PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING OR ACCESSING
TENANTPAY PLATFORM FOR TENANTS.
BY CLICKING ON THE “ACCEPT” OR “YES” BUTTON IN RESPONSE TO THE ENQUIRY
AS TO ACCEPTANCE OF THESE TERMS OF USE (THE “TERMS OF USE”), OR BY
LOGGING IN AND ACCESSING THE TENANTPAY PLATFORM,
YOU ACCEPT AND AGREE TO BE BOUND AND COMPLY WITH THESE TERMS OF USE.
These terms of use constitute a legal
agreement and are entered into by and between You (as defined below) and
Tenant Payment Systems Inc. ("TenantPay",
"we", "us", "our").
The following terms of use, together with any other terms they expressly
incorporate by reference, (collectively,the "Terms of Use") govern Your access to and use of: (a) the TenantPay’s platform for
Tenants available at app.tenantpay.com; and (b) any text,
pictures, media, data, functionality, information and other materials or
content contained on or provided through the TenantPay Platform,
including TenantPay App for Android (as defined below) , TenantPay App
for iOS (as defined below), the Chatbot (as defined below)
(collectively, the "TenantPay Platform"). The rights
granted to TenantPay Platform are expressly conditioned upon acceptance
of the terms and conditions contained herein by the individual acquiring
the license to access and use the TenantPay Platform and responsible for
payment of the Access Fees. The terms "You" or
"Your" refer to the individual browsing, installing,
downloading, accessing or otherwise using the TenantPay Platform
("use" or "using" in these Terms of
Use will mean any of the foregoing).
These Terms of Use do not alter in any
way the terms or conditions of any other agreements You may have with us
in respect of any other products, services or otherwise.
ACCESS TO THE TENANTPAY PLATFORM
Changes to the Terms of Use. Except where
prohibited by applicable laws, we reserve the right, in our sole
discretion, to change any element of these Terms of Use at any
time. We may, in our discretion, change these Terms of Use from
time to time and at any time by posting a new version to the
TenantPay Platform. If You do not agree to any change(s) after
receiving a notice of such change(s), You must stop using the
TenantPay Platform. Otherwise, Your continued access to or use of
the TenantPay Platform after any changes to these Terms of Use
indicates Your acceptance of such changes. If You are a consumer
residing in Québec and You have created an account for the use of
the TenantPay Platform, You will receive an email notice of
changes to these Terms of Use at least 30 days before the changes
come into force and You can refuse the amendment by closing Your
account without cost, penalty or cancellation indemnity within 30
days after the changes come into force.
Access; Permitted Use. Subject to Your payment
of the applicable fees (the “Access Fees”) and
Your acceptance of these Terms of Use, TenantPay grants You a
limited, revocable, non-exclusive, non-transferable,
non-sublicensable right and license (where applicable) to access
and use the TenantPay Platform for Your personal purposes and for
the purpose of managing the payment of Your rents as per these
Terms of Use and subject to all conditions and limitations set
forth herein.
Conditions of Access and Use. To access and use
the TenantPay Platform, You must register for a user account (the
“Account”). To do so, You must be aged 18 years
or older, You must have a valid mailing address in the U.S. or in
Canada, and You shall provide TenantPay with all information
required for the creation of the Account, including any
information that may be required by TenantPay or its third-party
service providers to conduct identity verification procedures. It
is a condition of Your access and use of the TenantPay Platform
that all information You provide is correct, current and complete
information about You and promptly update all information in Your
Account to ensure that Your Account is correct, current and
complete at all times.
Account Confidentiality. You understand and
agree that Your Account is personal to You and You agree not to
provide any other person with access to the TenantPay Platform or
portions of it using Your username, password or other security
information. You agree to notify us immediately of any
unauthorized access to or use of Your username or password or any
other breach of security. You are responsible for any password
misuse or any unauthorized access. We reserve the right at any
time and from time to time, to disable or terminate Your Account,
any username, password or other identifier, whether chosen by You
or provided by us, in our discretion, including for any violation
of any provision of these Terms of Use.
