Last Modified: September 8, 2025

 

RBH Access Technologies Inc. (“RBH”, “we“, “us” or “our“) is a corporation formed pursuant to the Business Corporations Act in Ontario, Canada. We grant, directly and indirectly via authorized distributors and resellers, enterprise licenses to access and use our online access control software (“RBH Platform”), which integrates with our access control hardware (such as controllers, readers, and access panels (“Hardware”) as further detailed on our website at https://rbh-access.com/ and related domains and subdomains (“Website”). We may sell our Hardware to you directly or indirectly via distributors and retailers. 

In order to access and use the RBH Platform, in a designated online enterprise environment, the corresponding enterprise customer and each of their end-users must accept these terms and conditions (the “Terms“) and the corresponding enterprise must (i) purchase applicable Hardware; and (ii) enter an enterprise license agreement with us, or an authorized reseller of our RBH Platform (“Enterprise License Agreement”).

In consideration for permitting your access to the RBH Platform, and other good and valuable consideration, you agree as follows:

These Terms form a legally binding agreement which govern your access to and use of (i) the RBH Platform; and (ii) our Website and related domains and subdomains.

THESE TERMS HAVE PROVISIONS WHICH LIMIT OUR LIABILITY AND IMPOSE OBLIGATIONS ON YOU.

You must review these Terms carefully before using the RBH Platform and our Website. By using RBH Platform, you, the user (“you” or “your“), represent and warrant that (i) you are at least 18 years old; and (ii) you have read and understand these Terms and agree to be bound by them.

If you are using the RBH Platform on behalf of, or in the employ of, an organization (corporation, trust, partnership, university, government, etc.), you are agreeing to these Terms for that organization and representing and warranting that you have the authority to bind that organization to these Terms.  In such a case, “you” and “your” will also refer to that organization and yourself individually. For greater clarity, both you as an individual and your organization, as applicable, are legally bound by these Terms which form an agreement with RBH Access Technologies Inc.

AMENDMENTS

As the RBH Platform continues to evolve, we may, at any time, revise these Terms and our policies by updating this page or the page hosting the relevant policy.  The date of the last version of these Terms is posted above.  As you are bound by these Terms each time you use the RBH Platform, you are responsible for periodically reviewing the amendments to these Terms and you are deemed to have accepted and agreed to such amendments by accessing and using the RBH Platform after such amendments have been posted.  If you do not agree with the amendments, you shall immediately stop accessing the RBH Platform and terminate your account, subject to the terms provided for herein and the corresponding Enterprise License Agreement. We may also undertake to send you an email or display notice of any changes to the Terms or policies on the platform.

PRIVACY

We use personal information you provide us in accordance with our privacy policy, which is incorporated by reference and available online at https://rbh-access.com/privacy-policy/. By using the RBH Platform, you consent to such processing and you represent to us that all information provided by you is accurate.

About the RBH Platform

RBH designs and manufactures advanced access control and security management systems for commercial, institutional, and government facilities. The RBH Platform integrates with our hardware—such as controllers, readers, and access panels— to manage access controls, alarms, video surveillance, and building automation.

Establishing an Account

After your corresponding organization has entered an Enterprise License Agreement, to use the RBH Platform you will be required to register an end-user account and provide certain personal information as referenced in our privacy policy. While your license to access the RBH Platform may be paid for by your organization pursuant to an Enterprise License Agreement, you agree that access to your account constitutes good and valuable consideration in exchange for agreeing to these Terms our privacy policy and all other documents incorporated by reference.

Upon establishing an account, and in connection with the corresponding Enterprise License Agreement for your organization, we grant you a non-transferable, non-sublicensable, license to access the RBH Platform via your account. The grant of license shall last until the earlier of (i) RBH revoking the license; (ii) the termination or breach of any corresponding Enterprise License Agreement, including any failure to pay corresponding fees owing to us, whether directly or indirectly via an authorized reseller; and (iii) your corresponding enterprise revoking your account access.

