Last Revised: March 19, 2019
This Terms of Service Agreement (this “Agreement“) governs your access to and use of the websites, services and applications (collectively, the “Site“) which are owned, operated or provided by QuoteToMe Inc. (“QuoteToMe“). In consideration for your right to access and use the Site, you agree to the terms and conditions set out below.
As used in this Agreement, “you” means (and “your” refers to) the user of the Site, “we” means (and “us”, “our”, and “ours” refer to) QuoteToMe, and “Services” means any and all services and products that are made available on or through the Site. The effective date of this Agreement is when you accept it, in accordance with the terms and conditions that are set out below.
IMPORTANT! YOUR ACCESS TO THE SITE IS SUBJECT TO LEGALLY BINDING TERMS AND CONDITIONS. CAREFULLY READ ALL OF THE FOLLOWING TERMS AND CONDITIONS BEFORE YOU PROCEED. ACCESSING THIS SITE IS THE EQUIVALENT OF YOUR SIGNATURE AND INDICATES YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS AND THAT YOU INTEND TO BE LEGALLY BOUND BY THEM. IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, PLEASE DO NOT USE THE SITE.
Part 1 applies only to a “Supplier” and “Suppliers” (as those terms are described below in this Part). As used in this Part, “you” means (and “your” refers to) a Supplier or Suppliers, as the case may be, together with “Authorized Users” (as that term is defined below in this Part) of a Supplier or Suppliers, and “we” means (and “us”, “our”, and “ours” refer to) QuoteToMe.
The Site connects people and businesses who have construction and building contracts (“Contractors“) and people and businesses who want to rent and sell construction equipment, building supplies and material (“Suppliers“), for the purposes of allowing Contractors to request products and services from Suppliers, and to allow Suppliers to respond to those requests. We give you an opportunity to review “Quote Requests” submitted by Contractors, and to submit “Quotes” (as those terms are defined below) to Contractors, who are seeking products and services that companies like you are able to offer. You build your projects; we build relationships. Here’s how it works:
The services offered through the Site which are described in this Section 1 are referred to as the “Services“. Notwithstanding the foregoing, the above described Services are not meant to represent a comprehensive list of the available Services and this Agreement shall apply to and govern all Services presently available or that are hereafter offered from time to time by us, on or through the Site. The Services may be offered in such geographic regions as we may make available, from time to time, and we reserve the right to expand or reduce such regions, for any reason and without notice to you on or through the Site (including the number of Quote Requests you may submit and the number of active jobsites to which those Quote Requests may relate).
Use of the Site and Services is free to Suppliers. Account sign up for Suppliers is subject to an account review process as outlined in Section 5, Account Registration.
When you provide information to populate your Quote, you need to provide the Site information which is used by Contractors to select the winning Quote. You represent and warrant that: (a) you are legally entitled to submit the Quote to the Site, in the manner you describe the Quote; and (b) all information you submit to us regarding the Quote is true and correct.
The Site and the Services allow you to delegate Authorized Users to receive and respond to Quote Requests, on your behalf. You are solely responsible for designating your Authorized Users, and you are solely responsible for everything an Authorized User does on your behalf, as if you had done it yourself.
All Supplier accounts are subject to a review process. When you sign up for an account, we will review your application and you will be able to join the Site and the Services only once (and if) your application is approved, by us, in our sole and absolute discretion. Please note that as part of that review and approval process, we will review your business’s website presence. If you do not want us to review your website for that purpose, do not sign up to become a Supplier.
Part 2 applies only to a “Contractor” or “Contractors” (as those terms are described in Part 1 above). As used in this Part, “you” means (and “your” refers to) a Contractor, or Contractors, as the case may be, and “we” means (and “us”, “our”, and “ours” refer to) QuoteToMe.
The Site connects you with Suppliers, who want to offer you Quotes for equipment rental and sales. You get to create customized Quote Requests for your jobs (provided that each Quote Request may request a maximum of three pieces of equipment or types of supplies), and to pick which Suppliers have an opportunity to respond with their own Quotes. The Site and Services provide the opportunity to submit feedback on Suppliers, and past and current Quote Requests are fully visible, allowing you to make empowered decisions about your equipment needs on a go-forward basis. Our Services are provided to you on a subscription basis as detailed in Section 7, Payment.
