Terms
and Conditions
This
website is owned and operated by Battjes Ventures Inc. The Retire Simple
Platform is a Web-based platform which enables connections between Service
Providers and Customers. “Customers” are individuals and/or
businesses seeking to products and services from Service Providers and are
therefore Customers of Service Providers, and “Service Providers” are
businesses seeking to perform Services requested by Customers. Service Providers are also businesses seeking Marketing Services from Retire
Simple as further described in the Marketing Agreement section and in this Agreement;
Customers and Service Providers
together are hereinafter referred to as “You, Users.” As used
in this Agreement, “www.retiresimple.com”, “we,” “us,” and “our” shall mean
Retire Simple and its subsidiaries and affiliates. These Terms do not alter in
any way the terms or conditions of any other agreement you may have with Retire
Simple for its services or otherwise.
By using
any of the products and Services and the Website, You expressly agree to be
bound by these terms and all applicable laws and regulations governing the
Website and the Services. The terms form a legally binding agreement between
you and Retire Simple in relation to your use of the Website and/or the
products and Services and applies to all users of the Services, whether
registered or not, on the Website.
We may, at
our sole discretion, modify or revise these Terms of Service and policies at
any time, and you agree to be bound by such modifications or revisions.
Although Retire Simple may attempt to notify you, when major changes are made
to these Terms of Service, you should periodically click on our Terms of
Service to review any updates. All changes shall be effective immediately when
we post them and shall apply to all access to and use of our Website
thereafter. Nothing in these Terms of Service shall be deemed to confer any
third-party rights or benefits hereunder.
Retire
Simple may review and delete any, Content, User Content that, in its sole
judgment. Retire Simple may review and delete any, Content, User Content that,
in its sole judgment violates these Terms of Use, applicable law, rule or
regulation, is offensive or illegal or violates the rights of, harms or
threatens the safety of Users of Retire Simple. The Retire Simple reserves the
right to expel Users and prevent their further access to Retire Simple for
violating the Terms of Use or applicable law, rule or regulation and the right
to remove User Content which is in violation of the Terms of Use, abusive,
illegal, or disruptive.
Applicable
Laws shall mean and include all
applicable statutes, enactments, acts of legislature or parliament, provincial
laws, ordinances, rules, by-laws, regulations, notifications, guidelines,
policies, directions, directives and orders of any governmental authority,
tribunal, or a court of Canada.
Website shall mean the “www.retiresimple.ca”, as
updated by Retire Simple from time to time.
Representative is an entity and its Affiliate(s), any
director, officer, employee, consultant, contractor, agent, and attorney
associated with the Retire Simple.
Content means report text, web chat, graphics,
articles, emoji’s, images, music, software, audio, video, information or other materials.
Retire
Simple Content means all Content that
Retire Simple makes available through the Website, Application, Services, or
its related promotional campaigns and official social media channels, including
any Content licensed from a third party, but excluding Service Provider
Content.
Collective
Content means User Content and
Retire Simple Content.
Scope
of Service
The Retire
Simple platform allows users who need help completing a variety of Service
Requests and product purchases including but not limited to retirement homes, nursing
homes, convalescent care, palliative care, active lifestyle communities and
other general retirement Services. Retire Simple is a passive platform and will
not, under any circumstances, create an employment or other service relationship
between Retire Simple and the Service Provider, nor will it create an
employment relationship between the Customer and the Service Provider. Users do
not have authority to enter into written or oral — whether implied or express —
contracts on behalf of Retire Simple. By using the Website, Users understand
and accept that all individuals associated with the website such as authors,
writers and editors use pseudonym names and generic profile images for privacy
reasons.
We do not
control Service Providers work product or behaviour on the job site. Service
Providers are not permitted to represent themselves as our employees or that
they have the ability to bind us to certain actions. If any Service Provider
does so, please inform us promptly. Service Providers are solely responsible
for determining the means and manner of performing the Service Provider
Services to Customers, and you understand that we do not have any control over
or any oversight of how Service Providers deliver the Service Provider Services.
We are not responsible for delivering on or completing any Service Requests and
we are not responsible for and will not be liable in any way for any acts or
omissions of Service Providers and/or their employees or personnel. We do not
endorse, validate or verify the qualifications, skills or licenses of any
Service Providers nor will we be responsible for the performance, actions or
inactions of any Service Providers. You should therefore ensure that you carry
out your own searches and ask questions of Service Providers and/or their
employees, and other personnel, to satisfy yourself of their credentials and
ability to perform the services you need performed, prior to engaging any
Service Provider for Service Provider Services.