Chatbot. The
TenantPay Platform has an integrated artificial
intelligence-enabled chat interface that assists users in managing
rent payments, addressing frequently asked questions, and offering
general support (the “Chatbot”). The Chatbot is
designed to facilitate communication between TenantPay and You and
TenantPay does not guarantee that the Chatbot will operate without
interruption or errors, that it will be able to process all
inquiries or that its responses will always be accurate or
appropriate.
Suspension of Access; Scheduled Downtime; Modifications. TenantPay may from time to time and in its discretion, without
limiting any of its other rights or remedies at law or in equity,
under these Terms of Use:
suspend Your access to or use of the TenantPay Platform or
any component of it:
for scheduled maintenance;
due to a Force Majeure Event;
if TenantPay believes in
good faith that You have violated any provision of these
Terms of Use;
to address any emergency security concerns;
if required to do so by a Governmental or Regulatory
Authority or as a result of a change in Applicable Laws;
or
for any other reason as provided in these Terms of Use;
and
make any modifications, improvements, customizations,
patches, bug fixes, updates, enhancements, aggregations,
compilations, derivative works, translations and adaptations
(“Modifications” or
“Modify”) to the TenantPay Platform.
You are required to accept all patches,
bug fixes and updates made by or on behalf of TenantPay to the TenantPay
Platform as applicable
Subcontracting. TenantPay may engage third
parties to assist it in providing TenantPay Platform or any part
thereof.
Prohibited Uses
You agree Your access and use of
theTenantPay Platform
will not:
involve You directly or indirectly:
(i) attempting to breach, violate or circumvent or breaching,
violating or circumventing any security or authentication measures;
(iii) restricting, disrupting or disabling services to users, hosts,
servers or networks; (iv) illicitly reproducing TCP/IP packet header;
(v) disrupting network services and otherwise disrupting our ability
to monitor the TenantPay Platform (vi) using any robot, spider,
scraper or other automated or manual process or means to access the
TenantPay Platform for any purpose, including monitoring or copying
any of the material on the TenantPay Platform or for developing and
training models; (vii) violating the restrictions in any robot
exclusion headers on the TenantPay Platform or bypassing or
circumventing other measures employed to prevent or limit access to
the TenantPay Platform; (viii) introducing any viruses, trojan horses,
worms, logic bombs or other material that is malicious or
technologically harmful; (ix) attacking the TenantPay Platform via a
denial-of-service attack, distributed denial-of-service attack,
flooding, mailbombing or crashing; (x) taking any action that imposes,
or may impose, in our discretion, an unreasonable or
disproportionately large load on the TenantPay Platform; and (xi)
otherwise attempting to interfere with the proper working of the
TenantPay Platform;
in any manner violate or promote the violation of any applicable
federal, provincial, local or international law or regulation,
including 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 of Use or the Privacy Policy;
involve transmitting any material
that is false, inaccurate, misleading, 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
discretion to the extent permitted by law;
involve harvesting or otherwise collecting or storing any information
(including personal information) about other users of the TenantPay
Platform including e-mail addresses, without the express consent of
such users;
create adaptations, translations or derivative works based on the
TenantPay Platform, in whole or in part, decompile, disassemble,
reverse engineer; reconstruct or otherwise copy, reproduce or inquire
about the structure and components of the TenantPay Platform;
Modify any portion of the TenantPay Platform;
provide, disclose in detail or otherwise make the TenantPay Platform
available to third parties by any means without the prior written
consent of Tenant Pay; and
use the TenantPay Platform (except for the use of publicly accessible
features) in the presence of third parties who are competitors of
TenantPay.
You will comply with all export laws and regulations under applicable
laws that may apply to its access to or use of the TenantPay
Platform. TenantPay makes no representation or warranty that
the TenantPay Platform may be exported without You first obtaining
appropriate licenses or permits under applicable laws, or that any such
license or permit has been, will be, or can be obtained.