Terms of Payment: Terms of payment are as set out on the Site, from time to time.
Billing Schedule: The Services are billed in advance on a monthly basis commencing on the day you sign up for an account and on the one-month anniversary date each month thereafter during the term of this Agreement(“Billing Period”).
Price: The Services provided to you will be on a subscription basis. The subscription prices (and any other charges in connection with your use of the Site, collectively referred to as the “Fees”) will be as set out on the Site, from time to time. At any time, in our sole discretion, we reserve the right to change the Fees, provided at least fourteen (14) days’ notice is provided to you. Any changes to the Fees will take effect in the Billing Period immediately following our notice to you. Your use of the Services confirms your acceptance to such terms.
Free Services and Trials: We may offer, in its entirety or any portion thereof, our Services at no charge to you from time to time, and, in our sole discretion, we reserve the right to limit or terminate your use of any free Services at any time without notice. Free Services used on a trial basis (“Trial Period”), will terminate thirty (30) days after the initial sign up date of your account. We will not be liable for any damages arising from the utilization of our free Services.
Cancellation and Refunds: You may cancel your subscription at any time by contacting us at (800) 674-7868 or [email protected]. Any unused portion of the monthly Service Fees, that have already been paid, will not be refunded, however, you will have access to your account to the end of your current Billing Period.
Subscription Changes and Renewals: Any change in your subscription, upgrade or downgrade, will take effect immediately and your Fees will reflect the newly selected subscription at the beginning of your next monthly Billing Period. If no changes are made, your monthly subscription will automatically renew for successive one (1) month period, at our then current prices as set out on the Site, from time to time, until you cancel your subscription upon fourteen (14) days’ written notice to us.
Access to Services: To access our free Trial Period and Services, you will be required to activate your payment method by entering your credit card information. Your credit card will not be charged if you cancel your subscription prior to the completion of your thirty (30) days’ Trial Period. Should, at any time, your credit card be declined or become invalid, your account will be locked until such time your payment method is activated with a valid credit card.
Currency: Unless stated otherwise, all prices quoted are payable in the currency of the jurisdiction in which the work that is subject to the Quote is to be performed.
Chargebacks and Disputes: You agree to indemnify and hold harmless QuoteToMe and its officers, directors, subsidiaries, affiliates, employees, partners, representatives, agents, licensors and their respective successors and assigns (collectively, its “Others“), against any chargeback costs (plus any related fees) which we are required to pay, as a result of a payment dispute with you or in relation to a payment you have made to us through the Site or the Services.
Taxes: The cost of all applicable taxes arising from your use of the Services shall be added to the Fees that you are responsible for paying us.
Third Party Payment Processor: Payment of the Fees is processed by and through a third party payment processor, made available to you through the Site. The processing of your payment is therefore conducted by an entity wholly separate from and independent of QuoteToMe, and we hereby disclaim absolutely any and all liability, whether, direct, indirect, vicarious or otherwise, for the processing of your payment. You acknowledge and agree that we provide access to such third party payment processors “as is” without any warranties, representations or conditions of any kind. Your use of third party payment processors is entirely at your own discretion and you should ensure you are familiar with, and approve, the terms on which such services are provided by the relevant third party payment processors. We do not have access to your personal credit card details and your personal details are subject to the security policies and systems employed by the third party payment processor. As such, you are advised to make yourself familiar with such security policies and systems. Other payment methods may be made available in the future, and you should read this Agreement periodically for the methods that may then be available.
When you provide information to populate your Quote Requests, you need to provide the Site information which is used by Suppliers to respond with Quotes. You represent and warrant that: (a) you are legally entitled to submit the Quote Request to the Site, in the manner you describe the Quote Request; and (b) all information you submit to us regarding the Quote Request is true and correct.
Part 3 applies to all users of the Site. As used in this Part, “you” means (and “your” refers to) the user of the Site, “we” means (and “us”, “our”, and “ours” refer to) QuoteToMe. Terms which are defined in Part 1 and Part 2 have the same meaning throughout this Agreement, notwithstanding that Part 1 only applies to Suppliers and Part 2 only applies to Contractors.