Representations
and Warranties of Users
When
interacting with other Users, you should exercise caution and common sense to
protect your personal safety, data, and property, just as you would when
interacting with other persons whom you do not know. Retire Simple will not be
liable for any false or misleading statements made by Users of the Retire
Simple Platform.
Retire Simple may review, modify and delete any Service Provider Content or User(s) Content in its sole judgement.
Furthermore, Retire Simple may review and delete any User content that, in
its sole judgment any
Content that that violates these Terms of Use or Service,
applicable law, rule or regulation, is offensive or illegal or violates the
rights of, harms or threatens the safety of Users of Retire Simple or is up to the sole discretion of Retire Simple’s editors. The Retire Simple reserves the right to prevent their further
access to it for violating the Terms of Service or applicable law, rule or
regulation and has right to remove User Content which is in violation of the
Terms of Service or is abusive, illegal, or disruptive.
.
The
Service Provider represents and warrants that the Service Provider has not been
convicted by any court in Canada for any cognizable offence or an offence
punishable with imprisonment for more than 3 years, under the laws of Canada.
NEITHER
RETIRE SIMPLE, NOR ITS PARENTS, AFFILIATES OR LICENSORS, INCLUDING THEIR
RESPECTIVE DIRECTORS, OFFICERS, SHAREHOLDERS, AGENTS, INVESTORS, SUBSIDIARIES,
ATTORNEYS, REPRESENTATIVES, INSURERS, EMPLOYEES, SUCCESSORS AND ASSIGNS
(COLLECTIVELY REFERRED TO AS “AFFILIATES”) IS RESPONSIBLE OR LIABLE
FOR THE CONDUCT, ACTS, OR OMISSIONS, WHETHER ONLINE OR OFFLINE, OF ANY USER OF
THE RETIRE SIMPLE PLATFORM AND, TO THE EXTENT PERMITTED BY LAW, YOU HEREBY
RELEASE RETIRE SIMPLE AND AFFILIATES FROM ANY AND ALL LIABILITY, CLAIMS,
DEMANDS, OR DAMAGES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND
UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED
WITH THE RETIRE SIMPLE PLATFORM.
The Service
Provider, shall not either directly or indirectly:
1.
engage in any conduct that
damages the reputation or causes inconvenience in any manner, to Retire Simple;
or
2.
be the reason for Retire Simple
to be a part of any negative publicity.
Service
Provider’s Services & Fees
1.
The Service Provider shall pay
the Retire Simple a flat monthly fee as quoted by it, plus GST and any other
applicable taxes, in exchange for the services as detailed in the invoice
(the “Fees”):
2.
Service Provider agrees that a
pre-authorized credit transaction shall effect payment of the Fees. Service
Provider authorizes the Retire Simple to charge the Service Provider’s credit
card described therein (the “Credit Card”).
3.
Retire Simple shall charge the
Credit Card for the Fees on a monthly recurring basis starting on the execution
date, unless otherwise stated by Retire Simple, until the Service Provider or
Retire Simple cancels the subscription. No refunds shall be granted once the
Service Provider has been charged for the services of that month.
4.
Invoices for Fees shall be
issued contemporaneously with the pre-authorized charges to the Credit Card.
All invoices are due and payable forthwith upon receipt.
5.
e) The Service Provider agree as
follows with respect to the Services:
6.
Retire Simple makes no
representations or warranties with respect to the volume of circulation for the
Services;
7.
Retire Simple makes no
representations or warranties that Services will directly result in work for
the Service Provider.
8.
Retire Simple may, at its sole
discretion without warning, modify the offerings of their subscription
packages.
9.
Retire Simple may, at its sole
discretion , modify the Fees of their subscription packages. However any [rice changes
or changes to your subscription will apply no earlier than 30 days following
notice to you.
1.
Retire Simple may take a
reasonable time to deliver on the service once the Service Provider makes the
payment.
2.
f) Service Provider agrees to
display the special badge (the “Special Badge”) provided by the Retire
Simple on their website, with a direct link to the Article. Services Provider agrees
to remove the Special Badge upon request
from Retire Simple.
