RentMoola Terms of Use

Users

Your use of the Services offered by RentMoola Payment Solutions Inc. (referenced here as "RentMoola", "us", "we" or "our") is governed by this Agreement between you and RentMoola.

PLEASE READ THIS AGREEMENT CAREFULLY. IT IS A LEGAL AND ENFORCEABLE CONTRACT BETWEEN YOU AND RENTMOOLA. IN ORDER TO USE THE SERVICES, YOU MUST READ, AGREE WITH AND ACCEPT ALL OF THE TERMS AND CONDITIONS CONTAINED IN THIS AGREEMENT. IN ADDITION, YOU MUST READ, AGREE WITH AND ACCEPT OUR PRIVACY POLICY, AVAILABLE AT: https://rentmoola.com/privacy.

BY USING THE SERVICES, OR BY CLICKING THE "I ACCEPT" BUTTON, YOU: (1) AGREE TO BE BOUND BY THIS AGREEMENT, INCLUDING ALL AMENDMENTS MADE FROM TIME TO TIME; (2) REPRESENT AND WARRANT THAT, IF YOU ARE AN INDIVIDUAL, YOU ARE 18 YEARS OLD OR OLDER OR, IF YOU ARE AN ENTITY, THAT YOU ARE A CORPORATION, PARTNERSHIP, OR OTHER LEGAL ENTITY DULY FORMED (AND INCORPORATED, IF APPLICABLE) IN GOOD STANDING; AND (3) REPRESENT AND WARRANT THAT YOU HAVE THE POWER AND AUTHORITY TO ENTER INTO THIS AGREEMENT, INCLUDING LEGALLY ON ACTING BEHALF OF AN INDIVIDUAL, AND PERFORM ACTS AS REQUIRED BY YOU UNDER THIS AGREEMENT. IF YOU ARE A THIRD PARTY ACCESSING AN ACCOUNT ON BEHALF OF A PAYEE (E.G., AS AN ADMINISTRATOR, CONSULTANT, ANALYST, ETC.), YOU AGREE THAT THESE TERMS APPLY, MUTATIS MUTANDIS, TO YOUR ACTIVITIES ON BEHALF OF SUCH PAYEE.

IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT, CLICK THE "I DO NOT AGREE" BUTTON OR OTHERWISE INDICATE REFUSAL AND DO NOT USE THE SERVICES.

1. Scope

1.1 Definitions

When used in this Agreement, each of the following words and phrases shall have the meanings set out below:

(a) "Account Profile" means a user's account created for unique identification;

(b) "Agreement" means these Terms of Use, including related schedules, policies and other documents that appear under "Legal" on the Website, as may be amended from time to time;

(c) "Business Days" means any day, other than a Saturday or Sunday, on which the chartered banks in Vancouver, British Columbia are open for business;

(d) "Credit Card Payment" refers to the use of the Services to make a payment of rents or fees via credit card by tenants or property owners to their Landlords or property managers (as applicable);

(e) "Debit Card Payment" refers to the use of the Services to make a payment of rents or fees via Visa debit card or MasterCard debit card by tenants or property owners to their Landlords or property managers (as applicable);

(f) "Bank Account Payment" and "Pre-Authorized Debit" refers to the use of the Services to make a payment of rents or fees via checking/chequing bank account by tenants or property owners to their Landlords or property managers (as applicable).

(g) "Force Majeure" means any act, occurrence, condition or event beyond the control of a party that materially affects the performance of that party's obligations under this Agreement that could not reasonably have been foreseen or provided against, including such events as fires, telecommunications or utility or power failures, governmental or quasi-governmental acts, equipment failures, labour strife, riots, war, non-performance of our vendors or suppliers, acts of God, but not including general economic conditions;

(h) "Indemnified Parties" means RentMoola and its subsidiaries, parents, affiliates, officers, directors, agents, employees, consultants, customers, suppliers and other representatives, taken collectively;

(i) "Landlord" means the person with whom you have a lease agreement under which you are using the Services to facilitate Payment;

(j) "Merchant Account" means a merchant account established at the Underwriting Bank into which one or more Payments may be made;

(k) "Payment" means a Credit Card Payment, Debit Card Payment, Bank Account Payment or a Cash Payment as the case may be;

(l) "Payment Amount" refers to the aggregate dollar value of a Payment exclusive of the Service Fee;

(m) "Payment Processor" means RentMoola's third party payment processor;

(n) "Recurring Payment" refers to an automatic recurring payment processed monthly on the date that you or your property manager selected;

(o) "Cash Payment" refers to the use of the Services to make a payment via cash where available;

(p) "Service Fee" means the fee charged by RentMoola to you when you use the Payment Service and a Credit Card Payment, Debit Card Payment, Bank Account Payment or Cash Payment is accepted by RentMoola. The Service Fee that you may be charged for using the Services will be stated on your Account Profile prior to the Payment being submitted to RentMoola for acceptance;

(q) "Services" means the internet Payment services offered through the Website;

(r) "Underwriting Bank" means RentMoola's third party underwriting bank; and

(s) "Website" means the website located at https://www.rentmoola.com and all related webpages.

