1. ACCEPTANCE OF THE TERMS OF USE
SERVVIS INC. and its corporate affiliates (collectively, "us", "we," "our" or the "SERVVIS Companies") own and operate the website located at WWW.SERVVIS.COM and such other locations as made available from time to time (collectively, the "Website") and any subdomains used in connection with or related to the same and the SERVVIS Mobile Applications made available by SERVVIS and through third-party marketplaces (the "App") and the services offered therefrom (collectively, the "Platform").
This Terms and Conditions Agreement constitute a legal agreement and are entered into by and between you and SERVVIS. The following Terms and Conditions (collectively, the "Terms"), govern your access to and use of, including any content, functionality, and service offered on or through the Platform. These Terms apply to all users of the website, including users who upload any materials to the website, users who use services provided through this website, users who download the app, and users who simply view the content on or available through this website.
By accessing or using the Platform, you (together with all persons accessing or using the Platform, collectively, the "Users") signify that you have read, understand, consent and agree to be bound by these Terms and our Privacy Policy, found at www.servvis.com/agreements/privacy_policy.html, incorporated herein by reference. The term "you" or "your" refers to the individual or legal entity, as applicable, identified as the Users when you're registered on the Platform. IF YOU DO NOT ACCEPT THESE TERMS OR THE PRIVACY POLICY, YOU MAY NOT ACCESS OR USE THE PLATFORM.
IMPORTANT NOTICE: PLEASE READ THIS AGREEMENT CAREFULLY AS IT CONTAINS IMPORTANT PROVISIONS GOVERNING HOW CLAIMS THAT YOU AND WE HAVE AGAINST EACH OTHER ARE RESOLVED, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS THAT AROSE OR WERE ASSERTED PRIOR TO THE EFFECTIVE DATE OF THIS AGREEMENT, YOUR LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. THESE INCLUDE, BUT ARE NOT LIMITED TO, VARIOUS LIMITATIONS AND EXCLUSIONS, AND INDEMNITIES.
PLEASE BE AWARE THAT SECTION 13 OF THESE TERMS, BELOW, CONTAINS PROVISIONS GOVERNING HOW CLAIMS THAT YOU AND WE HAVE AGAINST EACH OTHER ARE RESOLVED, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS THAT AROSE OR WERE ASSERTED PRIOR TO THE EFFECTIVE DATE OF THIS AGREEMENT. IN PARTICULAR, IT CONTAINS AN ARBITRATION AGREEMENT WHICH WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN US TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT: (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING; AND (2) YOU ARE WAIVING YOUR RIGHT TO SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON YOUR CLAIMS.
IF YOU ARE ACCEPTING THESE TERMS ON BEHALF OF A CORPORATION OR OTHER ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE NECESSARY RIGHT AND AUTHORITY TO ENTER INTO THESE TERMS ON BEHALF OF SUCH CORPORATION OR ENTITY AND TO BIND SUCH CORPORATION OR ENTITY TO THESE TERMS.
2. MODIFICATIONS TO THE TERMS AND TO THE PLATFORM
2.1 The Terms. SERVVIS reserves the right, in our sole discretion, to modify these Terms, and any other documents incorporated by reference herein, at any time and without prior notice. SERVVIS will post the latest versions of the Terms on this page at www.servvis.com/agreements/admin/terms_and_conditions.html may also, in our sole discretion, notify you by sending you a message and/or otherwise notifying you when you are logged into your account. You agree to periodically review the Terms in order to be aware of any such modifications and your continued use shall be your acceptance of these Terms. If you do not agree, you may not access or use the Platform. Any non-material change (such as clarifications) to these Terms and any new terms governing new features, functionality, or services will become effective on the date the change is posted. Any material changes to the Terms will be effective: (i) immediately if you are a new User of the Website, the App, and/or Service; and (ii) if you are an existing User of the Website, the App, and/or Service, upon the earlier of (a) thirty (30) days after notice is provided of such changes, which notice may be provided on the Website for existing Users or by dispatch of an e-mail or in-App notice, or (B) your acceptance of the updated Terms. SERVVIS may require you to provide consent to the updated Terms in a specified manner before further use of the Website, the App, and/or the Services is permitted. If you do not agree to any change(s) after receiving a notice of such change(s) or otherwise do not agree with these Terms, you shall stop using the Website, the App, and/or the Service. Otherwise, your continued use of the Platform constitutes your acceptance of such change(s).
2.2 The Platform. The information, content and material on the Platform may be changed, withdrawn, or terminated at any time in our sole discretion without notice. We will not be liable if, for any reason, all or any part of the Platform is restricted to Users or unavailable at any time or for any period.