Indemnification
The Service
Provider agrees and undertake to indemnify and to hold harmless Retire Simple
and other parties determined by Retire Simple, Retire Simple affiliates,
successors, agents, assigns, and each of their directors, officers, employees,
associates, agents, and representatives from and against any losses, damages,
liability, claims, costs, penalty and expenses (including, without limitation,
reasonable attorneys’ fees) incurred by reason of (i) any breach or alleged
breach by the Service Provider of the Service Provider’s obligations,
responsibilities, representations, or warranties under the T&C; (ii) any
infringement or unauthorized use of intellectual property rights of Retire
Simple including but not limited to infringement of intellectual property
rights of Retire Simple in the Website (iii) any breach of the confidentiality
obligations of the Service Provider under this Agreement; (iv) any violation of
Retire Simple policies by the Service Provider; (v) any harm to the reputation
and goodwill of Retire Simple directly attributable to the Service Provider;
and (vi) damage, unauthorized use or loss of the Website.
Relationship
between Service Provider and Retire Simple
During the
Term of this Agreement, the Service Provider shall operate as and have the
status of an independent contractor and shall not act as, be or construed to be
an agent or employee of Retire Simple. The relationship between the Parties is
on a principal-to-principal basis, and none of the provisions of this Agreement
shall be interpreted as creating the relationship of employer and employee
between the Service Provider and Retire Simple at any time, under any
circumstances or for any purpose. Therefore, the Service Provider will not be
entitled to any employee benefits, statutory or otherwise, offered by Retire
Simple. The Service Provider shall be responsible for the payment of all
applicable taxes to which he may be subject as an independent contractor.
USERS
HEREBY ACKNOWLEDGE THAT RETIRE SIMPLE DOES NOT SUPERVISE, SCOPE, DIRECT,
CONTROL OR MONITOR A SERVICE PROVIDER’S WORK AND EXPRESSLY DISCLAIMS (TO THE
EXTENT PERMITTED BY LAW) ANY RESPONSIBILITY AND LIABILITY FOR THE WORK
PERFORMED AND THE SERVICE REQUESTS IN ANY MANNER, INCLUDING BUT NOT LIMITED TO
A WARRANTY OR CONDITION OF GOOD AND WORKMANLIKE SERVICES, WARRANTY OR CONDITION
OF QUALITY OR FITNESS FOR A PARTICULAR PURPOSE, OR COMPLIANCE WITH ANY LAW,
STATUTE, ORDINANCE, REGULATION, OR CODE.
Any
reference on the Retire Simple Platform to a Service Provider being
credentialed in some manner, or “badged,” “reliable,” “elite,,” (or similar
language) designations indicates only that the Service Provider does provide
the services as they are listed and described on the platform and does not
represent anything else. Any such description is not an endorsement,
certification or guarantee by Retire Simple of such Service Provider’s skills
or qualifications or whether they are licensed, insured, trustworthy, safe or
suitable. Instead, any such description is intended to be useful information
for Customers to evaluate when they make their own decisions about the identity
and suitability of Service Providers whom they contact or interact with via the
Retire Simple Platform.
Electronic
Communications
When you
send an e-mail or chat electronically with Retire Simple, you are communicating
with us electronically. You consent to receive communications from us
electronically. We will communicate with you by e-mail, phone calls or sms text
messages. You agree that all agreements, notices, disclosures and other
communications that Retire Simple provides to you electronically satisfy legal
requirements that such communications be in writing.
Use
Of The Services
Except as
otherwise agreed upon, we hereby grant you a limited, nonexclusive,
non-sub-licensable license to access, and use the Website. You will not use,
copy, adapt, modify, decompile, reverse engineer, disassemble, decrypt, attempt
to derive the source code, prepare derivative works based upon, distribute,
license, sell, rent, transfer, publicly display, publicly perform, transmit,
stream, broadcast or otherwise exploit the Platform and Content, except as
expressly permitted by Retire Simple or as permitted under applicable law. Any
unauthorized use of the Services is strictly prohibited and will terminate the
license granted in these Terms. No licenses or rights are granted to you by
implication or otherwise, except for the licenses and rights expressly granted
to you.
Retire
Simple will not be liable on account of any inaccuracy of information on its
Website. It is the responsibility of the visitor to further research the
information on the Website. The user undertakes not to duplicate, download
publish, modify and distribute material on Retire Simple unless specifically
authorized by Retire Simple in this regard.