Ownership; Reservation of Rights
Ownership in Your Data. You retain all ownership
and intellectual property rights in and to Your Data (as defined
in Section 4 below). You grant to TenantPay a nonexclusive,
worldwide, royalty free, irrevocable, sublicensable, transferable,
and fully paid up right and license to access, collect, use,
process, store, disclose and transmit Your Data to: (i) operate
and provide You access to the TenantPay Platform; (ii) provide You
with all the functionalities of the TenantPay Platform You agreed
to; (iii) improve and enhance the TenantPay Platform and its other
offerings; (iii) produce anonymized data, information or other
materials that are not identified as relating to a
particular individual or company but expressly excluding Your
Personal Information, (such data, information and materials, the
“Aggregated Data”). TenantPay may use, process, store, disclose
and transmit the Aggregated Data for any purpose to the extent
permitted by applicable laws and without restriction or obligation
of any kind.
TenantPay Ownership. The TenantPay Platform,
Aggregated Data and all of its features and functionality,
including all information, software, code, text, displays,
graphics, photographs, video, audio, design, presentation,
selection and arrangement, and any Modifications to the foregoing
are owned by us, our licensors or other providers of such material
and are protected in all forms by intellectual property laws,
including copyright, trademark, patent, trade secret and any other
proprietary rights. The TenantPay
name, and all related names, logos, product and service names,
designs, images and slogans are our marks or our affiliates' or
licensors' marks. You must not use such marks without our prior
written permission. Other names, logos, product and service names,
designs, images and slogans mentioned, or which appear on the
TenantPay Platform, are the marks of their respective owners. Use
of any such property, except as expressly authorized, will
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. All rights not
expressly granted by TenantPay to You under these Terms of Use are
reserved.
Feedback. To the extent that You submit ideas,
suggestions, documents, or proposals regarding the TenantPay
Platform to TenantPay (“Feedback”), Customer
acknowledges and agrees that:
the Feedback does not contain confidential or proprietary
information and TenantPay is not under any obligation of
confidentiality with respect to the Feedback; and
TenantPay will be entitled to use, commercialize or disclose
(or to choose not to use, commercialize, or disclose) such
Feedback for any purpose, in any way, in any manner, and to
anyone worldwide without any compensation or reimbursement of
any kind to You for such use.
Privacy; Your Responsibility; Internet Security
Your Responsibility. As between You and
us, You are solely responsible for the quality, accuracy, and
completeness of any information, data (excluding Aggregated Data),
content, records and files that You upload, send, transmit to, or
enter into the TenantPay Platform through Your Account, including
Your Personal Information (“Your Data”) and for
the risks of the transmission of such Your Data through the
internet. TenantPay will not be responsible for the corruption,
damage, loss or mis-transmission of any of Your Data, including
any Your Personal information used or transferred by You while
using TenantPay Platform or for the security of data during
Internet Transmission.
Internet Security. The access and use of the
TenantPay Platform are done at Your own risk. You are responsible
for implementing safeguards to protect the security and integrity
of Your computer system and mobile device, and You are responsible
for the entire cost of any service, repairs or connections to Your
computer system or mobile device that may be necessary as a result
of Your use of the TenantPay Platform.
Privacy Policy. You understand that Your
personal information will be collected, used, disclosed, or
otherwise processed in accordance with our privacy policy, found
at
(the "Privacy Policy") .
Third-Party Licensed Technologies and
Websites
Third Party Licensed Technology. Your use of the
TenantPay Platform or certain functionalities thereof may contain
or require the use of Third Party Licensed Technology. In such
case, You will accept and comply with the license terms applicable
to such Third Party Licensed Technology. If You do not agree to
abide by the applicable license terms for any such Third Party
Licensed Technology, then You should not install, access, or use
such Third Party Licensed Technology. Any acquisition by You of
Third Party Licensed Technology, and any exchange of data between
You and any such provider of Third Party Licensed Technology is
solely between You and the applicable Third Party Licensed
Technology provider. TenantPay does not warrant or support Third
Party Licensed Technology, even if they are designated by
TenantPay as “certified” or otherwise recommended. TenantPay
cannot guarantee the continued availability of Third Party
Licensed Technology features, and may cease providing them without
entitling You to any refund, credit, or other compensation, if for
example and without limitation, the provider of a Third Party
Licensed Technology ceases to make the Third Party Licensed
Technology available for interoperation or otherwise in connection
with the corresponding service features in a manner acceptable to
TenantPay. TenantPay is not responsible for any disclosure,
modification or deletion of Your Data resulting from access to
Your Data by such Third Party Licensed Technology or their
providers.