QuoteToMe (as the owner and operator of the Site and the Services), Suppliers and Contractors are all fully independent contracting parties. Any products or services offered by a Supplier and accepted by a Contractor, are offered for rental or sale and accepted independently from, and to the full exclusion of, QuoteToMe, at a price which is set at the full, sole and exclusive discretion of the Supplier and to the full exclusion of QuoteToMe. Any price suggested by a Supplier is subject to negotiation between the Supplier and the Contractor, on their own behalf and for their own benefit, as fully competent contracting parties independent of QuoteToMe. For greater certainty, QuoteToMe provides an enabling platform to connect Suppliers and Contractors, only.
In addition, your use of the Site and the Services may rely on information which is offered by Suppliers or Contractors (as the case may be). We have no responsibility to you for anything these third parties do (or fail to do) and we provide no warranties or guarantees about third parties or the information or services they provide. Your use of such services may be subject to specific terms and conditions which are set by those third parties. Further, we are not a party to any relationship between you and any third party which is formed as a result of a successful Quote, or otherwise through the Site or the Services, including, but not limited to, you and a Supplier or a Contractor (as the case may be), and as such, we have no responsibility to you as regards to your relationships with these third parties. You acknowledge and agree that you have no recourse against us for any acts or omissions of third parties, and your interaction with third parties is entirely at your own risk.
When you visit the Site, use services which are provided on or through the Site (including the Services) or send email or text messages to us, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by email, text messages or by posting notices on the Site. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically, satisfy any legal requirement that such communications be in writing and/or signed.
We may revise this Agreement, at any time, by updating this posting. We may provide notice to you of material revisions by means of a general notice on the Site. Your continued use of the Site after such revisions are posted, will signify your agreement to these revised terms. Therefore, you should visit this page periodically to review this Agreement.
By accessing and continuing to use the Site and the Services, and by providing personally identifiable information to QuoteToMe through the Site and the Services, you are indicating your acceptance to be bound by the terms and conditions of this Agreement, including, but not limited to, this Section 12. If you do not accept the terms and conditions set forth in this Agreement, please do not access or use the Site or the Services, or provide personally identifiable information through the Site or the Services.
If you want to use the Services, we need you to provide basic information about your organization. We also need you to let us share some of this information with other Suppliers and Contractors, for the purpose of connecting you for Quote Requests and Quotes. You therefore expressly consent to our collection, use and disclosure of the personally identifiable information you provide to us when you register as a Contractor or a Supplier and use the Site and the Services, in accordance with applicable laws, and the following principles:
You are required, when you use certain features of the Site (including, without limitation, the Services), to create a user name and password. If we determine that the user name you have chosen is in use by someone else or it is otherwise offensive, we may refuse to allow you, in our sole discretion, to use your chosen user name. In addition, you are responsible for maintaining the confidentiality of your password and you are responsible for all uses of your user name, whether by Authorized Users or otherwise, and whether or not you authorize such uses. You agree to notify us of any unauthorized use of your user name and password. We are not responsible for verifying your identity or the identity of anyone who uses your account, and we are not liable for any loss or damage as a result of your failure to protect your password. You agree that any registration information you provide will be true and accurate. We reserve the right to automatically log you out of your account after such a period of inactivity as we determine is reasonable, in the circumstances.
Our Content: Except for Your Content (which is discussed below), all materials displayed or otherwise accessible on the Site, including, without limitation, text, photographs, images, illustrations, graphics, icons, code (collectively, “Our Content“) and the selection and arrangement of Our Content on the Site are protected by copyright, pursuant to Canadian copyright laws, international conventions and other copyright laws. We either own the intellectual property rights, including copyright, or have acquired the necessary rights or licences, in Our Content. Portions of Our Content may have been licensed to us or published on the Site by third parties. Any reproduction, modification, publication, transmission, transfer, sale, distribution, display or exploitation of the Site or Our Content, whether in whole or in part, without our express written permission, is strictly prohibited. The display of Our Content does not imply that you have been granted a license by us or other entities with respect to it.