3. ELIGIBILITY AND REGISTRATION
3.1 Eligibility. Before you use the Platform, you must ensure that such use is in compliance with all laws, rules and regulations applicable to you. Your right to access the Platform is revoked to the extent your use thereof is prohibited or to the extent our provision thereof conflicts with any applicable law, rule or regulation. You are responsible for making these determinations before using the Platform. THE PLATFORM IS NOT TARGETED TOWARDS, NOR INTENDED FOR USE BY, ANYONE UNDER THE AGE OF 18. BY USING THE PLATFORM, YOU REPRESENT AND WARRANT TO US THAT: (A) YOU ARE 18 YEARS OF AGE OR OLDER; OR (B) ARE OF THE LEGAL AGE OF MAJORITY UNDER APPLICABLE LAW TO FORM A BINDING CONTRACT WITH THE COMPANY AND MEET ALL OF THE FOREGOING ELIGIBILITY REQUIREMENTS. IF YOU DO NOT MEET ALL OF THESE REQUIREMENTS, YOU MUST NOT ACCESS OR USE THE PLATFORM. IF NECESSARY, WE MAY ASK YOU FOR PROOF OF YOUR AGE. IF YOU ARE UNABLE TO PROVIDE PROOF OF YOUR AGE, WE RESERVE THE RIGHT, AT OUR SOLE DISCRETION, TO HALT YOUR REGISTRATION.
3.2 Registration Data. You will need to register as a "Business Owner" on the Platform and create a password-protected account (your "User Account"). You must register for a User Account using certain third-party account and log-in credentials, such as your Apple or Google credentials. You must provide your full legal name, business number (if applicable), and any other information requested in order to complete the signup process and access certain features of the Platform. By creating a User Account, you agree to provide accurate, current, and complete information during the registration or request submission process and at all other times when you use the Platform, and to update information to keep it accurate, current, and complete. You are solely responsible for safeguarding the confidentiality and security of your User Account password. You are solely responsible for all activity that occurs on your User Account by any person or automated process, and you will notify us immediately of any unauthorized use. We are not liable for any losses by any party caused by an unauthorized use of your User Account. You are liable for the losses of SERVVIS or others due to any unauthorized use of your User Account related to your failure to comply with these Terms.
3.3 Account Ownership. If you register for the Platform on behalf of a business organization, that business organization will be the legal and beneficial account owner. For the purpose of these Terms, regardless of whether you register for a User Account as an individual, or on behalf of an organization, the billing contact person will be the default account owner (the "Account Owner"). The Account Owner will have certain rights within the User Account, including the right to cancel the User Account, delete information from the User Account, and appoint administrators. Notwithstanding anything to the contrary contained herein, you acknowledge and agree that the term Account Owner does not convey or connote ownership rights or any other property interest in a User Account, even where you are designated as the Account Owner, and you further acknowledge and agree that all rights in and to your User Account are and shall forever be owned by and inure to the benefit of SERVVIS. Although the Account Owner can also appoint a new Account Owner if the billing contact is not the appropriate person to manage the User Account, in the event of a dispute regarding entitlement to access a User Account, we reserve the right to request documentation to determine or confirm account ownership. Documentation may include, but is not limited to, your business number, government issued photo ID, a copy of your business license, articles of incorporation, or any other information that SERVVIS may reasonably request in its discretion. SERVVIS retains the right to determine, in our sole judgment, who the rightful Account Owner is and may transfer a User Account to the person we consider is the rightful Account Owner. If we are unable to reasonably determine the rightful Account Owner, SERVVIS reserves the right to temporarily disable a User Account until resolution has been determined between the disputing parties.
4.1 Security. The security of your personal information is very important to us. We use physical, electronic, and administrative measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration, and disclosure. Unfortunately, the transmission of information via the Internet is not completely secure. Although we do our best to protect your personal information, we cannot guarantee the security of your personal information transmitted to the Platform. Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Platform. If you create a User Account on behalf of a corporation or entity, you are responsible for any actions of administrative Users you add to your User Account and you are liable for any payment obligations that they incur. User Accounts are intended for one user only and are not to be shared by multiple users. We will not be liable for any loss or damage arising from your failure to comply with these requirements.
4.2 Security Prohibitions. You are prohibited from attempting to circumvent and from violating the security of the Platform, including, without limitation: (a) accessing content and data that is not intended for you; (b) attempting to breach or breaching the security and/or authentication measures which are not authorized; (c) restricting, disrupting or disabling service to Users, hosts, servers, or networks; (d) illicitly reproducing TCP/IP packet header; (e) disrupting network service and otherwise disrupting the Platform owner's ability to monitor the Platform; (f) using any robot, spider, or other automatic device, process, or means to access the Platform for any purpose, including monitoring or copying any of the material on the Platform; (g) introducing any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful; (h) attacking the Platform via a denial-of-service attack, distributed denial-of-service attack, flooding, mailbombing, or crashing; and (i) otherwise attempting to interfere with the proper working of the Platform.