For greater certainty, we reserve the right to revoke your license and your account access to the RBH Platform if we reasonably believe you are in breach of these Terms or any fees owing to us in connection with an Enterprise License Agreement are more than 30 days past due. We make no representations or warranties as to the ongoing availability of the RBH Platform, or your access to it.

Account Not Transferrable

Access to your account is not transferrable and is only intended for you, the individual for whom the account was established for, even if your account is paid for or made accessible to you by an organization (such as your employer or other third party).  As a result, you are not permitted to change the name associated with your account (if applicable), or to use or extend an account licensed to another party.

Account Security

You are responsible for safeguarding the password you use to access the RBH Platform and you agree not to disclose your password to any third-party. 

You agree to use a unique password for your account which you do not use for any other online service. As we may send password reset notices and links to the email account registered on the RBH Platform (i) you are responsible for ensuring that any name you provide to us is your full legal name, and that any email address used in connection with registering your account is accurate; and (ii) you represent and warrant to us, and agree that you will ensure, you are the sole person, at all times, with access to the email account registered in connection with your account.

You agree you are responsible for any activity on your account and all correspondence provided to us from any email address or phone number used to register your account, whether or not you authorized that activity or correspondence.  You agree that we are, in respect of any instructions or actions taken by a person using your account, entitled to assume that the person is you; the person whose name and personal information is registered and associated with the account.

You must immediately notify us of any unauthorized use of your account.

You must inform us in writing of any changes to your contact details and other information provided to us, including, but not limited to, your email address.

While we and our third party software and technology providers take certain security measures in relation to the RBH Platform, you acknowledge that the technical processing and transmission of the RBH Platform and related data and information, including your own account data and information, will involve transmissions over various networks and devices, including networks and devices not owned or controlled by us. We rely on a number of third parties to make the RBH Platform  available, including data and web hosting providers. You accept all risks in using the RBH Platform, and indirectly, our use of such third party providers. You agree and acknowledge that in using online platforms, there is always a risk of unauthorized access to and use of your information, including your personal information.

Acceptable Use of the RBH Platform

In using the RBH Platform you agree, and you represent and warrant to us and all other users of the Platform, that you:

  1. Will not remove, alter or obscure or tamper with any copyright, watermarks, encrypted data, metadata, notices, technological protection measures, or rights management information;
  2. Will not engage in any attempt to circumvent any security or encryption measures used in connection with the RBH Platform;
  3. Will not use the RBH Platform in a way that has any unlawful or fraudulent purpose or effect;
  4. Will comply with all applicable laws, rules and regulations;  
  5. Will not use or disclose personally identifiable information belonging to others except (i) with their consent; and (ii) in accordance with applicable privacy laws, rules and regulations;
  6. Will not upload, copy, distribute, share or otherwise use or generate data or content that is unlawful, obscene, defamatory, libelous, harmful, hateful, harassing, bullying, sexual in nature, threatening, racially or ethnically offensive or abusive, that would violate a third party’s rights (including their intellectual property rights), constitute or encourage a criminal offense or give rise to civil liability or damages;
  7. Will not upload, transmit, disseminate, post, share, store, use any content, data or information, perform any services or do anything that infringes on, or contributes to any infringement of, any intellectual property rights; including copyright, trademark, patent or trade secret rights, whether of ours or any third party;
  8. Will not disclose your password or transfer your account to any third party, or allow any third party to access your account or the contents of our platform which require account access;
  9. Will not impersonate any person or entity;
  10. Will not upload, copy, distribute, share, create or otherwise use content, software code or information that contains or embodies software viruses or any other malicious computer code that is designed to interrupt, undermine, destroy or limit the functionality of any computer software, hardware or communications equipment, or that is designed to perform functions on any software, hardware or equipment without the owner’s express consent;
  11. Will not translate, reverse engineer, decompile, disassemble, modify or create derivative works based on the RBH Platform (and the underlying software code), our Hardware and the Hardware’s underlying components and software or firmware installed thereon;
  12. Will not use or attempt to use the Hardware with any other software or systems other than the RBH Platform; and
  13. Will not circumvent, disable, violate or otherwise interfere with any security related feature of the RBH Platform or Hardware.