2. Eligibility and your Account

2.1 RentMoola Service

Subject to the terms of this Agreement and when offered by us, you may use our Services to make Payments through the Website.

2.2 Your Account

When you enroll to use our Services, you must create a RentMoola account and provide an Account Profile. You agree to keep the information in your profile current. If we become aware of any changes to your personal information, we may update your profile. You may opt out of communications, delete your account, and remove payment method details but your payment history and any information linked to those transactions will remain in our system and any information as required or permitted by law.

2.3 Eligibility

To be eligible to use our Services, you must be either (1) an individual at least 18 years old who is able to form legally binding contracts or legally act on behalf of an individual under applicable law with a mailing address in the United States or Canada; or (2) a corporation, partnership, or other legal entity duly formed (and incorporated, if applicable), in good standing, and have the power and authority to enter into this agreement and perform the acts as required by you under this Agreement. You may use the Services on your own behalf or as the authorized representative of a corporation registered to conduct business in the same country in which you reside. No machines, scripts or automated services may be used to access or use the Services.

2.4 Identity Authentication

You hereby authorize us, directly or through third parties, to make any inquiries we consider necessary to validate your identity. This may include asking you for further information, requiring you to take steps to confirm ownership of your email address or financial instruments, ordering a credit report and verifying your information against third party databases or through other sources. You represent and warrant that you have the power and authority to provide this information to us.

3. Making Payments

3.1 Payment Processor

When you make a Payment using our Services, our Payment Processor relays the credit card authorization requests and responses between you, your credit card issuing bank (or one or more credit card agencies) and the Underwriting Bank. The transfer of the Payment amount is effected between your credit card issuing bank and the Underwriting Bank (and not RentMoola). You accept and agree that RentMoola does not at any time receive, collect or hold any Payment amounts.

3.2 Service Fee

Immediately after you make a Payment using the Service, RentMoola will charge you a non-refundable Service Fee. This Service Fee is payable in addition to (and in advance of) the Payment Amount. Service Fees are never deducted from or adjusted against Payment amounts. Service Fees are paid into a separate Merchant Account established by RentMoola and are subject to change at anytime.

3.3 Taxes

It is your responsibility to determine what, if any, taxes apply to the Payments you make, and it is your responsibility to collect, report and remit the correct tax to the appropriate tax authority. RentMoola is not responsible for determining whether taxes apply to your Payment transaction, or for collecting, reporting or remitting any taxes arising from any Payment transaction.

3.4 Credit Card, Debit Card, Bank Account, Pre-Authorized Debit or Cash Delays and Non-Completion

Since Credit Card Payment, Debit Card Payment, Bank Account Payment, Pre-Authorized Debit or a Cash Payment processing times depend on administrative factors and institutional backlogs beyond our control, Credit Card Payments, Debit Card Payments, Bank Account Payments, Pre-Authorized Debit or a Cash Payments may take up to five Business Days (and in rare cases, even longer) to complete. Furthermore, completion of a Credit Card Payment, Debit Card Payment, Bank Account Payments, Pre-Authorized Debit or a Cash Payment is contingent on both the authorization of the Credit Card Payment, Debit Card Payment, Bank Account Payment, Pre-Authorized Debit or a Cash Payment by the applicable credit card issuing bank and acceptance of the Credit Card Payment or Debit Card Payment by the Underwriting Bank. In the event that a Credit Card Payment, Debit Card Payment, Bank Account Payment, Pre-Authorized Debit or a Cash Payment is unable to be completed, we will attempt to notify you at least once through our Website or using the contact information in your Account Profile. In the case of such delay or non-completion, your liability to the intended recipient of the Credit Card Payment, Debit Card Payment, Bank Account Payment, Pre-Authorized Debit or a Cash Payment may be subject to penalties, late fees and interest charges assessed by such recipient, all of which remain your responsibility (and not RentMoola's). If a Credit Card Payment, Debit Card Payment, Bank Account Payment, Pre-Authorized Debit or a Cash Payment is not completed, you are not entitled to a return of any Service Fees charged by us, irrespective of the reason for non-completion.