5. ABOUT THE PLATFORM
5.1 The Platform. The SERVVIS Platform enables Users who are seeking help (the "Clients") with various services to engage with third party service professionals (the "Business Owners") who offer to perform the services subject to Client accepting the terms of the Business Owner's contract/purchase order/quote would like to perform and complete the service (the "Service"). The Platform further enables the Business Owner to run a mobile business, including without limitation, customer relationship management, scheduling, billing, invoicing, listing Service, quotes, communication features, as well as a payment processing service. The underlying hardware, software, network storage, and related technology required to run the Platform is provided by and its third-party vendors and hosting partners and payment is processed by Stripe Inc. We may include a feature for Business Owners to provide a review of Clients which shall be available on the Platform for prospective Clients to read. You acknowledge and agree that any reviews left are Users opinions, and that we are not liable to you in any way whatsoever for the content of such reviews.
5.2 Privacy. We care about the privacy of our Users. For more information please see our Privacy Policy, located at www.servvis.com/agreements/privacy_policy.html and under the "Settings "Privacy Policy" section of our App. By using the Platform, you consent to our collection, use, and disclosure of personal information and other data as outlined therein.
5.3 Accepting Service Request. Prospective Clients will be able to search the Platform to find potential Business Owners that meet their requirements and request to have a particular Service provided (a "Request"). Each Request will provide the potential Business Owner details about the prospective customer's requirements/scope of work, for which a Business Owner has the power to accept or reject in his or her sole discretion.
6. FEES, PAYMENT TERMS, UPGRADING, AND DOWNGRADING
6.1 Important Clarification Regarding Relationship. Business Owners contract directly with Clients. We will not be a party to any agreements or contracts for the Service. We act to coordinate payments between Clients and Business Owners but do not act as a prime contractor for the Service and nothing in our involvement in the payment process makes us responsible for the Service.
6.2 Service Rates. Business Owners listed on the Platform set the rates for the Service (the "Rates") they provide to Clients. The Rates may exclude any and all materials required by Business Owners to complete the Service.
6.3 Fee and Refund for Platform Use. SERVVIS shall charge the Business Owner a non-refundable fee equal to 5% from the Gross Revenue of each transaction the Business Owner's Gross Revenue, plus any applicable taxes, for use of the Platform. Upon successful completion and processing of payment by Stripe Inc., for a Service a portion of the funds, equal to 5% plus applicable taxes, shall be directly payable to SERVVIS.
6.4 Changes to Fees and Billing. We reserve the right to introduce or charge, or change fees, or implement charges for features of the Platform as indicated to Users from time to time. Any revised fees will take effect thirty (30) days from the date of posting to the Platform or notification to your User Account. If you choose to terminate your User Account after notification of any new or additional fees, you must do so before the thirty (30) day period, after which such charges will be applied to your User Account, if applicable.
6.5 Payment Processor. Users are not required to provide their bank account or credit cards details directly to us when registering for a User Account, we use a secured third party, namely, Stripes Inc., to process online payments. You will provide this information to our third-party payment processor Stripe Inc. (the "Payment Processor"). You acknowledge and agree that the terms of the Payment Processor will govern your agreement and interactions with the Payment Processor and that our Terms and policies do not govern and that we have no liability arising from your use of or access to the Payment Processor. You should review the applicable terms and policies of the Payment Processor, including its privacy and data gathering practices. We are not responsible for any arrears by the Payment Processor.
7. BUSINESS OWNER REPRESENTATIONS AND WARRANTIES
7.1 Business Owners as Customers, Not Employees. Business Owners understand and agree that they are customers of SERVVIS, and are not SERVVIS' employees, contractors, consultants, joint venturers, partners, or agents. Business Owners acknowledge that they provide their own equipment, select their own jobs, develop their own expertise, are free to do jobs through other platforms and lead sources, and determine their own work schedule. SERVVIS does not control, and has no right to control, the Service a Business Owner provides (including the details of how Business Owners provide such Service) if the Business Owner is engaged by a Client or any other person, except as specifically noted herein or on the Platform.
7.2 Business Owner Compliance and Qualifications. By registering or using the Platform to offer, post, or provide Service, Business Owners represent and warrant that they, and the employees, agents, suppliers contractors, and subcontractors who may perform work for them, are properly and fully qualified and experienced, and licensed, certified, bonded, and insured, as required by applicable laws or regulations to which they may be subject in the jurisdiction(s) in which they offer their Service and in relation to the specific job they are performing. Business Owners otherwise agree to comply with all applicable laws, including the Personal Information Protection and Electronic Documents Act, Canada's Anti-Spam Legislation, Competition Act, and Client Protection Act, in their use of the Platform and any personal information obtained from the Platform.