Third Party Websites. The TenantPay Platform may
also provide links or pointers to third-party sites. We make no
representations about any other websites that may be accessed from
the TenantPay Platform. If You choose to access any such sites,
You do so at Your own risk. TenantPay has control over the
contents of any such third-party sites and to the extent permitted
by applicable laws, Tenant Payaccepts no
responsibility for such sites or for any loss or damage that may
arise from Your use of them. You are subject to any terms and
conditions of such third-party sites.
Access Through TenantPay App for iOS. If the
TenantPay Platform is provided to You through the TenantPay App
for iOS, the terms and conditions set out in Exhibit A will
govern, in addition to all the other terms and conditions of these
Terms of Use.
Access Through TenantPay App for Android If the
TenantPay Platform is provided to You through the TenantPay App
for Android, the terms and conditions set out in Exhibit A will
govern, in addition to all the other terms and conditions of these
Terms of Use.
ACCESS FEES AND PAYMENT
Fees.You will pay to
TenantPay the Access Fees as set out in the online order document
filled out and submitted by You and accepted by TenantPay for Your
access of the TenantPay Platform (the “Order Form”). Unless otherwise noted on an Order Form (i) all Access Fees
are identified in Canadian dollars; (ii) Access Fees are
non-cancelable and non-refundable; and (iii) quantities purchased
cannot be decreased during the relevant subscription term. Any
suspension of TenantPay pursuant to these Terms of Use will not
excuse You from Your obligation to make payments due under any
Order Form (as defined below) or these Terms of Use.
Payment Methods; Late Payments. If You are
required to pay Access Fees under the Terms of Use, You must
provide a valid method of payment upon Account creation. You agree
and acknowledge that TenantPay may bill Your payment method as may
be set out in the applicable Order Form(s). You will pay all
Access Fees within the time period as required by us. You may not
withhold or setoff any amounts due under these Terms of Use.
Any late payment will be increased by the costs of collection (if
any) and will incur interest at the rate of one and a half percent
(1.5%) compounded monthly (19.56% annually), or the maximum legal
rate (if less), plus and except if restricted by applicable laws
or if you are a consumer in Quebec, all expenses of collection,
until fully paid. If You have not paid all due and undisputed
Access Fees when such Access Fees become due, TenantPay reserves
the right to: (i) suspend Your access to the TenantPay Platform
until all due and undisputed amounts are paid in full; or (ii)
terminate these Terms of Use immediately on notice, without
incurring any obligation or liability to You or any other person
by reason of such suspension or termination.
Changes to the Access Fees. Except as
restricted by applicable laws or if You are a consumer residing in
Québec, TenantPay reserves the right to change the Access Fees and
institute new charges on notice to You (which may including
posting any new Access Fees on the TenantPay Platform). If You are
a consumer residing in Québec, the Access Fees will be provided to
You before the renewal of any applicable Order Forms in accordance
with Section 1 (a) of these Terms of Use.
Taxes.The Access Fees do
not include applicable sales, use, gross receipts, value-added,
QST, GST or HST, personal property or other taxes. You will be
responsible for and pay all applicable taxes, duties, tariffs,
assessments, export and import fees or similar charges (including
any applicable interest and penalties) payable in connection with
the transactions contemplated by these Terms of Use, other than
taxes based on the net income or profits of TenantPay.
Payment Processor. Payment and collection of
Fees may be enabled through and executed by a third-party payment
processor. Transaction fees associated with the individual payment
and collection of Fees or amounts under these Terms of Use are as
outlined in the pricing plan provided to You. You may be required
to agree to terms and conditions as required by such third-party
payment processor from time to time. Prior to using TenantPay
Platform and any components thereof, You must have all applicable
such third-party payment processor’s terms and conditions in
effect. By using TenantPay Platform or any component thereof, You
acknowledges it must be in full compliance with the terms and
conditions of such third-party payment processor and be in good
standing with such third party payment processor.