In no event
shall we, our affiliates or our partners be liable (directly or indirectly) for
any losses or damages whatsoever, whether direct, indirect, general, special,
compensatory, consequential, and/or incidental, arising out of or relating to
your conductor of anyone else in connection with the use of the Service
including, without limitation, death, bodily injury, emotional distress, and/or
any other damages resulting from communications or meetings with other users or
persons you meet through the Service.
Third
Party Website/website Links, Content And Services
The Website
and Content available through the Website may contain links to other
third-party Websites/website (“Third Party Websites“) such as
third-party payment processors. If you link to Third Party Websites, you may be
subjected to those Third-Party Websites’ terms and conditions and other
policies. Retire Simple makes no representation or guarantee as to the accuracy
or authenticity of the information contained in any such Third-Party Website,
and your linking to any other Website is completely at your own risk and Retire
Simple disclaims all liability thereto.
Any and all
contents and services (including advertising) within Retire Simple that are not
owned by Retire Simple are “third party content and services.” Retire Simple
acts merely as an intermediary service provider of, and accepts no
responsibility or liability for third party content and services. In addition,
and without limiting the generality of the foregoing, Retire Simple may include
links to Websites operated by third parties, including advertisers and other
content providers. Those Websites may collect data or solicit personal information
from you. Retire Simple does not control such Websites, and is not responsible
for their content, policies, or collection, use or disclosure of any
information, those Websites may collect.
Ownership
and Intellectual Property
This
Website and all content forming part of the Website, including without
limitation, all photographs, ideas, images, designs, information, interfaces,
text, graphics, brand names, logos and trademarks, are protected by
copyright, trade mark and other intellectual property laws of the Canada.
You
acknowledge and agree that Retire Simple owns, controls or is licensed all
legal right, title and interest in and related to the Website, including all
intellectual property rights. You may not:
If you
believe that anything on or available through the Services infringes upon any
copyright which you own or control, you may contact us at contact@retiresimple.ca
Retire
Simple does not claim any ownership rights in any of Service Provider’s Content
listed on Retire Simple Website and nothing in these terms will be deemed to
restrict any rights that Service Provider may have to use and exploit their
Content. The Service Provider agrees to give Retire Simple a temporary license
to manage, edit, and reproduce Service Provider content posted on Retire Simple
Website.
Digital
Millennium Copyright Act (DMCA) Notice and Policy
Notifications
We respect
the intellectual property rights of others. If you believe that any material
available on or through the Site infringes upon any copyright you own or
control, please immediately notify (“Notification”) our Designated Copyright
Agent using the contact information provided below. You agree to contact us
first and provide such notification before approaching any third-party. Please
be advised that pursuant to federal law you may be held liable for damages if
you make material misrepresentations in a Notification. Thus, if you are not
sure that material located on or linked to by the Site infringes your
copyright, you should consider first contacting an attorney. If you believe
that any material available on or through the Site infringes upon any copyright
you own or control, please immediately notify our designated copyright agent
at:
Battjes
Ventures Inc.
Attn:
Copyright Agent
E-mail:
contact@retiresimple.ca
All
Notifications should meet the requirements of DMCA 17 U.S.C. § 512(c)(3) and
include the following information: (1) A physical or electronic signature of a
person authorized to act on behalf of the owner of an exclusive right that is
allegedly infringed; (2) identification of the copyrighted work claimed to have
been infringed, or, if multiple copyrighted works on the Site are covered by
the Notification, a representative list of such works on the Site; (3)
identification of the material that is claimed to be infringing or to be the
subject of infringing activity and that is to be removed or access to which is
to be disabled, and information reasonably sufficient to permit us to locate
the material; (4) information reasonably sufficient to permit us to contact the
complaining party, such as an address, telephone number, and, if available, an
e-mail address at which the complaining party may be contacted; (5) a statement
that the complaining party has a good faith belief that use of the material in
the manner complained of is not authorized by the copyright owner, its agent,
or the law; and (6) a statement that the information in the notification is
accurate, and under penalty of perjury, that the complaining party is
authorized to act on behalf of the owner of an exclusive right that is
allegedly infringed upon.