3.5 No Reversals and No Refunds

If your Payment is completed, you accept and agree that no refunds, cancellations or charge backs are permitted through the Website. If a Payment is refunded, cancelled or charged back by your credit card issuing bank, bank, financial institution, or another person, you are not entitled to the return of any associated Service Fees, irrespective of the reason for such refund, cancellation or charge back. You accept and agree not to request a refund, cancellation or charge back of Service Fees from your credit card issuing bank, bank, financial institution or any other person. Your landlord may authorize a refund for a Payment by submitting a written request to us. The refund is subject to the funds being made available by your landlord and the amount will only be refunded to the payment method used for the payment. There are no refunds whatsoever twelve (12) months after the original payment transaction date.

3.6 Pre-Authorized Debits and Recurring Payments

You hereby authorize us and our respective vendors and agents to initiate debit and credit entries to any bank account you or your Property Manager authorize us to debit funds from, or any other account maintained by you, all in accordance with this Agreement. YOU HEREBY WAIVE THE RIGHT TO RECEIVE ADVANCE NOTICE FROM US AND OUR VENDORS AND AGENTS OF ANY AND ALL SUCH DEBITS. This authorization will remain in effect after termination of this Agreement and until all of your obligations to us have been paid in full. If you change your bank account, this authorization will apply to the new account and you shall provide us, in writing, such information regarding the new account as we deem necessary. Such new account shall thereafter be and become the new bank account for the purpose of this Agreement. It may take us up to ten (10) business days after receipt of a written notice from you to reflect in our system any change to your bank account. If you change your bank account, you agree that you are responsible for all costs incurred by us in connection with your decision to change the account. You may revoke any pre-authorization upon thirty (30) days' prior written notice to us. You will receive an email notification seven days before your scheduled recurring payment is processed. It is your responsibility to disable your pre-authorized debit or recurring payment a minimum of 2 full business days before the scheduled recurring payment date. If you are set up with pre-authorized recurring credit card payments and we cannot complete the transaction with your primary credit card account on file, we will attempt to complete the transaction with the secondary credit card account on file.

3.7 Payment Limits

We may, at our sole discretion, impose limits on the Payment Amount you can send through our Services.

3.8 Insufficient Funds or Credit

NOTWITHSTANDING ANY OTHER PROVISION, RENTMOOLA IS NOT RESPONSIBLE FOR THE PAYMENT OF RENT OR FEES TO YOUR LANDLORD OR PROPERTY MANAGER: YOU ARE SOLELY RESPONSIBLE. ANY FAILURE IN RELATION TO MAKING A PAYMENT TO YOUR LANDLORD OR PROPERTY MANAGER IS YOUR SOLE RESPONSIBILITY AND RENTMOOLA IS NOT LIABLE, IN ANY WAY, FOR YOUR FAILURE OR INABILITY TO MAKE PAYMENTS TO YOUR LANDLORD OR PROPERTY MANAGER. THIS INCLUDES, BUT IS NOT LIMITED TO, ANY SITUATION WHERE YOU HAVE INSUFFICIENT FUNDS OR CREDIT AVAILABLE TO MAKE A PAYMENT TO YOUR LANDLORD OR PROPERTY MANAGER AS A RESULT OF RENTMOOLA CHARGING ANY APPLICABLE SERVICE FEE FOR YOUR USE OF THE SERVICES.

3.9 Declined Service Fees

If any Service Fee is declined for a Payment you have made, your account will be considered in arrears. You must pay any outstanding Service Fees to put your account back into good standing. No additional Service Fees are applicable when paying the Service Fee through your account. Failure to do so may result in your account being suspended and/ or a third party collections agency contacting you.

3.10 Default and Fraudulent Transactions

If any single transaction is investigated and is determined to be fraudulent or suspicious, in RentMoola's sole discretion, RentMoola may terminate or limit the relevant user's account. Such default, fraudulent or suspicious transactions may be reported to legal authorities.

3.11 Payments to Partners

You may only make Payments to building owners, landlords and property managers and entities who are authorized partners of RentMoola and have entered into the RentMoola Terms of Service for Landlords and Property Managers, available at: https://rentmoola.com/terms/property-managers and its services providers (as applicable).