Your Content: You retain ownership in and to materials you submit to us, including, without limitation, text, photographs, images, illustrations, graphics and icons (collectively, “Your Content“), but you agree to grant us a sub-licensable, irrevocable licence to use Your Content, as we see fit, in our sole discretion, for the purpose of providing the Services and in connection with any sale of QuoteToMe in whole or in part, including the assets thereof. We reserve the right to disclose Your Content, at any time, as is required to comply with applicable laws, and the right to remove any of Your Content that is in violation of the terms and conditions of this Agreement. You also agree that any rights you assert in and to Your Content will be subject to standards of commercial reasonableness. You represent and agree that you will not post to the Site or the Services, any trade secrets, confidential information, intellectual property and other proprietary information of any other person, without authorization from such other people. Your Content (and our use thereof in accordance with this Agreement) shall not knowingly infringe the intellectual property rights, including copyright, patents, trade-marks or trade secrets, of any third party. You hereby indemnify and hold harmless, QuoteToMe and its Others, from any and all liability or loss, including reasonable counsel fees, which we suffer in connection with any claim or action by reason of a breach of the foregoing representation and warranty.
Reporting infringement: If you believe in good faith that any material that is made available on the Site infringes your copyright, please contact us at [email protected]
Trademarks: Certain words, phrases, names, designs or logos on the Site may constitute trademarks, services marks, or trade names that are owned by us or others. The display of such marks on the Site does not imply that you have been granted a licence by us or others with respect to them.
Subject to your compliance with the terms and conditions of this Agreement, we hereby grant to you:
While you use the Site and the Services, you must comply with all applicable laws, rules and regulations. In addition, use of the Site and the Services is based on the following rules of conduct. You will not:
Any person who is found, or reasonably suspected, to have violated the rules of conduct provided above may be barred from using the Site, in our sole discretion, and may be subject to other legal remedies.
Storage or Deletion of Content: You agree that we have no responsibility or liability for the deletion of, or the failure to store or to transmit, any information maintained by us, including, without limitation, Your Content and Our Content.
Limits on Storage: We retain the right to create limits on use and storage, at our sole discretion, at any time, with or without notice. The Site and the Services currently store all closed, won or lost Quotes in a storage vault, until such time as either the Contractor to whom the Quote was submitted, or the Supplier who submitted the Quote, chooses to delete the Quote.
Our Access to Stored Content: We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary, including, without limitation, Your Content, to: (a) satisfy any applicable law, regulation, legal process or governmental request; (b) enforce this Agreement, including investigation of potential violations hereof; (c) detect, prevent, or otherwise address fraud, security or technical issues; (d) respond to user support requests; or (e) protect our rights, property or safety, our users or the public. We will not be responsible or liable for the exercise or non-exercise of our rights under this Agreement.
Monitoring: We have the right to access the Services, Our Content and Your Content at any time, to maintain their effective operation, to provide upgrades to the software or other system components and to review the your use of the Services, Our Content and Your Content. We reserve the right, but do not assume the responsibility or obligation, to monitor, view and audit transactions and communications (inbound and outbound, including Quote Requests and Quotes), in our sole and absolute discretion, in order to manage the Site and the Services and for such other purposes as we shall deem necessary or advisable. If we determine, in our sole and absolute discretion, that you have breached or will breach a term or condition of this Agreement, we may cancel any Quote Request, Quote or related transaction, or take any other action to restrict access to or the availability of any material that may be considered objectionable, without any liability to you or any third party. Further, in such event, we may, in our sole and absolute discretion, immediately terminate this Agreement and your access to the Site and the Services, all without notice to you.
Industry Analysis: We reserve the non-expiring right to use and disclose (for commercial purposes or otherwise) the textual and numerical statistical portion of all data in the Site and the Services at any time to conduct analysis for industry trends, provided that such data shall not be singularly isolated and labeled as a particular Contractor or Supplier’s data.
We reserve the right, as reasonably necessary or convenient, either for our own purposes or to improve the quality of any of the components comprising the Site or the Services, to change rules of operation for the technologies therein comprised, system interfaces, utilities, operating and other systems and software, and to implement enhancements, amendments or updates thereto. To minimize the effect of service outages, we will undertake reasonable efforts to schedule times during which the Site or the Services will be unavailable to you, due to maintenance.