Counter
Notification
If you
believe your own copyrighted material has been removed from the Site as a
result of a mistake or misidentification, you may submit a written counter
notification (“Counter Notification”) to [us/our Designated Copyright Agent]
using the contact information provided below. To be an effective Counter
Notification under the DMCA, it must include substantially the following:
(1) identification of the material that has been removed or disabled and the
location at which the material appeared before it was removed or disabled; (2)
a statement that you consent to the jurisdiction of the Federal District Court
in which your address is located, or if your address is outside the United
States of America, for any judicial district in which we are located; (3) a
statement that you will accept service of process from the party that filed the
Notification or the party’s agent; (4) your name, address, and telephone
number; (5) a statement under penalty of perjury that you have a good faith
belief that the material in question was removed or disabled as a result of a
mistake or misidentification of the material to be removed or disabled; and (6)
your physical or electronic signature.
Confidentiality
The
term “Confidential Information” shall mean any and all of
Retire Simple’s trade secrets, confidential and proprietary information, and
all other information and data of Retire Simple that is not generally known to
the public or other third parties who could derive value, economic or otherwise,
from its use or disclosure. Confidential Information shall be deemed to include
technical data, know-how, research, product plans, products, services,
customers, markets, software, developments, inventions, processes, formulas,
technology, designs, drawings, engineering, hardware configuration information,
marketing, finances, strategic and other Proprietary Materials and confidential
information relating to Retire Simple or Retire Simple’s business, operations
or properties, including information about Retire Simple’s staff, Users or
partners, or other business information disclosed or obtained directly or
indirectly in writing, orally or by drawings or observation.
The Service
Provider acknowledges that pursuant to this Agreement, the Service Provider
will have access to confidential information of Retire Simple and its
affiliates. The Service Provider undertakes to keep confidential all data and
other confidential information of Retire Simple and shall not sell or otherwise
make that information available to any third party. Confidential information
shall mean and include all information, whether verbal or written, disclosed to
the Service Provider by Retire Simple. Further, the Confidential Information at
no times can be disclosed to any party in the same or similar business as that
of Retire Simple (“Competitor”). In the event, Retire Simple becomes aware that
the Confidential Information has been disclosed to a Competitor or has been
used for the benefit/interest of the Competitor, Retire Simple can claim such
direct and indirect damages as it may suffer due to such losses
Reliance
on Information Posted
The
information presented on or through the Website is made available solely for
general purposes. We do not warrant the accuracy, completeness or usefulness of
this information. Any reliance you place on such information is strictly at
your own risk and responsibility. We disclaim all liability and responsibility
arising from any reliance placed on such materials by you or any other visitor
to the Website, or by anyone who may be informed of any of its contents.
Limitation
of Liability
RETIRE
SIMPLE, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, SHALL NOT BE LIABLE TO
YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR
CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR
INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE
WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR SERVICES, (III) ANY
UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL
INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION
OR CESSATION OF TRANSMISSION TO OR FROM OUR SERVICES, (V) ANY BUGS, VIRUSES,
TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR SERVICES
BY ANY THIRD PARTY, AND/OR (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR
ANY LOSS OR DAMAGE OF ANY KIND (INCLUDING LOSS OR DAMAGE TO CONTENT), IN EACH
CASE WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND
WHETHER OR NOT RETIRE SIMPLE IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU
SPECIFICALLY ACKNOWLEDGE THAT RETIRE SIMPLE SHALL NOT BE LIABLE FOR THE CONTENT
OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT
THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU. BECAUSE
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY
FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH JURISDICTIONS. THE ABOVE
LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU, IN SUCH JURISDICTIONS, OUR
LIABILITY IS LIMITED TO THE EXTENT PERMITTED BY LAW, THEREBY MINIMIZING OUR LIABILITY
TO YOU TO THE LOWEST AMOUNT PERMITTED BY APPLICABLE LAW. THE SERVICES ARE
CONTROLLED AND OFFERED BY RETIRE SIMPLE FROM ITS FACILITIES IN CANADA. RETIRE
SIMPLE MAKES NO REPRESENTATIONS THAT THE SERVICES ARE APPROPRIATE OR AVAILABLE
FOR USE IN OTHER LOCATIONS. THOSE WHO ACCESS OR USE THE SERVICES FROM OTHER
JURISDICTIONS DO SO AT THEIR OWN VOLITION AND ARE RESPONSIBLE FOR COMPLIANCE
WITH LOCAL LAW.
YOU
ACKNOWLEDGE AND AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY DISPUTE WITH
RETIRE SIMPLE IS TO STOP USING THE RETIRE SIMPLE PLATFORM, AND TO CANCEL ANY
AND ALL OF YOUR RETIRE SIMPLE ACCOUNTS, IF APPLICABLE.