7.3 No Engagement Guarantee. Business Owners understand and agree that using the Platform does not guarantee that anyone will engage them for their Service.
8.1 Conditions of Use. As a condition of your access and use of the Platform, you agree that you may use the Platform only for lawful purposes and in accordance with these Terms. The following Platform content standards apply to any and all content, data, text, software, music, sound, photographs, graphics, video, messages, material, and information a user whether publicly or private submits, posts, publishes, displays, or transmits (collectively, "submit") to the Platform or to other Users including personal information (collectively, "User Content"). Any and all User Content must also comply with all applicable federal, provincial, local, and international laws, regulations, and Terms.
8.2 Service Content. You acknowledge and agree that the Service may contain content ("Service Content") that is protected by copyright, trademark, trade secret, or other proprietary rights and laws. Except as expressly authorized by SERVVIS, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute, or create derivative works based on the Service Content, in whole or in part, except that the foregoing does not apply to your own User Content (as defined above) that you upload to or make available through the Service in accordance with these Terms. Any use of the Service Content other than as specifically authorized herein is strictly prohibited.
8.3 Prohibited Activities. As a User of the Platform, you may not:
8.3.1 Accept a Request that you do not intend to complete.
8.3.2 Recruit, solicit, or contact in any form Business Owners or Clients for employment or any other use not specifically intended by the Platform.
8.3.3 Use the Platform to "stalk", harass, threaten, intimidate, harm, cause a nuisance to, annoy, or inconvenience any Users of the Platform or collect or store any personally identifiable information about any Users other than for purposes of transacting a Service.
8.3.4 Solicit personal information from anyone under the age of 18.
8.3.5 Use communication features of the Service (or other functionality made available through the Service) to transmit unsolicited or unauthorized advertising, solicitations for business, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation.
8.3.6 Include or contain any material that is exploitive, obscene, harmful, threatening, abusive, harassing, hateful, defamatory, sexually explicit or pornographic, violent, inflammatory, or discriminatory based on race, sex, religion, nationality, disability, sexual orientation, or age or other such legally prohibited ground or be otherwise objectionable, such determination to be made in our sole discretion.
8.3.7 Use another person's User Account, misrepresent yourself or the Service offered through the Platform, misrepresent your identity or qualifications, misrepresent a project or other information in a quote request, or post User Content in any inappropriate category or areas on the Platform.
8.3.8 Involve, provide, or contribute any false, inaccurate, or misleading information.
8.3.9 Notwithstanding anything to the contrary contained in these Terms, collect, harvest, publish, or "sell" any personal information, including but not limited to, information related to Users for any reason not explicitly authorized by these Terms, including commercial solicitation purposes.
8.3.10 Impersonate or attempt to impersonate SERVVIS, a SERVVIS employee, other Users, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).
8.3.11 Fail to comply with Clients requests (including, those made on their behalf by SERVVIS) to no longer receive phone calls, text messages, e-mails or any other communications from you.
8.3.12 Fail to perform the Service purchased from you as promised, unless the applicable Clients fail to meet a material term of the applicable agreement for such Service (including by refusing to pay).
8.3.13 Encourage any other conduct that restricts or inhibits anyone's use or enjoyment of the Platform, or which, as determined by us, may harm us or Users of the Platform or expose them to liability.
8.3.14 Encourage or facilitate illegal activity, pornographic or obscene Service including sexual and escort Service, offers and solicitations of prostitution, and pornography.
8.3.15 Include or contain any material that is exploitive, obscene, harmful, threatening, abusive, harassing, hateful, defamatory, sexually explicit or pornographic, violent, inflammatory, or discriminatory based on race, sex, religion, nationality, disability, sexual orientation, or age or other such legally prohibited ground or be otherwise objectionable, such determination to be made in our sole discretion.
8.3.16 Request, offer, negotiate, or complete any activity that you have no legal right to request or perform.
8.3.17 In any manner violate any applicable federal, provincial, local, or international law or regulation including, without limitation, any laws regarding the export of data or software, patent, trademark, trade secret, copyright, or other intellectual property, legal rights (including the rights of publicity and privacy of others) or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms and our Privacy Policy found at www.servvis.com/agreements/privacy_policy.html.
9. GRANT OF LICENSE
9.1 User Content and Your License to Us. The Platform permits you to post, upload, publish, submit or transmit User Content. By making available any User Content on or through the Platform, you hereby grant to SERVVIS a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free license, with the right to sublicense, to use, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise utilize such User Content on, through, by means of or to promote, market or advertise the Platform, or for any other purpose in our sole discretion. SERVVIS does not claim ownership rights in your User Content and nothing in these Terms will be deemed to restrict rights that you may have to use and exploit any such User Content submitted, posted, uploaded, published, or transmitted on or through the Platform by you. By submitting any User Content, you:
"
9.1.1 Acknowledge and agree that you are solely responsible for all User Content that you make available on or through the Platform.