We may, but have no obligation to, remove or suspend users from the RBH Platform that we determine, in our sole discretion, to have, or which may reasonably appear to have, violated these Terms.

You agree that we may log your internet protocol (“IP”) address and device information to monitor compliance with these Terms, in addition to such other purposes referenced in our privacy policy.

ACCEPTANCE OF RISK AND DISCLAIMERS

The RBH Platform is provided to you on an “as is” and “when available” basis without warranty of any kind, including but not limited to, all implied warranties and conditions of merchantability and fitness for a particular purpose.  We hereby disclaim all warranties and conditions of any kind, whether express, implied or statutory.

You acknowledge that the RBH Platform is intended to facilitate the management of physical access control systems and security devices. You agree and acknowledge that no access control or security system is entirely secure or failsafe, and that the use of the RBH Platform and associated Hardware carries inherent risks, including but not limited to unauthorized access, tampering, system malfunction, hacking, vandalism, or force majeure events impacting the security of physical premises.

You acknowledge and agree that you are solely responsible for maintaining an independent and reliable backup method of accessing any doors, premises, or infrastructure that may be impacted by a suspension, interruption, or loss of access to the RBH Platform. RBH expressly disclaims any responsibility or liability for your inability, or the inability of any other end-user, to access doors, premises, or infrastructure as a result of such suspension, interruption, or loss of access. You must ensure that you maintain appropriate contingency or backup methods of access at all times, such as the use of physical keys or other manual access controls.

To the fullest extent permitted by applicable law, you agree that RBH shall not be liable for any loss, damage, theft, personal injury, death, or property damage arising out of or related to any unauthorized access to, or failure of, the RBH Platform or Hardware, whether caused by cyberattack, system defect, misuse, or any cause beyond RBH’s reasonable control.

You further agree that you are solely responsible for implementing reasonable measures to safeguard your premises, data, and systems, including maintaining backups, employing redundant security measures, and regularly updating access credentials.

Without limiting any other section of these Terms, you agree that we shall not be responsible for any damages or loss you suffer arising from the acts or omissions, including the negligent acts or omissions, of other users of the RBH Platform, our independent contractors, payment processors or third-party service providers. Our third-party service providers include payment processors, website and data hosting providers, and others.

You agree that, while we strive to have the RBH Platform error free and uninterrupted, we do not guarantee the absence of errors or interruptions. You agree that we shall not be held liable for any damage, personal injury or loss such errors or interruptions may cause. We make no representations and grant no warranties as to the uptime of the RBH Platform.

We may also perform scheduled maintenance which will result in the RBH Platform being unavailable for certain periods of time.

Limitation of our Liability

YOU AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL WE, OUR OFFICERS, DIRECTORS, SHAREHOLDERS, AUTHORIZED RESELLERS, LICENSORS OR EMPLOYEES (THE “RBH PARTIES”), BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, HOWSOEVER CAUSED, INCLUDING BY NEGLIGENCE OR OTHERWISE, REGARDLESS OF LEGAL THEORY AND WHETHER OR NOT WE HAVE BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES AND WHETHER THOSE DAMAGES WERE FORESEEABLE OR NOT.

WITHOUT LIMITING THE FOREGOING, CONSEQUENTIAL DAMAGES FOR WHICH THE RBH PARTIES SHALL NOT BE LIABLE TO YOU, INCLUDE, BUT ARE NOT LIMITED TO, LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF PERSONAL INFORMATION AND ANY OTHER BUSINESS OR ECONOMIC DISADVANTAGE SUFFERED BY YOU, ARISING OUT OF OR RELATED TO YOUR RELATIONSHIP WITH US, THE USE, OR FAILURE TO BE ABLE TO USE, THE RBH PLATFORM, HARDWARE, OR ANY OF OUR RELATED PRODUCTS OR SERVICES.