Disclaimer
of Warranties
YOUR USE OF
THE WEBSITE, ITS CONTENT AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE
IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT AND ANY SERVICES OBTAINED THROUGH
THE WEBSITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY
WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE RETIRE SIMPLE
NOR ANY PERSON ASSOCIATED WITH THE RETIRE SIMPLE MAKES ANY WARRANTY OR
REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY,
QUALITY, ACCURACY OR AVAILABILITY OF THE WEBSITE. WE SHALL NOT BE LIABLE TO YOU
FOR ANY LOSS SUFFERED IN RELATION TO YOUR USE OR INABILITY TO USE THE WEBSITE
WITHOUT LIMITING THE FOREGOING, NEITHER THE RETIRE SIMPLE NOR ANYONE ASSOCIATED
WITH THE RETIRE SIMPLE REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT OR
ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE,
ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR WEBSITE
OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL
COMPONENTS OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE
WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
THE RETIRE
SIMPLE HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED,
STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF
MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.
THE
FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED
UNDER APPLICABLE LAW.
Entire
Agreement/ Severability
These Terms and Conditions incorporate our Privacy Policy which
together constitutes the entire agreement between You and Retire Simple, in
relation to Your use of the Website and/or the Services and supersedes any
prior representations, inducements or agreements relating to its subject
matter. You agree that these Terms of Use are not intended to confer and do not
confer any rights or remedies upon any third party. If any part of these Terms
of Use are held invalid or unenforceable, that portion shall be construed in a
manner consistent with applicable law to reflect, as nearly as possible, the
original intentions of the parties, and the remaining portions shall remain in
full force and effect. These Terms of Use, including all terms and policies
referenced herein, contain the entire understanding, and supersede all prior
agreements, between you and Retire Simple relating to this subject matter, and
cannot be changed or terminated orally.
Assignment
You may not
assign these Terms or any of the rights granted hereunder without the prior
written consent of Retire Simple, and any attempted assignment without such
consent shall be void. Subject to the foregoing restriction, these Terms will
be fully binding upon, inure to the benefit of, and be enforceable by us and
our respective successors and assigns.
Non-waiver
Failure by
either Retire Simple or You to exercise or enforce any right conferred shall
not be deemed to be a waiver of any such right nor operate so as to bar that
exercise or enforcement thereof or of any other right on any later occasion.
Force Majeure
Retire Simple shall not be liable for any delay or failure to perform resulting
from causes outside its reasonable control; including, without limitation, any
failure to perform hereunder due to unforeseen circumstances or causes beyond
its control such as acts of God, war, terrorism, riots, embargoes, acts of
civil or military authorities, fire, floods, accidents, strikes, or shortages
of transportation facilities, fuel, energy, labor or materials.
Governing Law And Arbitration
The Parties
hereby agree that all actions brought in respect of this Agreement, or any
Services delivered pursuant to this Agreement, shall be brought before a
Competent Court of Kelowna, and the parties hereby acknowledge the exclusive
jurisdiction of the Competent Courts of Alberta. Therefore, you agree that:
Service shall be deemed a passive one that does not give rise to personal
jurisdiction over us, either specific or general, in jurisdictions other than
Alberta. This Agreement shall be governed by the internal substantive laws of
Canada, without respect to its conflict of laws principles. The application of
the United Nations Convention on Contracts for the International Sale of Goods
is expressly excluded. You agree to submit to the personal jurisdiction of a
competent court located in, Canada, for any actions for which we retain the
right to seek injunctive or other equitable relief in a court of competent
jurisdiction to prevent the actual or threatened infringement, misappropriation
or violation of our copyrights, trademarks, trade secrets, patents, or other
intellectual property or proprietary rights.
Arbitration Procedures:
Discovery. Each party may (a) request relevant,
non-privileged documents from the other party; and (b) request that the other
party provide the particulars of its claims or defences. Any such discovery
requests must be served on the other party within 10 days after the
arbitrator’s appointment. The responding party shall provide the requesting
party with all responsive, non-privileged documents, the requested particulars,
and/or any objections to the requests within 15 days after receipt of the
requests. Any disputes about discovery or requests for extensions shall be
submitted promptly to the arbitrator for prompt resolution. In ruling on any
discovery dispute or extension request, the arbitrator shall take into
consideration the nature, amount, and scope of the underlying arbitration
claim, the cost and other effort that would be involved in providing the
requested discovery, the case schedule, and whether the requested discovery is
necessary for the adequate preparation of a claim or defense.