Incorrect Payment Charges. To the extent
permitted by applicable laws, in the event that a payment made by
You to Your landlord under the TenantPay Platform is sent to an
incorrect account number, such payment will be retained by
TenantPay until You request a refund in writing using the contact
details set out in Section 12(g). Upon receipt of Your request,
TenantPay will process the refund within the following timeframes
and will charge the following amounts to You to cover TenantPay 's
administrative costs and transfer fees:
If the payment request is made within six (6) months from the
payment date, TenantPay will process the refund within ten
(10) business days from the date of receipt of Your request
and will deduct a fee of thirty dollars ($30) from the payment
amount.
If the payment request is made more than six (6) months
following the payment date, TenantPay will process the refund
within four (4) to six (6) weeks from the date of receipt of
Your request and will deduct a fee of forty dollars ($40) from
the payment amount.
TenantPay reserves the right to amend the refund fee and refund
timeframes with prior written notice to You.
NO FINANCIAL ADVICE
The TenantPay Platform is designed to assist You in managing Your
rent payments and to provide general information and tools to help
You organize Your rental obligations. The content, information,
tools, and features provided by the TenantPay Platform are for
informational purposes only and do not constitute financial,
legal, or other professional advice.
The TenantPay Platform is not a financial planner, investment
advisor, or tax advisor. Nothing on our TenantPay Platform should
be construed as an offer to sell, a solicitation of an offer to
buy, or a recommendation for any financial product or service, nor
should it be considered to be financial planning, investment, tax,
or legal advice.
You acknowledge and agree that You are solely responsible for
Your financial decisions and that You should seek professional
advice from a financial advisor, tax consultant, or legal expert
before making any decisions that could affect Your financial
situation. TenantPay shall not be liable for any decisions made or
actions taken in reliance upon any information contained on this
platform.
DISCLAIMER
GENERAL DISCLAIMER. TENANTPAY DOES NOT WARRANT
THAT THE TENANTPAY PLATFORM WILL BE UNINTERRUPTED OR ERROR FREE OR
THAT ALL ERRORS CAN OR WILL BE CORRECTED; NOR DOES IT MAKE ANY
WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE
TENANTPAY PLATFORM.
EXCEPT AS SPECIFICALLY PROVIDED IN THIS AGREEMENT, TO THE EXTENT
PERMITTED BY APPLICABLE LAW, TENANTPAY PLATFORM ARE PROVIDED "AS IS" AND
"AS AVAILABLE". TO THE EXTENT PERMITTED BY APPLICABLE LAWS, WE HEREBY
DISCLAIM ALL EXPRESS, IMPLIED, COLLATERAL OR STATUTORY WARRANTIES,
REPRESENTATIONS AND CONDITIONS, INCLUDING ANY IMPLIED WARRANTIES OR
CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, COMPATIBILITY,
TITLE, NON-INFRINGEMENT, FITNESS FOR A PARTICULAR PURPOSE OR USE, OR ANY
WARRANTIES OR CONDITIONS ARISING OUT OF COURSE OF DEALING OR USAGE OF
TRADE. WITHOUT LIMITING THE GENERALITY OF ANY OF THE FOREGOING,
TENANTPAY EXPRESSLY DISCLAIMS ANY REPRESENTATION, CONDITION OR WARRANTY
THAT ANY DATA OR INFORMATION PROVIDED TO YOU IN CONNECTION WITH YOUR USE
OF THE TENANTPAY PLATFORM (OR ANY PART OF THEREOF), IS ACCURATE, OR CAN
OR SHOULD BE RELIED UPON BY YOU FOR ANY PURPOSE WHATSOEVER. IF YOU ARE A
CONSUMER RESIDING IN QUÉBEC, THE FOREGOING DOES NOT LIBERATE US FROM THE
CONSEQUENCES OF OUR OWN ACTS OR THOSE OF OUR REPRESENTATIVES.
FURTHER AND WITHOUT LIMITING THE FOREGOING, YOU UNDERSTAND THAT THE
NATURE OF ARTIFICIAL INTELLIGENCE IS NOT INTENDED, AND CANNOT BE, RELIED
UPON WITHOUT INDEPENDENT VERIFICATION. ACCORDINGLY, YOU AGREE THAT IT
WILL INDEPENDENTLY VALIDATE THE RESULTS OF TENANTPAY PLATFORM AND
APPLICABLE TENANTPAY PROPERTY, ALL GENAI OUTPUTS OR OTHER OUTPUTS,
BEFORE RELYING ON SUCH RESULTS, GENAI OUTPUTS AND TENANTPAY PLATFORM AND
YOU WILL ENSURE THAT ALL PERSONS WHOM YOU SHARE SUCH RESULTS AND GENAI
OUTPUTS OR OTHER OUTPUTS, WITH UNDERSTANDS SUCH LIMITATIONS.