9.1.2 Represent and warrant that: (a) you either are the sole and exclusive owner of all User Content that you make available on or through the Platform or you have all rights, licenses, consents and releases that are necessary to grant us the rights in such User Content, as contemplated under these Terms; and (b) neither the User Content nor your posting, uploading, publication, submission or transmittal of the User Content or our use of your User Content (or any portion thereof) on, through or by means of the Platform will infringe, misappropriate or violate a third-party's patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
9.1.3 Indemnify us and hold us harmless from any claims, losses, damages or expenses incurred by us in respect of any third party claims that your User Content infringes on any other person's rights.
9.1.4 Acknowledge that we reserves the right, at any time and without prior notice, to remove, edit or disable your User Content that we, in our sole discretion, consider to be objectionable, in violation of these Terms or otherwise harmful to the Platform or Users, or for any other reason, and you understand it remains your sole responsibility to monitor your User Content and ensure that such edited Content is accurate and consistent with your representations and warranties in these Terms.
9.2 Our License to You. Provided that you are eligible for use of the Platform, and subject to your compliance with these Terms, SERVVIS hereby grants you a limited, non-transferable, revocable (at any time with or without notice or cause), and non-exclusive right and license to access and use the Platform and to download or print a copy of any portion of the User Content solely for your personal, non-commercial use and only in connection with your access to and participation in the Platform. You agree to respect all copyright and other legal notices, information, and restrictions contained in any content accessed through the Platform. You further agree not to use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Platform or User Content, except as expressly permitted in these Terms. If we revoke our license to you, you agree to remove any User Content infringing these Terms and that these Terms will survive such revocation and continue to bind you.
10. APP TERMS
10.1 App Stores. With respect to the access through or download of the App from the Apple App Store, Google Play, or any other third-party marketplace (collectively, the "App Store"), you will only use the App: (i) on the branded device of the applicable App Store owner, if required by the App Store owner's marketplace terms and conditions; and (ii) as permitted by the "Usage Rules" set forth in the applicable App Store terms and conditions. The App is licensed to you and not sold. Nothing in these Terms gives you a right to use the SERVVIS names, trademarks, logos, domain names, and other distinctive brand features without our prior written consent, and all goodwill generated from the use of the foregoing will inure to SERVVIS" exclusive benefit. You shall not attempt to override or circumvent any of the usage rules or restrictions on the Platform. Any future release, update, or other addition to functionality of the Platform shall be subject to these Terms.
10.2 Third Party App Stores. Mobile Users acknowledge and agree that the availability of the App is dependent on the App Store from whom you received the App license. In order to use the App, you must have access to a wireless network, and you agree to pay all fees associated with such access. You also agree to pay all fees (if any) charged by the App Store in connection with the Platform.
11. ACCOUNT MONITORING AND TERMINATION
11.1 Termination by Us. We may, in our discretion, with or without cause, with or without prior notice and at any time, limit, block, suspend, deactivate or terminate your User Account in whole or in part. Cause for such termination may include, but not be limited to, (a) breaches or violations of these Terms or any other agreement that you may have with us (including, without limitation, non-payment of any fees owed in connection with the Platform or otherwise owed by you to us), (b) requests by law enforcement or other government agencies, (c) a request by the account owner, (d) discontinuance or material modification to the Platform, (e) unexpected technical, security, or legal issues or problems, (f) actual or suspected participation by you, directly or indirectly, in fraudulent or illegal activities, or (g) verbal, physical, written, or other abuse (including threats of abuse or retribution) of any SERVVIS customer, employee, member, or officer. Termination of your access to the Platform may also include removal of some or all of the materials uploaded by you.
11.2 Termination by You. You are solely responsible for properly canceling your User Account. You may cancel your use of the Platform and/or terminate your User Account at any time by following the "Settings" link in your profile, clicking "Account," and clicking "Deactivate Account." Please note that if your User Account is cancelled, we do not have an obligation to delete or return to you any User Content you have posted to the Platform, including, but not limited to, any reviews. Please see our www.servvis.com/agreements/privacy_policy.html, incorporated herein by reference, for information regarding data deletion and retention.
12. INTELLECTUAL PROPERTY RIGHTS AND OWNERSHIP
12.1 Intellectual Property Ownership and Protection. You understand and agree that the Platform and its entire contents, features, and functionality, including, but not limited to, all information, software, code, data text, displays, graphics, photographs, images, video, audio, music, broadcast, design, presentation, Platform layout, selection, and arrangement, are owned by SERVVIS, its licensors, or other providers of such material and are protected in all forms by intellectual property laws including, without limitation, copyright, trademark, patent, trade secret, and any other proprietary rights.