We may make customer service features available to you, as a courtesy only. We are not obliged to provide customer service to you and our decision to do so shall not create an obligation to provide additional customer service to you.
If you are accepting the terms and conditions contained in this Agreement on behalf of a Contractor or a Supplier, you represent and warrant that you have full legal authority to bind the Contractor or a Supplier and all of the Authorized Users thereof.
No Endorsement or Responsibility: The Site may include links to other websites (including those of Suppliers and Contractors), solely as a convenience to users. We do not endorse any such linked sites or the information, material, products or services contained on other linked sites or accessible through other linked sites. Furthermore, we make no express or implied warranties with regard to the information, material, products or services that are contained on or accessible through linked sites.
Third Party Content: We may make third party content and material (“Third Party Content“) available to you through the Site and the Services. Our making available of such Third Party Content does not constitute an endorsement or recommendation, and we are not responsible for any reliance you may place on Third Party Content. We make no warranties or representations as to any Third Party Content and we shall have no liability for it. Any opinions or statements made by third parties are those of such third parties, and do not necessarily state or reflect our views.
Use at Your Own Risk: Your access to and use of linked sites, including information, materials, products and services on linked sites or available through linked sites, is solely at your own risk and governed by the terms of service of the linked site. If there is any conflict between this Agreement and any of the terms or notices set forth on any other website, then the terms of that other website will control your use of that link. Please review the terms of service for each link so that you understand all of the terms that will apply.
Linking to the Site: Please advise us to request permission to link to the Site. We reserve the right to cancel and revoke any permission we may give to link to the Site at any time, for any reason, without any notice, and without any liability to you or any other person.
Use at Your Own Risk: Access to the Site and the Services and the materials provided on the Site and the Services are provided “as is” and without warranties of any kind either express or implied. BY USING THE SITE AND THE SERVICES, YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SITE AND THE SERVICES IS ENTIRELY AT YOUR OWN RISK.
No Warranty as to Accuracy: We make no representation or warranties regarding the Site or materials on the Site, including, without limitation, that the Site or materials on the Site will be accurate, complete, correct, timely or suitable, that any products and Services contained on or made available through the Site are of merchantable quality or fit for a particular purpose, that the Site will be available at all times or that the Site will be free from errors, viruses or other harmful components. We are not responsible for any materials, submissions or other information on the Site or any linked site that you may find offensive, undesirable or objectionable. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, AND TO THE FULL EXTENT PERMITTED UNDER APPLICABLE LAW, QUOTETOME AND ITS OTHERS SPECIFICALLY DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, BY STATUTE OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
Third Party Content and Services: We specifically disclaim any responsibility or liability for the accuracy, completeness, correctness, timeliness or usefulness of Third Party Content. To the fullest extent permissible pursuant to applicable law, we disclaim all warranties, express or implied, including, but not limited to, warranties and conditions regarding the use of Third Party Content, including all implied warranties or conditions of merchantability, fitness for a particular purpose or non-infringement, whether express or implied, or arising from a course of dealing, usage or trade practice. We hereby disclaim any and all liability for the outcome of any services offered by Suppliers or Contractors, or any other third parties. We are not responsible for verifying the veracity of claims made by any Supplier or Contractor as to the educational or professional qualifications they possess, and shall not be held liable for any such claims which may be proven to be unlawful, deceptive, misleading, fraudulent or tortious, nor are we involved with, or responsible for, the Contractor’s decision to select a winning Quote. We cannot guarantee that any Suppliers will respond to a Quote Request, or that any such responding Quotes will be suitable for the Contractor’s needs.