DISCLAIMER REGARDING LEASES. TENANTPAY OPERATES
SOLELY AS A FACILITATOR FOR THE COLLECTION AND PROCESSING OF RENTAL
PAYMENTS ("PAYMENT SERVICES"). TENANTPAY IS NOT A
PARTY TO ANY OF YOUR LEASE OR RENTAL AGREEMENT ("LEASE AGREEMENT") ENTERED INTO BETWEEN YOU AND YOUR LANDLORDS OR LEASE OWNERS. YOU
ACKNOWLEDGE AND AGREE THAT TENANTPAY IS NOT A SUBSTITUTE FOR LANDLORDS
AND LEASE OWNERS AND HAS NO INVOLVEMENT IN, CONTROL OVER, OR
RESPONSIBILITY FOR THE PROPERTY SUBJECT TO THE LEASE AGREEMENT, THE
TERMS AND CONDITIONS OF THE LEASE AGREEMENT, OR ANY DISPUTES ARISING
THEREFROM. ALL CLAIMS, QUESTIONS, OR ISSUES RELATING TO YOUR LEASE
AGREEMENT, INCLUDING BUT NOT LIMITED TO THE CONDITION OF THE LEASED
PREMISES, COMPLIANCE WITH THE LEASE AGREEMENT, AND RETURN OF SECURITY
DEPOSITS, SHALL BE DIRECTED EXCLUSIVELY TO THE LANDLORD. THE TENANT
AGREES TO INDEMNIFY AND HOLD TENANTPAY HARMLESS FROM ANY CLAIMS,
DAMAGES, OR EXPENSES ARISING FROM OR RELATED TO THE LEASE AGREEMENT.
TENANTPAY SHALL NOT BE LIABLE FOR ANY LOSS, DAMAGE, OR INJURY OF ANY
KIND SUFFERED BY THE TENANT OR ANY THIRD PARTY THAT IS RELATED TO THE
LEASE AGREEMENT OR THE LEASED PREMISES. IF YOU ARE A CONSUMER RESIDING
IN QUÉBEC, THE FOREGOING DOES NOT LIBERATE US FROM THE CONSEQUENCES OF
OUR OWN ACTS OR THOSE OF OUR REPRESENTATIVES.
Limitation of Liability
TO EXTENT PERMITTED BY APPLICABLE
LAWS, IN NO EVENT WILL THE TOTAL AGGREGATE LIABILITY OF TENANTPAY
IN CONNECTION WITH OR UNDER THIS AGREEMENT, WHETHER IN CONTRACT,
TORT (INCLUDING NEGLIGENCE OR GROSS NEGLIGENCE), OR OTHERWISE,
EXCEED THE AMOUNT OF ACCESS FEES PAID BY YOU FOR THE TENANTPAY
PLATFORM IN THE 12 MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT
GIVING RISE TO THE CLAIM. FOR GREATER CERTAINTY, THE EXISTENCE OF
ONE OR MORE CLAIMS UNDER THIS AGREEMENT WILL NOT INCREASE THIS
MAXIMUM LIABILITY AMOUNT. IN NO EVENT WILL TENANTPAY'S THIRD PARTY
SUPPLIERS HAVE ANY LIABILITY ARISING OUT OF OR IN ANY WAY
CONNECTED TO THIS AGREEMENT.
TO THE EXTENT PERMITTED BY APPLICABLE LAWS, IN NO EVENT WILL
TENANTPAY BE LIABLE TO YOU FOR (I) ANY CONSEQUENTIAL DAMAGES SUCH
AS LOST OR LOSS OF (A) SAVINGS, (B) PROFIT OR REVENUE, (C)
BUSINESS, (E) DATA, (F) USE,; (II) COSTS FOR THE PROCUREMENT OF
SUBSTITUTE PRODUCTS OR SERVICES; OR (II) PROPERTY DAMAGE ARISING
OUT OF OR IN ANY WAY CONNECTED TO THESE TERMS OF USE, EVEN IF
NOTIFIED IN ADVANCE OF THE POSSIBILITIES OF SUCH DAMAGES.