12.2 Trademarks and Use of Proprietary Material. Notwithstanding anything else in this Agreement, SERVVIS, "WWW.SERVVIS.COM", the SERVVIS logo and design, and all related names, logos, product and service names, designs, images, and slogans are trademarks of SERVVIS or its affiliates or licensors. You must not use such marks without the prior written permission of SERVVIS. Other names, logos, product and service names, designs, images, and slogans mentioned, or which appear on this Platform are the trademarks of their respective owners. Use of any such property, except as expressly authorized, shall constitute an infringement or violation of the rights of the property owner and may be a violation of federal or other laws and could subject the infringer to legal action.
13. DISPUTE RESOLUTION
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.
13.1 Contact Us First. SERVVIS is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer's satisfaction by contacting customer support using the Chatbox available through the Platform.
ARBITRATION AGREEMENT
Please read the following arbitration agreement in this Section ("Arbitration Agreement") carefully. It requires you to arbitrate disputes with SERVVIS and limits the manner in which you can seek relief from us.
13.2 Applicability of Arbitration Agreement. You agree that any dispute or claim relating in any way to your access or use of the Website, the App, and/or the Service, to any products sold or distributed through the Website, the App, and/or the Service, or to any aspect of your relationship with SERVVIS, will be resolved by binding arbitration, rather than in court, except that (i) you may assert claims in small claims court if your claims qualify; and (ii) you or SERVVIS may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all claims that arose or were asserted before the Effective Date of this Agreement or any prior version of this Agreement.
13.3 Pre-Arbitration Dispute Resolution. SERVVIS is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer's satisfaction by emailing customer support at support@servvis.com. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute ("Notice"). The Notice to SERVVIS should be sent to SERVVIS Inc. dba SERVVIS at 245 PINE HILL ROAD, BRADFORD WEST GWILLIMBURY, ONTARIO, CANADA, L3Z 0H1with a copy to support@servvis.com. The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If SERVVIS and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or SERVVIS may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by SERVVIS or you will not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or SERVVIS is entitled.
13.4 Arbitration Rules and Forum. The arbitration will be conducted under the Simplified Arbitration Rules of the ADR Institute of Canada Inc. The language of the Arbitration will be English.
13.5 Authority of Arbitrator. The arbitrator shall have exclusive authority to (a) determine the scope and enforceability of this Arbitration Agreement and (b) resolve any dispute related to the interpretation, applicability, enforceability, or formation of this Arbitration Agreement including, but not limited to any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any, of you and SERVVIS. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum's rules, and these Terms (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
13.6 30-Day Right to Opt Out. "You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to the following address: 45 PINE HILL ROAD, BRADFORD WEST GWILLIMBURY, ONTARIO, CANADA, L3Z 0H1, within 30 days after first becoming subject to this Arbitration Agreement and by email to SERVVIS at support@servvis.com. Your notice must include your name and address, your SERVVIS username (if any), the email address you used to set up your SERVVIS account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of these Terms will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with us.
13.7 Waiver of Class Actions. You hereby agree and acknowledge that you may only resolve disputes with us on an individual basis, and may not bring a claim as a plaintiff or a class member in a class, purported class, consolidated, or representative action. You further agree that, by entering into these terms, you and the SERVVIS Companies each agree that all claims and disputes shall be resolved under these Terms.
13.8 Waiver of Jury Trial. You hereby waive any constitutional or statutory right to go to court and have a trial in front of a judge or jury on an individual, class action, or representative action basis. In the event any litigation should arise between you and us, in any jurisdiction, in a suit to vacate or enforce an Arbitration award or otherwise, you and the SERVVIS Companies waive all rights to a jury trial, instead electing that the dispute be resolved by a judge, and agree to take any and all action necessary or appropriate to effect such waiver.
13.9 Statute of Limitations. You hereby agree that any claim under this Agreement must be brought within one year of the act giving rise to the claim.
13.10 Governing Law. You agree that the laws of the Province of Ontario, Canada, without regard to principles of conflict of laws and without giving effect to any principles that provide for the application of the law of any other jurisdiction, will govern this Agreement and any dispute of any sort that might arise between you and us. You hereby irrevocably attorn to the exclusive jurisdiction of the Courts of the Province of Ontario with respect to any dispute hereunder.