WE ARE NOT A PARTY TO THE RELATIONSHIP BETWEEN YOU AND ANY OTHER CONTRACTOR OR SUPPLIER, AND AS SUCH, QUOTETOME AND ITS OTHERS HAVE NO RESPONSIBILITY TO YOU AS REGARDS: (A) THE PRODUCTS AND SERVICES YOU PURCHASE OR SELL TO OR FROM CONTRACTORS OR SUPPLIERS (AS THE CASE MAY BE); (B) YOUR INTERACTION WITH ANY OTHER CONTRACTOR OR SUPPLIER; (C) ANY TRANSACTIONS YOU MAY ENTER INTO OR ATTEMPT TO ENTER INTO, WITH ANY OTHER CONTRACTOR OR SUPPLIER; (D) COLLECTING OR REMITTING ANY APPLICABLE TAXES, IN RESPECT OF SUCH TRANSACTIONS. YOU AGREE THAT YOU WILL HAVE NO RECOURSE OR REMEDY AGAINST QUOTETOME AND ITS OTHERS, EXCEPT AS EXPRESSLY SET OUT IN THIS AGREEMENT.
Insecurity of Internet: You should note that the Internet is an inherently insecure medium, and sending any online communication provides no guarantee of successful delivery. Care should be taken to ensure that the content of your online communication is not sensitive or confidential, since we can take no responsibility for communication which is intercepted, lost, delayed, or misdelivered. Since your computer equipment and the general reliability and performance of the Internet is outside our control, we do not warrant your performance will achieve expected or implied levels. Be aware that information you share on and through the Site and the Services will be available to others. We are not responsible for what others do with such shared materials and other information, once you post them on or through the Site and the Services. We are also not responsible for any unauthorized access to, or use of, the Site and the Services, and/or any and all personal information or financial information stored on or through the Site and the Services; any loss of your data or content through the Site and the Services; or the violation of your rights by any third party
THIS SECTION LIMITS OUR LIABILITY TO YOU AND PROVIDES FOR A RELEASE AND AN INDEMNITY, FROM YOU, IN FAVOUR OF US. PLEASE READ IT CAREFULLY.
LIMITATION OF LIABILITY: UNDER NO CIRCUMSTANCES SHALL YOU BE ENTITLED TO RECOVER ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL OR INDIRECT DAMAGES FROM QUOTETOME OR ITS OTHERS WHICH YOU MAY SUFFER ARISING, CAUSED, ARISING OUT OF, OR IN CONNECTION WITH, THE USE OF, OR INABILITY TO USE, THE SITE OR THE SERVICES, ANY ACCURACY, INCOMPLETENESS, OR INCORRECTNESS CONTAINED ON THE MATERIALS DISPLAYED, ACCESSED OR USED ON THE SITE, OR YOUR RELIANCE OR ACTING UPON THE MATERIALS ON THE SITE, INCLUDING, ANY LOSS OR DAMAGES IN THE NATURE OF OR RELATING TO LOST BUSINESS, LOST SAVINGS, LOST DATA, UNAUTHORIZED ACCESS TO OR USE OF THE SITE AND THE SERVICES AND DATA CONTAINED ON OR THROUGH THE SITE OR THE SERVICES AND/OR PROFITS, REGARDLESS OF THE CAUSE AND WHETHER ARISING IN CONTRACT, TORT, IN EQUITY, AT LAW OR OTHERWISE AND WHETHER OR NOT QUOTETOME HAS OR HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. UNDER NO CIRCUMSTANCES SHALL THE LIABILITY OF QUOTETOME AND ITS OTHERS TO YOU FOR DAMAGES SUFFERED BY YOU ARISING OUT OF, RELATED TO OR CAUSED BY THE SITE, THE SERVICES OR THE USE THEREOF, EXCEED A MAXIMUM AMOUNT EQUAL TO THE AMOUNT ACTUALLY PAID BY YOU FOR THE SERVICES IN THE SIX-MONTHS’ PERIOD WHICH PRECEDES THE OCCURRENCE OF SUCH DAMAGES. YOU ACKNOWLEDGE THAT THE FEES PAID BY YOU REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS AGREEMENT AND THAT QUOTETOME WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS ON LIABILITY.
RELEASE: YOU AGREE TO RELEASE, REMISE, ACQUIT AND DISCHARGE QUOTETOME, AND ITS OTHERS FROM ANY CLAIMS, ACTIONS, DEMANDS, COSTS AND EXPENSES OF ANY KIND WHATSOEVER, WHETHER IN CONTRACT, NEGLIGENCE OR TORT, AT LAW OR IN EQUITY, OR BY STATUTE OR OTHERWISE, HOWSOEVER CAUSED, WITH RESPECT TO YOUR USE OF, OR OUR OPERATION OF, THE SITE AND THE SERVICES, EXCEPT AS MAY BE SET OUT IN THE PRECEDING PARAGRAPH.
