAI’s prior written consent, which is required so that CAI’s rights, including under its insurance, are not prejudiced. This Section does not require CAI to defend or indemnify you and is without prejudice to the disclaimers and limitations of liability in these Terms.
19. Non-reliance by third parties
The Content is prepared for the general information of Users and, where applicable, for the named client under a separate agreement. No Content may be relied upon by any person other than the intended recipient, including any vendor assessed. CAI owes no duty of care to any third party in connection with the Website or the Content. The disclaimers, limitations of liability, and indemnities in these Terms are for the benefit of the CAI Parties, each of whom may assert and enforce them. No person other than you and CAI has any right under or in connection with these Terms.
20. Compliance, sanctions, and export control
You will comply with all laws applicable to your access to and use of the Website. You represent that you are not, and are not owned or controlled by a person that is, the target of applicable economic or trade sanctions, and that you will comply with all applicable anti-corruption, sanctions, and export-control laws in connection with your use of the Website and the Content. You are solely responsible for compliance with the laws of each jurisdiction from which you access the Website or in which you use the Content.
21. Governing law and jurisdiction
These Terms, and any dispute or matter arising out of or relating to them or to your access to or use of the Website, are governed by and will be construed and enforced in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict-of-laws rules. Ontario law governs regardless of your location or place of business. You submit to the dispute-resolution process and venue set out in Section 22.
22. Dispute resolution
The parties will first attempt in good faith to resolve any dispute through negotiation. Any dispute not so resolved will be finally settled by arbitration seated in Toronto, Ontario, conducted in English before a single arbitrator under the Arbitration Rules of the ADR Institute of Canada, Inc.; judgment on the award may be entered in any court of competent jurisdiction. Notwithstanding the foregoing, CAI may bring proceedings to recover unpaid fees, or to protect or enforce its intellectual property or confidential information, in the courts of the Province of Ontario, and each party irrevocably attorns to the jurisdiction of those courts for that purpose. To the extent permitted by applicable law, any dispute will be resolved on an individual basis and not as part of a class or representative proceeding.
23. General
Entire agreement. These Terms, together with the Privacy Policy and any separate written agreement between you and CAI, are the entire agreement between you and CAI regarding your use of the Website and supersede all prior understandings on that subject.
Severability and waiver. If any provision of these Terms is held unenforceable, the remaining provisions continue in full force and effect. CAI’s failure to enforce any provision is not a waiver of it, and no waiver is effective unless in writing.
Assignment. You may not assign or transfer these Terms or any rights under them without CAI’s prior written consent; CAI may assign these Terms to a successor to its business.
Notices. Notices to CAI under these Terms must be in writing and sent to CAI’s designated contact or mailing address in Ontario, Canada, and are effective on receipt. CAI may provide notice to you by posting on the Website or by any contact details you have provided.
Language. The parties confirm that these Terms and all related documents are drawn up in English. Les parties confirment que les présentes conditions et tous les documents connexes sont rédigés en anglais.
Contact. Questions about these Terms may be directed to Control Architecture Institute Inc. at its Ontario, Canada address or through the contact facility on the Website.
These Terms of Use are published by Control Architecture Institute Inc. and reflect CAI’s independence, objectivity, and Ontario, Canada legal foundation. By using the Website you agree to them.