4. Your Conduct

4.1 Conduct

In connection with your use of our Website and our Services, you agree to:

(a) use the Services exclusively for the remittance of rental, condominium, moorage or other property management fees, and not for the remittance of any other types of payments;

(b) comply in all respects with this Agreement and any other agreements that you have entered into with us;

(c) comply with all applicable Federal, State/Provincial and Local laws and regulations;

(d) not register multiple RentMoola accounts without our prior written consent;

(e) not infringe our or any third party's copyright, patent, trade-mark, trade secret or other intellectual property rights, or rights of publicity or privacy;

(f) provide, if requested, confirmation of your identity or any other information you have provided to us, and to cooperate with any investigations of the same by us or our third party delegates;

(g) not make Payments using the Services to provide yourself or any other person with a credit card cash advance;

(h) respond in a reasonable and timely fashion to our communications;

(i) not introduce or facilitate the use or spread of any viruses, trojan horses, worms or other computer programming routines that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or information;

(j) not use any robot, spider, other automatic device or manual process to monitor or copy our Website without our prior written consent;

(k) not use any device, software or routine to bypass our robot exclusion headers or to interfere, or attempt to interfere, with our Website or our Services; and

(l) not take any action that may cause us to lose any of our services from our internet service providers, our Payment Processor or other suppliers.

4.2 Suspected Fraud

IF RENTMOOLA HAS REASON TO BELIEVE, IN ITS SOLE DISCRETION, THAT YOU OR OTHERS MAY ENGAGE OR MAY HAVE ENGAGED IN ANY CRIMINAL OR CIVIL VIOLATION OF APPLICABLE LAWS, RENTMOOLA MAY CEASE TO PROVIDE YOU THE SERVICES, AND WILL CONTACT THE APPROPRIATE ADMINISTRATIVE AND LAW ENFORCEMENT AUTHORITIES. YOU AGREE TO COOPERATE FULLY WITH ANY SUCH INVESTIGATIONS.

5. Intellectual Property

5.1 Limited Licence

You grant to us a limited, non-exclusive and revocable licence to access and use all information and data that you provide in connection with your use of our Services. You agree not to use our Services for co-branding, framing, linking or reselling any portion of our Services.

5.2 Intellectual Property

"RentMoola", "RentMoola.com", all related logos, marks, symbols, and words on our Website (including the Services) are either trademarks or registered trademarks that belong to us or to our licensors. In addition, all content and materials on our Website, Website page headers, custom graphics, button icons, and scripts are our copyrighted materials, service marks, trademarks or trade dress that belong to us or our licensors. You may not copy, imitate or use any of the foregoing without our prior written consent.

6. Security and Electronic Communication

6.1 Unsecure Electronic Channels

You accept full responsibility for all risks associated with electronic communications between us, including, without limitation, the risk that such communications may be delivered to the wrong person, intercepted, lost or altered by a third party.

6.2 Access to Account

You are responsible for ensuring that the Services and your RentMoola account will only be used by you or someone legally authorized to act on your behalf. You agree that any electronic communications made by you or purporting to have been made on your behalf will be binding on you.

6.3 Notice of Unauthorized Use

You agree to notify us immediately if you know or reasonably ought to know that an unauthorized person is accessing or may access our Services (through your RentMoola account or otherwise) or if you become aware of any actual or threatened use of our Services in a manner contrary to this Agreement.

6.4 Web Links

There may be links on our Website to websites not owned or operated by us. We make no representations about, do not endorse, and are not responsible for the content, products, services, privacy policies or practices relating to such other websites. We are not responsible for any losses realized by you or claims made against you relating to your use of such other websites.

6.5 Evidence

Electronic records and other information maintained by us regarding any electronic communications with you will be admissible in any legal, administrative or other proceedings as conclusive evidence of the contents of those communications in the same manner as an original paper document, and you waive any right to object to the introduction of any such record or other information into evidence on that basis.

6.6 Help Center

Standard message rates and data charges from your carrier apply when sending and/or receiving RentMoola text messages or calling the RentMoola Help Center. Please check with your carrier if you have questions about your plan and costs.

7. Privacy

7.1 Privacy

By using the Website and our Services, you agree to the collection and use of your personal information, and the sharing of such information with our Indemnified Parties and your landlord, property manager, or other related party (as the case may be), in accordance with our Privacy Policy, available at http://www.rentmoola.com/privacy.

7.2 Password Security and Keeping Your Email and Address Current

You are responsible for maintaining adequate security and control of any and all IDs, passwords, personal identification numbers (PINs), or any other codes that you use to access the Services. You are also responsible for keeping your email address, street address, and other personal information, up to date in your Account Profile.