Communications
with the Arbitrator. Whenever
communicating with the arbitrator, the parties must include each other – for
example, by including the other party on a telephone conference call and
copying the other party on any written submissions, such as letters or emails.
To the extent practicable, conferences with the arbitrator will take place by
telephone conference call or email. Ex parte communications are not permitted
with any arbitrator.
Confidentiality. Upon either party’s request, the arbitrator
will issue an order requiring that confidential information of either party
disclosed during the arbitration (whether in documents or orally) may not be
used or disclosed except in connection with the arbitration or a proceeding to
enforce the arbitration award and that any permitted filing of confidential
information must be done under seal.
Contact Us
If you have
any questions or concerns regarding these Terms or our Services, please contact
us through the support email at contact@retiresimple.ca
Marketing
Agreement
Whereas the
Service Provider is seeking Marketing Services with Retire Simple, the Service
Provider agrees as follows with respect to Marketing Services:
The Service
Provider shall pay Retire Simple a fee as quoted and invoiced by it, plus GST
and any other applicable taxes, in exchange for the Marketing Services as
detailed in the invoice (the “Fees”). No refunds shall be granted once the
Service Provider has been charged for or paid for the Marketing Services.
Marketing Services
may include but are not limited to Featured Placement Listing or Display Ad on
the Retire Simple Website and are further described in the invoice (the
“Marketing Services”). A Featured Placement Listing is defined as the Profile
of the Service Provider in the design format determined by Retire Simple for
it’s article and website and which may include the Service Provider Content and
Collective Content and which is placed in a certain order spot in the article
as further described in the invoice
The Profile
is and may include but is not limited to the Service Provider Content, Content
and Collective Content in the design format determined by Retire Simple for
it’s articles and website
Service
Provider agrees that a pre-authorized credit transaction or other such
arrangement as agreed to by the parties shall effect payment of the Fees.
Service Provider authorizes Retire Simple to charge the Service Provider’s
credit card described therein (the “Credit Card”).
Upon the
cancellation or expiry of the term of the Marketing Services:
Display Ads
will be removed from the Retire Simple Website;
The Profile and Featured Placement Listing will be removed from the Website or
moved as decided by the Retire Simple Website.
Retire Simple shall not be held liable for problems with the delivery of
Marketing Services due to technology or human error on the part of Retire
Simple
Retire
Simple makes no representations or warranties with respect to the volume of
sessions, page traffic, page views, views, visitors or users to the article or
the Retire Simple Website or any Marketing Services including the Featured
Placement Listing or Display Ads.
Invoices
for Fees shall be issued contemporaneously with the pre-authorized charges to
the Credit Card. All invoices are due and payable forthwith upon receipt.
Retire
Simple makes no representations or warranties that Marketing Services will
directly or indirectly help generating revenue for the Service Provider.
Marketing
Services as detailed in the invoice including the Featured Placement Listing or
Display Ad or Profile, will be in the design format determined by Retire Simple
at its sole discretion.
This
Agreement supersedes all prior agreements except the terms and conditions of
the website and understandings, oral, email, written and implied, between the
parties hereto with respect to the subject matter hereof.
Retire
Simple’s obligation pertaining to the Marketing Services are fully satisfied
under the provisions of this Section, and without limiting the generality of
the foregoing, the Retire Simple shall not be responsible for the Service
Provider’s failure to secure work or generate a profit from any Marketing
Services including but not limited to the Featured Placement Listing or Display
ad.
Retire
Simple may take a reasonable time to deliver on the service once the Service
Provider makes the payment.
Service
Provider may display the special badge (the “Special Badge”) provided by the Retire
Simple on their website, with a direct link to the article. Services provider
will remove the Special Badge upon request by Retire Simple in it’s sole discretion.
The waiver
by either party of any breach or violation of any provision of this Agreement
shall
not operate or be construed as a waiver of any subsequent breach of the same or
any other provision of the Agreement.
The
invalidity or unenforceability of any provision of this Agreement shall
not affect the validity or enforceability of any other provision of the
Agreement, and
the balance of the Agreement shall be construed as though such invalid
or unenforceable provisions were severed and omitted.