IF YOU ARE DISSATISFIED WITH THE RBH PLATFORM OR OUR HARDWARE, OR YOU DO NOT AGREE WITH ANY PART OF THESE TERMS, OR HAVE ANY OTHER DISPUTE OR CLAIM WITH OR AGAINST ONE OR MORE OF THE RBH PARTIES, THEN YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE RBH PLATFORM AND HARDWARE.  TO THE FULLEST EXTENT PERMITTED BY LAW, YOU HEREBY WAIVE ANY AND ALL OTHER REMEDIES, LEGAL OR EQUITABLE, WHICH YOU MAY HAVE.

NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, SHOULD ANY COURT OF COMPETENT JURISDICTION FIND THE FOREGOING EXCLUSIONS OR LIMITATIONS OF LIABILITY, OR ANY PORTION THEREOF, UNENFORCEABLE, THEN IN NO EVENT SHALL THE TOTAL AGGREGATE LIABILITY OF THE RBH PARTIES TO YOU FOR ALL CLAIMS, LIABILITIES, LOSSES, COSTS, DAMAGES, OR EXPENSES, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, ARISING OUT OF OR RELATED TO THESE TERMS, THE RBH PLATFORM, HARDWARE, PRODUCTS, OR SERVICES, EXCEED FIVE HUNDRED UNITED STATES DOLLARS (USD $500.00).

YOU AGREE AND ACKNOWLEDGE THAT WE WOULD NOT ENTER INTO THIS AGREEMENT OR GRANT ACCESS TO THE RBH PLATFORM WITHOUT THESE RESTRICTIONS AND LIMITATIONS ON OUR LIABILITY.

Indemnification

You agree to indemnify the RBH Parties and to defend and hold each of them harmless, from any and all claims, damages, personal injury, death, harm, loss and liabilities (including reasonable legal fees) which may arise from (i) your violation of these Terms or any policy incorporated by reference; (ii) your violation of any third-party right; (iii) any breach of a representation or warranty made by you to us, either in these Terms, privacy policy or otherwise; or (iv) any claim for damages suffered by another user of our platform, or Hardware, which you caused or contributed to.

You agree that any provision of these Terms in which you covenant or which obligates you to limit the liability of, hold harmless or indemnify any person or entity who is not a party to this agreement (such as RBH’s directors, officer, shareholders, employees, licensors, contractors and others), that such covenants and obligations are accepted by RBH as agent and trustee for each such third party. RBH declares itself trustee of such covenants and obligations for each such third party; such covenants and obligations may be enforced by RBH on behalf of any such third party.

Proprietary Rights

All rights, title and interest in and to the RBH Platform are and will remain the exclusive property of RBH Access Technologies Inc. and our licensors.

The RBH Platform and all underlying software code (including any software or firmware embedded on Hardware) is protected by copyright and other laws of Canada, the United States and foreign countries.  Unless expressly permitted by us in a document signed by an authorized officer of RBH Access Technologies Inc., you agree not to copy, reproduce, modify or prepare derivative works, distribute, sell access to, transfer, publicly display or sublicense Hardware, the RBH Platform, or access to your account thereon.  

You are not permitted to use any trademark or trade name of RBH Access Technologies Inc., including our logo, without our express permission. Such permission may also be revoked by us at any time.

Your Content

The RBH Platform may permit you and other users the ability to upload and post content and images (“User Content“). We claim no ownership of your User Content. However, you represent and warrant that you own or have the necessary licenses, rights, consents and/or permissions to use all User Content you post or make available on the RBH Platform.  

You hereby grant us a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use any of your User Content that you post or upload to the RBH Platform in order to facilitate the ordinary use of the RBH Platform. 

We do not consider proposals or ideas, including without limitation ideas for new products, technologies, promotions, product names, product feedback and product improvements you provide us (“Feedback”) to be confidential information. If you send any Feedback to us, you acknowledge and agree that we shall not be under any obligation of confidentiality with respect to the Feedback and nothing in these Terms limits or restricts our right to independently use, develop, evaluate, or market products or services, whether incorporating the Feedback or otherwise.