7.3 Calls to You; Mobile Telephone Numbers

By providing us with a telephone number (including a mobile telephone number), you consent to receiving autodialed and pre-recorded message calls from us at that number. If we determine that a telephone number you have provided to us is a mobile telephone number, we may categorize it as such in our systems and in your Account Profile, and you consent to receive text messages from us about your use of the Services at that number. Your call may be recorded for training and quality purposes.

8. Indemnification; Limitation of Liability; Warranties

8.1 Indemnification and Release

You agree to indemnify and hold harmless each of the Indemnified Parties from any claim or demand made by such Indemnified Parties or any third parties (including reimbursement of reasonable legal costs incurred) due to or arising out of your use of our Services or our Website, your breach of this Agreement or your violation of any law or right of any third party.

8.2 Limitations of Liability

IN NO EVENT SHALL ANY INDEMNIFIED PARTY BE LIABLE FOR LOST PROFITS, BUSINESS, REVENUE, OR CUSTOMERS OR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, DISCLOSURE OF INFORMATION OR LOSS OF PRIVACY), HOWEVER ARISING OUT OF OR IN CONNECTION WITH OUR WEBSITE, OUR SERVICES OR THIS AGREEMENT INCLUDING NEGLIGENCE EVEN IF RENTMOOLA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ANYTHING TO THE CONTRARY NOTWITHSTANDING, THE CUMULATIVE LIABILITY OF ALL INDEMNIFIED PARTIES TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED IN TOTAL TO THE LESSER OF (A) THE AMOUNT OF SERVICE FEES YOU PAID TO RENTMOOLA IN THE SIX MONTHS PRIOR TO THE EVENT GIVING RISE TO AN ALLEGED LIABILITY AND (B) FIFTY DOLLARS, AS THE SOLE AND EXCLUSIVE REMEDY.

8.3 No Waranty

OUR SERVICES ARE PROVIDED AS IS AND WITHOUT ANY WARRANTY OR CONDITION, EXPRESS, IMPLIED OR STATUTORY, OF ANY KIND. WE SPECIFICALLY DISCLAIM ANY IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WE DO NOT GUARANTEE CONTINUOUS, UNINTERRUPTED, ERROR-FREE OR SECURE ACCESS TO ANY PART OF OUR SERVICES.

8.4 No Jury or Class Action

YOU HEREBY WAIVE ANY RIGHT TO A TRIAL BY JURY AND AGREE THAT ANY AND ALL DISPUTES, CLAIMS, ACTIONS AND CAUSES OF ACTION ARISING OUT OF OR CONNECTED WITH THE TERMS OF USE AND ALL ISSUES AND QUESTIONS CONCERNING THE VALIDITY, INTERPRETATION AND ENFORCEABILITY OF THIS TERMS OF USE AND OTHER DOCUMENTS SHALL BE RESOLVED INDIVIDUALLY, WITHOUT RESORT TO ANY FORM OF CLASS ACTION.

9. Termination

9.1 Termination by RentMoola

We may, in our sole discretion and without penalty or liability whatsoever, terminate this Agreement or your access to our Services for any reason and at any time, upon notice to you.

9.2 Post-Termination Transition

All monetary and non-monetary obligations of the parties owing or to be performed or discharged prior to the date of termination or expiration shall survive termination until such obligations have been performed or discharged.

10. Miscellaneous

10.1 Currency

Unless otherwise specified, all dollar amounts referred to in this Agreement are in lawful money of Canada and the United States.

10.2 Relationship

RentMoola is an independent contractor. Nothing contained in this Agreement will create a partnership, joint venture, principal-and-agent relationship or any similar relationship between us.

10.3 Third-Party Providers

We may use one or more third-party service providers in the course of providing our Services. You agree that information about you and your Payments may be shared with such service providers for the purposes of performing this Agreement in accordance with our Privacy Policy.

10.4 Features and Functionality

You understand that the Services may change over time as we refine and add more features or content. We reserve the right to update, modify, or discontinue the features, functionality, content or other aspects of the Service, including any and all MoolaPerks, contests and promotions at any time, with or without notice, in our sole discretion. Any new features that augment or enhance the current Services, including the release of new tools and resources, shall be subject to this Agreement. We do not guarantee the availability of the Services and/or any of the MoolaPerks or other benefits contained therein, and they are all subject to change at any time without notice.

10.5 Entire Agreement

This Agreement constitutes the entire agreement between us relating to the subject matter of this Agreement; it supersedes and replaces any previous or contemporaneous agreements and discussions between us.