13.11 Severability. Except as provided in subsection 13.6, if any part or parts of this Arbitration Agreement (other than the subsection 13.7 above titled "Waiver of Class Actions") are found under the law to be invalid or unenforceable, the parties agree to replace such part or parts with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable part or parts, and this Arbitration Agreement will be enforceable as so modified. If any of the provisions of subsection 13.7 above titled "Waiver of Class Actions" are invalid or unenforceable, then the entirety of this Arbitration Agreement will be null and void, unless such provisions are deemed to be invalid or unenforceable solely with respect to claims for public injunctive relief. The remainder of these Terms will continue to apply.
13.12 Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with SERVVIS.
14. DISPUTES BETWEEN OR AMONG USERS
14.1 User Disputes. You agree that you are solely responsible for your interactions with any other Users in connection with the Platform, and SERVVIS will have no liability or responsibility with respect thereto. SERVVIS reserves the right, but has no obligation, to become involved in any way with disputes between you and any other Users of the Platform.
15. DISCLAIMER OF WARRANTIES
15.1 No Responsibility for Others' Content. We are not responsible or liable in any manner for any User Content or Third-Party Content available on the Platform, whether made available or caused to be made available by Users or by any of the technology associated with or utilized in the Platform. Although we provide these Terms and other policies and rules for User conduct, we do not control and are not responsible for our Users' actions and are not responsible for any material you may encounter on the Platform. We are not responsible for the conduct, whether online or offline, of any Users. Notwithstanding anything else in these Terms, the SERVVIS Companies have no responsibility to monitor any User Content or Third-Party Content.
15.2 No Reliance. The content on our Platform is provided for general information purposes only. It is not intended to amount to advice on which you should rely. You must obtain more specific or professional advice before taking, or refraining from, any action or inaction on the basis of the content on our site. Although we make reasonable efforts to update the information on our Platform, we make no representations, warranties, or guarantees, whether express or implied, that the content on our Platform is accurate, complete, or up to date. Your use of the Platform is at your own risk and the SERVVIS Companies have no responsibility or liability whatsoever for your use of the Platform.
15.3 No Guarantee. SERVVIS may provide to Business Owners the phone numbers that Clients provide in connection with a request. Such phone numbers are not verified and SERVVIS makes no representation or warranty as to their validity.
15.4 AS IS; AS AVAILABLE. THE PLATFORM AND THE PLATFORM CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE" AND THE SERVVIS COMPANIES DISCLAIM ANY AND ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. THE SERVVIS COMPANIES CANNOT GUARANTEE AND DO NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF THE PLATFORM OR MAKE ANY WARRANTY AS TO THE TIMELINESS, ACCURACY, RELIABILITY, COMPLETENESS, OR QUALITY OF ANY SERVICE, INFORMATION OR MATERIALS PROVIDED THROUGH OR IN CONNECTION WITH THE USE OF THE PLATFORM. THE SERVVIS COMPANIES DO NOT REPRESENT OR WARRANT THAT THE PLATFORM CONTENT IS ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. WE CANNOT AND DO NOT GUARANTEE OR WARRANT THAT THE PLATFORM IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THEREFORE, YOU SHOULD EXERCISE CAUTION IN THE USE AND DOWNLOADING OF ANY SUCH CONTENT AND USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES. THE SERVVIS COMPANIES DISCLAIM ANY AND ALL RESPONSIBILITY FOR ANY THIRD-PARTY CONTENT OR THIRD-PARTY SITES.
EXCEPT WHERE SUCH EXCLUSIONS ARE PROHIBITED BY LAW, UNDER NO CIRCUMSTANCE WILL THE SERVVIS COMPANIES OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS BE LIABLE FOR NO MORE THAN THE AMOUNT EQUAL TO THE SERVICE FEE CHARGED TO THE CLIENTS BY THE BUSINESS OWNER FOR NEGLIGENCE, GROSS NEGLIGENCE, NEGLIGENT MISREPRESENTATION, FUNDAMENTAL BREACH, DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT, BREACH OF CONTRACT, BREACH OF PRIVACY, OR OTHERWISE, EVEN IF THE PARTY WAS ALLEGEDLY ADVISED OR HAD REASON TO KNOW, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, OR RELIANCE ON, THE PLATFORM, ANY LINKED WEBSITES OR SUCH OTHER THIRD-PARTY WEBSITES, NOR ANY WEBSITE CONTENT, MATERIALS, POSTING, OR INFORMATION THEREON. THESE LIMITATIONS SHALL APPLY EVEN IF SERVVIS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, SERVVIS LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO THE GREATER OF (I) ONE HUNDRED US DOLLARS ($100) OR (II) THE AMOUNTS YOU'VE PAID SERVVIS IN THE PRIOR TWELVE (12) MONTHS (IF ANY). THE FOREGOING LIMITATIONS SHALL APPLY TO THE FULLEST EXTENSION PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
17. INDEMNIFICATION
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD THE SERVVIS COMPANIES AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, SUPPLIERS, SUCCESSORS, AND ASSIGNS HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, LIABILITIES, DAMAGES, JUDGMENTS, AWARDS, LOSSES, COSTS, EXPENSES, OR FEES (INCLUDING REASONABLE LEGAL FEES) INCURRED IN CONNECTION WITH, BUT NOT LIMITED TO, ANY MATERIALS SUBMITTED, POSTED, TRANSMITTED, OR MADE AVAILABLE BY YOU THROUGH THE PLATFORM AND/OR ANY VIOLATION BY YOU OF THESE TERMS, THE RIGHTS OF ANY THIRD-PARTY, OR ANY APPLICABLE LAW OR REGULATION. SERVVIS WILL PROVIDE NOTICE TO YOU OF ANY SUCH CLAIM, SUIT, OR PROCEEDING. SERVVIS RESERVES THE RIGHT TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER WHICH IS SUBJECT TO INDEMNIFICATION UNDER THIS PROVISION, AND YOU AGREE TO COOPERATE WITH ANY REASONABLE REQUESTS ASSISTING SERVVIS' DEFENSE OF SUCH MATTER. YOU MAY NOT SETTLE OR COMPROMISE ANY CLAIM AGAINST THE SERVVIS PARTIES WITHOUT SERVVIS' WRITTEN CONSENT.