By displaying your User Content and the content of other users on our platform, we do not endorse that content or its accuracy or reliability. We make no representations or warranties in respect of such content. You review, access and rely on that content at your own risk.

Extraordinary Events / Force Majeure

You agree and acknowledge that extraordinary events outside of our control may impact the functionality, availability and/or uptime of the RBH Platform and connected Hardware.  Examples of extraordinary events include without limitation, the following: (1) acts of God, landslide, flood, tempest, washout, fire, lightning, disaster, earthquakes or storms; (2) actions of military, naval, civil authorities, war, revolution, political disturbance or terrorism; (3) civil disturbance; (4) expropriation, acts or restraints of a governmental body or authority, failure to obtain a requisite permit or authorization from a governmental authority by reason of any statute, law, or Order-In-Council, or any law, rule, regulation or order duly passed by governmental authorities; (5) unusual delay by common carriers; (6) sabotage, rebellion, vandalism, riot,  blockade,  insurrection,  strike,  lockout or explosions; (7) unreliability or non-availability of labour or contractors, materials, service, equipment, goods, utility, network or facilities; (8) potential or actual outbreaks of disease, viruses or quarantine; (9) anticipated or actual public health orders; (10) cancellation or unavailability of venues; (11) cyberattack, malware, discovery of cyber-vulnerabilities, or a denial of service attack; (12) hardware or software or networking or data center issues resulting in decline in reliability or availability; or (13) any other event or eventuality or reasonable possibility of an event that could prevent or materially affect the smooth functioning of the RBH Platform.

You agree that we are not responsible or liable to you for any damages you may suffer directly or indirectly as a result of an extraordinary event.

Linked Sites

Whether or not we are affiliated with websites or third-party vendors or resellers that may be linked to the RBH Platform, you agree that we are not responsible for their content, products or services.  Internet links found on the RBH Platform, Website or otherwise provided by us or a third party, are not an endorsement and we do not represent or warrant the accuracy or truth of the contents, or endorse the products, services or information found on said websites.  You access those links and corresponding websites at your own risk.

DISCLAIMER AND LIMITS ON LIABILITY RELATED TO THIRD PARTY PRODUCTS AND SERVICES

To the extent RBH directly or indirectly recommends, endorses, integrates with, or refers you to products or services offered by third parties, whether they integrate with the RBH Platform or Hardware or not, you agree and acknowledge that:

  1. RBH makes no representations or warranties regarding such third parties, their products or services;
  2. It is your obligation to undertake your own due diligence concerning such third parties, their products and services; and
  3. TO THE FULLEST EXTENT PERMITTED BY LAW, RBH AND ITS DIRECTORS, OFFICERS, EMPLOYEES, SUBCONTRACTORS, AND AGENTS SHALL NOT BE LIABLE OR RESPONSIBLE TO YOU FOR ANY LOSS OR DAMAGE, HOWSOEVER CAUSED (INCLUDING BY NEGLIGENCE OR OTHERWISE) ARISING FROM OR IN CONNECTION WITH PRODUCTS, SERVICES, OR INTEGRATIONS OFFERED BY ANY SUCH THIRD PARTIES.

Governing Law and Dispute Resolution

These Terms, all documents incorporated by reference and your relationship with us shall be governed by, construed and enforced in accordance with the laws of the Province of Ontario, Canada (and any Canadian federal laws applicable therein) as it is applied to agreements entered into and to be performed entirely within such province.

All disputes arising out of or in connection with these Terms, or in respect of any legal relationship associated with or derived from these Terms or your use of (or failure to be able to use) the RBH Platform, will be finally resolved by arbitration at ADR Chambers using the ADR Chambers Expedited Arbitration Rules (see https://adrchambers.com/expedited-arbitration/model-clause/). You agree that the ADR Chambers Expedited Arbitration Rules give each party a fair opportunity to present their case and to respond to the case of the other side. The arbitration shall be held in Toronto, Ontario, or virtually at the discretion of the arbitrator, and shall proceed in accordance with the provisions of the Arbitration Act (Ontario). Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction. There shall be no appeal from the decision(s) of the arbitrator on questions of fact, law, or mixed fact and law.