10.6 Representation and Warranty

You represent and warrant that your execution of and performance under this Agreement (a) in no way breaches, contravenes, violates or in any manner conflicts with any of your other legal obligations, [including, without limitation, your corporate charter or similar document, if applicable,] or any agreement between you and any third party; and (b) has been duly authorized by all necessary actions and does not require any consent or other action by or in respect of any third party.

10.7 Notices

In order to be effective, notice pursuant to this Agreement must be given as follows:

(a) notice to you may be given by electronic mail to the email address stated in your Account Profile, or by posting such notice on our Website, whether addressed specifically to you or more generally to users of our Website or our Services; and

(b) except as otherwise stated in this Agreement, notice to us must be sent by postal mail, with an electronic mail copy to info@rentmoola.com, to:

RentMoola Payment Solutions Inc.
710 - 1030 West Georgia Street,
Vancouver BC V6E 2Y3

and such notice is effective on the fourth Business Day following the day on which it is postmarked.

10.8 Severability

The invalidity or unenforceability of any particular provision of this Agreement will not affect or limit the validity or enforceability of the remaining provisions.

10.9 Governing Law

This Agreement is governed by, and is to be interpreted, construed and enforced in accordance with, the laws of the State of Nevada and the laws of the United States of America applicable in Nevada, excluding any rule or principle of conflicts of law that may provide otherwise. This Agreement is governed by, and is to be interpreted, construed and enforced in accordance with, the laws of the Province of British Columbia and the laws of Canada applicable in British Columbia, excluding any rule or principle conflicts of law that may provide otherwise. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.

10.10 Jurisdiction

The parties irrevocably submit to and accept generally and unconditionally the exclusive jurisdiction of the courts and appellate courts of the State of Nevada or the Province of British Columbia with respect to any legal action or proceeding which may be brought at any time relating in any way to this Agreement except for applications for injunctive relief or specific performance by RentMoola. Each of the parties irrevocably waives any objection it may now or in the future have to the venue of any such action or proceeding, and any claim it may now or in the future have that any such action or proceeding has been brought in an inconvenient forum. Jurisdiction and venue under this Agreement shall lie in the State of Nevada or the Province of British Columbia.

10.11 Binding Effect; Assignment

This Agreement enures to the benefit of and binds the parties' respective heirs, executors, administrators and other legal representatives, successors and permitted assigns. You may not assign this Agreement without our prior written consent. We may assign this Agreement to a third party upon notice to you.

10.12 Equivalency

This electronic Agreement and any other materials incorporated herein will be:

(a) deemed for all purposes to be a "writing" or "in writing", and to comply with all statutory, contractual, and other legal requirements for a writing;

(b) legally enforceable as a signed writing as against the parties subject to the electronic documents; and

(c) deemed an "original" when printed from electronic records established and maintained in the ordinary course of business.

Electronic documents introduced as evidence in any judicial, arbitration, mediation or proceeding will, if established and maintained in the ordinary course of business, be admissible to the same extent as business records in written form that are similarly established and maintained.

10.13 Amendments

We may amend this Agreement from time to time at our discretion. You accept responsibility for reviewing all communication about this Agreement on our Website and acknowledge you will be deemed to have agreed to the terms of amendments communicated on our Website if you continue to use our Services.

10.14 Professional Advice

Any information provided to you by us is merely guidance and you agree that it does not constitute professional advice. You should consult with professional accounting, tax, legal and other advisors before deciding to use our Services.

10.15 Waivers

A waiver shall not be effective unless it is in writing and signed by the party against whom the waiver is being enforced.

10.16 Survival

The provisions of Sections 1, 3, 4, 5, 7, 8 and 10.16 of this Agreement shall survive termination and expiration.

10.17 Force Majeure

We are not responsible for damages caused by delay or the failure to perform any of our obligations under this Agreement when the delay or failure is the result of Force Majeure.

10.18 Language

The parties confirm that this Agreement, as well as any other documents relating to this Agreement, have been and shall be prepared in the English language only. Les parties reconnaissent avoir convenue que la présente convention ainsi que tous documents, avis et procédures judiciaires qui pourront être exécutés, donnés ou intentées à la suite des présentes ou ayant un rapport, direct ou indirect, avec la présente convention soient rédigée en anglais. Las partes confirman que este Acuerdo, así como cualesquiera otros documentos relacionados con este Acuerdo, han sido y serán preparados en el idioma inglés solamente.