If any term or provision of these Terms is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of these Terms or invalidate or render unenforceable such term or provision in any other jurisdiction.
19. CONFIDENTIALITY
"Confidential Information" means information of a party ("Disclosing Party") that the other party ("Receiving Party") receives in connection with the Service, which based on the circumstances under which it was disclosed, a reasonable person would believe to be confidential to the Disclosing Party, including, without limitation, customer information, transactional information, and any other non-public content posted, transmitted or accessed through the Service (including, for the avoidance of any doubt, any Beta Services). A Receiving Party shall: (a) limit access and use of Disclosing Party's Confidential Information to those of Receiving Party's employees, agents, and subcontractors that require such access and use in connection with such party's obligations hereunder, who each treat such Confidential Information as provided in this Section, and who are each subject to obligations of confidentiality to such party that are at least as stringent as those contained in this Section; (b) not disclose Disclosing Party's Confidential Information to third parties (except those partners or third party service providers used by us to provide some or all elements of the Service and who are bound by duties of confidentiality), unless authorized under this Section; (c) protect the Disclosing Party's Confidential Information as it protects its own Confidential Information, but in any event with not less than a reasonable degree of care; and (d) not use the Disclosing Party's Confidential Information for any purpose except as required to perform its obligations hereunder or as otherwise specifically permitted hereunder. Nothing in this Section shall prevent a Receiving Party from disclosing Confidential Information to a third party to the extent that such Confidential Information is: (i) previously known to the Receiving Party prior to disclosure by the Disclosing Party, without any obligation of confidentiality; (ii) publicly known or becomes publicly known through no breach of this Agreement by the Receiving Party; (iii) rightfully received from a third party under no confidentiality obligation with respect to the Confidential Information; or (iv) independently developed by the Receiving Party without use of the Disclosing Party's Confidential Information. In addition, Confidential Information may be disclosed to governments and their agencies under lawful order or judicial order. In the event that SERVVIS receives a request or order to release your Confidential Information, we can comply with the same without your consent. We may notify you of this matter to the extent not prohibited by law or the applicable order or unless we deem, in our sole discretion, that notification could be prejudicial and/or might create or further cause injury or harm to persons or property.
20. RESPONSES TO LAW ENFORCEMENT
20.1 SERVVIS will respond to all valid legal requests to the extent permitted by our Terms and Conditions, Privacy Policy, and Canadian law.
20.2 Please note that due to the time consuming and costly nature of addressing disclosure requests, we reserve the right to charge Users, on a time and material basis, for SERVVIS' efforts taken in response to law enforcement requests initiated either at a User's request or where compelled to comply with court orders, subpoenas and other valid requests in respect of a User Account.
21. ENTIRE AGREEMENT
These Terms, together with the Privacy Policy and any other legal notices or additional terms and conditions or policies published by SERVVIS on the Platform, will constitute the sole and entire agreement between you and SERVVIS relating to the Platform and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, regarding such subject matter.
22. REPORTING AND CONTACT INFORMATION
22.1 All notices of copyright infringement claims should be sent to the Privacy Officer designated in our Privacy Policy found at www.servvis.com/agreements/privacy_policy.html in the manner set out therein.
22.2 Should you become aware of misuse of the Platform including libelous or defamatory conduct, you must report it to SERVVIS using the Chatbox available through the Platform.
22.3 All other feedback, comments, requests for technical support, and other communications relating to the Platform should be directed to SERVVIS using the Chatbox available through the Platform.