INDEMNITY: You agree to indemnify, save and hold harmless QuoteToMe and its Others, from and against any claims, actions, demands, judgments, awards, declarations, orders, settlements, damages (including general, special, punitive, aggravated or exemplary damages), liabilities, losses, costs, charges, interest and expenses, or proceedings of any kind whatsoever which may be initiated or presented by any other persons, individuals or other legal entities, and which arise directly or indirectly from your use of or reliance on the Site or the Services or information available on or through the Site or the Services. Without limiting the generality of the foregoing, you hereby agree to pay all costs, fees and expenses, on a solicitor and own client basis, which may be incurred by QuoteToMe and its Others, relating to your use of or reliance on the Site or the Services and information available on or through the Site or the Services.
SINCE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN TYPES OF DAMAGES OR LIABILITY, SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION 23 MAY NOT APPLY TO YOU.
Application of Manitoba Laws: We are physically located within the Province of Manitoba, Canada. This Agreement will be governed by the laws of the Province of Manitoba and the laws of Canada applicable therein and shall be treated in all respects as a Manitoba contract, without reference to the principles of conflicts of law. In the event of a dispute, you agree to submit to the exclusive jurisdiction of Manitoba’s courts.
Laws Excluded: We expressly exclude the UN Convention on Contracts for the International Sale of Goods, and The International Sale of Goods Act (Manitoba), C.C.S.M. c. S11, as amended, replaced or re-enacted from time to time.
Waiver of Rights: You agree to waive any right you may have to: (a) a trial by jury; and (b) commence or participate in any class action against us related to your use of the Site, the exchange of electronic documents between us or this Agreement and, where, applicable, you also agree to opt out of any class proceedings against us or our licensors.
Agreement in English: The parties hereto have required that this Agreement and all documents relating thereto be drawn up in English. Nous avons demandé que cette convention ainsi que tous les documents qui s’y rattachent soient rédigés en anglais.
Unless otherwise specified, the Site is presented solely for the purpose of promoting products and services available in Canada. We make no representation that the Site, Our Content and all other materials on the Site are appropriate or available for use in any particular location. Those who choose to access the Site, do so on their own initiative and are responsible for compliance with local laws, if and to the extent local laws are applicable.
We will not be liable for failure or delay in our performance of our obligations under this Agreement due to any cause beyond our reasonable control, including, but not limited to: (a) acts of God; or (b) failure or disruptions in third-party-controlled or operated communications facilities; or (c) worms, viruses and other disabling or disruptive software, communications or files.
Suspension of your Use of the Site: If you breach any provision of this Agreement, you may no longer use the Site. We may at any time and for any reason, with or without cause, and in our sole discretion, immediately suspend or terminate (in whole or in part) your permission to use the Site or the Services, all without any notice or liability to you or any other person.
No Refunds or Rights on Termination: We shall not be responsible for refunding or otherwise paying any funds, amounts or credits that we may owe to you if we have suspended or terminated your permission to use the Site or any part thereof. We reserve the right to cease, suspend or interrupt operation of or access to the Site or any part thereof, and shall not be required to provide any notice in respect of such cessation, suspension or interruption of access, nor shall we have any liability for such cessation, suspension or interruption of access.
Any provision of this Agreement that must survive to fulfill its essential purpose (whether expressly stated as such or not) and any obligation you have to pay fees incurred before termination will survive the termination of this Agreement.
Our failure to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of these terms shall be unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of any remaining provisions. We may assign this Agreement without restriction. The posting of email addresses on the Site and the Services does not, unless otherwise expressly indicated or as part of the operation of the Services, constitute consent (express or implied) for you to send unsolicited commercial electronic messages, to such email addresses.
If you have any questions about this Agreement, or the Site generally, please contact us at:
1103-191 Lombard Avenue
Winnipeg, MB R3B 0X1