(c)IF YOU ARE A CONSUMER RESIDING IN QUÉBEC, THE FOREGOING DOES NOT
LIBERATE US FROM THE CONSEQUENCES OF OUR OWN ACTS OR THOSE OF OUR
REPRESENTATIVES.
Indemnification
You will defend, indemnify and hold
harmless us, our affiliates and our and their respective directors,
officers, employees, agents, licensors, licensees, suppliers or
successors from and against any claims, liabilities, damages, judgments,
awards, losses, costs, expenses or fees (including reasonable legal
fees) arising out of or relating to Your Lease Agreement, your
relationship with any landlord or other person, Your breach of these
Terms of Use or Your Data.
Termination; Survival
Term. These Terms of Use will commence the
earlier of: (i) the day You first access the TenantPay Platform or
any part thereof, or (ii) the date of Your acceptance of these
Terms of Use; and continue to be in effect for the term indicated
on the Order From, unless terminated earlier as permitted by
applicable laws or in accordance with these Terms of Use. The term
of each Order Form is as specified in the applicable Order Form.
Except as otherwise specified in an Order Form, Order Forms will
automatically renew for additional one-year terms, unless either
Party gives the other written notice (email acceptable) at least
30 days before the end of the relevant order form term (“Order Form Term”).
Termination. TenantPay may, in its discretion,
terminate the access and use to the TenantPay Platform at any time
by providing at least 60 days advance written notice to You, in
which case You will be refunded a prorated amount of the Access
Fees as of the effective date of termination. We have the right,
at all times, without provision of notice and in our discretion
to:
take appropriate legal action, including referral to law
enforcement or any regulatory authority, or notify any harmed
party of any illegal or unauthorized use of the TenantPay
Platform. Without limiting the foregoing, we have the right to
fully cooperate with any law enforcement authorities or court
order requesting or directing us to disclose the identity or
other information of anyone posting any materials on or
through the TenantPay Platform; and
terminate or suspend Your access to all or part of the
TenantPay Platform or disable or terminate any Account,
username, password, or other identifier, whether chosen by You
or provided by us, for any violation of these Terms of Use. If
You are a consumer residing in Québec, You will be provided
with notice if we exercise the rights provided herein, which
notice will explain the reasons for which we have done so.
Effect of Termination.Upon expiration or earlier termination,
You shall immediately discontinue use of the TenantPay Platform,
no new Order Forms may be agreed to or entered into by You and us
and all Order Forms will terminate. Except as otherwise provided
in these Terms of Use, no expiration or termination will affect
Your obligation to pay all Access Fees that may have become due
before such expiration or termination or entitle You to any
refund.
Survival. The
following sections, together with any other provision of these
Terms of Use which expressly or by its nature survives termination
or expiration, or which contemplates performance or observance
subsequent to termination or expiration of these Terms of Use,
will survive expiration or termination of these Terms of Use for
any reason: Section 2 (Prohibited Uses),Section 3 (Ownership; Reservation of Rights), Section 4
(Privacy), Section 7 (No Financial Advice) , Section 8
(Disclaimer), Section 9 (Limitation of Liability), Section 10
(Indemnification), this Section 11(d) (Termination; Survival), and
12 (General Provisions).
General Provisions
Governing Law. Except as restricted by
applicable laws, the TenantPay Platform and these Terms of Use
will be governed by and construed in accordance with the laws of
the Province of Québec and the federal laws of Canada applicable
therein, without regard to conflicts of law principles. Except as
restricted by applicable laws or if You are a consumer residing in
Québec, any action or proceeding arising out of or relating to the
TenantPay Platform and under these Terms of Use will be initiated
in Montréal, Québec, and each party irrevocably submits to the
exclusive personal jurisdiction and venue of such courts sitting
therein. Notwithstanding the foregoing, this choice of
jurisdiction does not prevent us from seeking remedies with
respect to a violation of intellectual property rights in any
appropriate jurisdiction. The United Nations Convention on
Contracts for the International Sale of Goods will not apply to
these Terms of Use.