To the extent not prohibited by applicable law, you agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action.

Each party shall be responsible for its own legal fees and costs. However, the arbitrator’s award may include all or any part of the fees, costs and legal fees to the prevailing party, including the fees and costs for the arbitration itself.

All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.

Notwithstanding the foregoing, RBH may, in our sole discretion, institute an action or actions for temporary or permanent injunctive relief or for any other equitable relief in any court of competent jurisdiction.

The parties expressly agree that the United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply to these Terms.

Severability

If any provision of these Terms (or part thereof) are found to be unlawful, void, or for any reason unenforceable, then that provision, or the applicable part thereof, shall be deemed severable from this agreement and shall not affect the validity and enforceability of any remaining provisions.

No Construction Against Drafter

If an ambiguity or question of intent arises with respect to any provision of these Terms, the Terms shall be construed as if drafted jointly by the parties and no presumption or burden of proof will arise favouring or disfavouring either party by virtue of authorship of any of the provisions of these Terms.

Waiver of Class Proceedings and Trial By Jury

To the extent permitted by law, you hereby waive your right to participate in any class action lawsuits against us and the RBH Parties.  To the extent permitted by law, you further waive any right to a trial by jury, should such a right exist, in relation to any legal dispute connected to or in any way arising out of these Terms.

Incorporation by Reference

All policies referred to in these Terms or anywhere on the RBH Platform are hereby incorporated by reference, including but not limited to our privacy policy.

Use of AI and LLM

You acknowledge and agree that RBH may process, analyze and use data generated by your use of the RBH Platform, including in aggregate form or with large language models (LLMs), machine learning systems, and other artificial intelligence technologies, for the purposes of improving, operating, and supporting the RBH Platform and its features. Any such use will be in accordance with RBH’s privacy policy. Nothing in these Terms limits RBH’s rights under any applicable Enterprise License Agreement entered into by your organization in order to pay for and grant the license associated with your end-user account.

Termination

Your account and access to the RBH Platform may be terminated in accordance with the applicable Enterprise License Agreement between us and your organization. In addition, we may terminate or suspend your account and access to the RBH Platform at any time (i) upon sixty (60) days’ prior written notice to you, or (ii) immediately if we reasonably believe you are in breach of these Terms.

The termination, suspension or cancellation of your account or access to the RBH Platform shall not affect the continued binding nature of any provisions of these Terms which by their nature or express language survive termination, including those concerning limitations of liability, proprietary rights, indemnification obligations, governing law, dispute resolution, and confidentiality.

Assignment of this Agreement

These Terms shall enure to the benefit of and is binding upon the parties and their respective successors and permitted assigns. You agree that we may assign this agreement, between us and you, to any successor or assignee, whether pursuant to the purchase of the RBH Platform by a third party, the transfer of control of RBH Access Technologies Inc. or otherwise.

Right to Seek Injunction

Violation of these Terms may cause us irreparable harm and, therefore, you agree that we will be entitled to seek extraordinary relief including, but not limited to, temporary restraining orders, preliminary injunctions and permanent injunctions without the necessity of posting a bond or other security, in addition to and without prejudice to any other rights or remedies that we may have for a breach of these Terms.

Waiver

Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.

New Features

Any new features we give you access to that augment or enhance the current RBH Platform, including the release of new versions, new products or services, tools and resources, shall be subject to these Terms. 

Entire Agreement

These Terms, in addition to our privacy policy and all documents and agreements incorporated by reference form the entire agreement between the parties relating to the matters contained herein and shall not be modified except (i) by publication of a subsequent version of these Terms by us; or (ii) in writing, in an addendum or other agreement, signed by a duly authorized representative of RBH Access Technologies Inc.