Entire Agreement and Interpretation. These Terms
of Use (including Order Forms) constitute the entire agreement
between You and us in connection with the subject matter of these
Terms of Use and supersede all prior or contemporaneous
agreements, representations or other communications between You
and us You and us with respect to the TenantPay Platform. The
terms "include" and "including" mean, respectively, "include
without limitation" and "including without limitation." The
headings of sections of these Terms of Use are for reference
purposes only and have no substantive effect. The terms "consent"
or "discretion", when used in respect of us in these Terms of Use,
mean our right to withhold such consent or exercise such
discretion, as applicable, arbitrarily and without any implied
obligation to act reasonably or explain our decision to You.
Waiver. A waiver of any provision of these Terms
of Use must be in writing and a waiver in one instance will not
preclude enforcement of such provision on other occasions.
Severability. Any provision of these Terms of
Use found by a tribunal or court of competent jurisdiction to be
invalid, illegal or unenforceable will be severed from these Terms
of Use and all other provisions of these Terms of Use will remain
in full force and effect.
Assignment. TenantPay may assign these Terms of
Use or any of its rights or obligations hereunder to an affiliated
entity or to a third party in connection with the sale of all or
substantially all of its business or assets relating to these
Terms of Use, whether by merger, sale of stock or shares, sale of
assets, or otherwise, without Your prior written consent.
English Language. The French version of these
Terms of Use is available at [add link to French version of these Terms of Use].
La version française de la présente convention est disponible
à [add link to French version]
>.
Contact. If You have
any questions or comments regarding these Terms of Use or have
feedback, comments, requests for
technical support and other communications relating to the
TenantPay Platform, please contact us at
support@tenantpay.com
Exhibit A
TenantPay App for iOSand TenantPay App for Android
Access Through TenantPay App for iOS
If You access or use the TenantPay Platform through the application
TenantPay or its affiliates made available for download from the
AppleInc. (Apple Inc. together with all of its
affiliates, “Apple”) application store (the “TenantPay App for iOS”) the following termsandconditions
apply to You in addition to all the other terms and conditions of these
Terms of Use in respect of Your access to or use of the TenantPay
Platform through the TenantPay App for iOS:
the parties acknowledge these Terms of Use is concluded between the
Parties, and not with Apple and Apple is not responsible for the
TenantPay Platform and content thereof is governed by these Terms of
Use;
notwithstanding anything to the contrary hereunder, You may use the
TenantPay App for iOS only on an Apple device;
the parties acknowledge that Apple has no obligation to furnish any
maintenance or support services with respect to the TenantPay Platform
(including the TenantPay App for iOS);
in the event of any failure of the TenantPay App for iOS to conform
to any applicable warranty, You may notify Apple, and Apple will
refund the purchase price for the TenantPay App for iOS (if any) to
You. Except for the foregoing, to the maximum extent permitted by
Applicable Law, Apple will have no other warranty obligation
whatsoever with respect to the TenantPay Platform (including the
TenantPay App for iOS), and any other claims, losses, liabilities,
damages, costs or expenses attributable to any failure to conform to
any warranty will be governed by these Terms of Use.
any claim in connection with the TenantPlatform related to product
liability, a failure to conform to applicable legal or regulatory
requirements, or claims under consumer protection or similar
legislation is governed by these Terms of Use, and Apple is not
responsible for such claim.
any third party claim that the TenantPay Platform or Your possession
and use of the TenantPay App for iOS infringes that third party’s
intellectual property rights will be governed by these Terms of Use,
and Apple will not be responsible for the investigation, defense,
settlement and discharge of such intellectual property infringement
claim;
You represent and warrant that You are not: (i) located in any
country that is subject to a U.S. Government embargo, or that has been
designated by the U.S. Government as a “terrorist supporting” country;
or (ii) listed on any U.S. Government list of prohibited or restricted
parties;
You may contact TenantPay in writing regarding any notices,
questions, complaints or claims with respect to the TenantPay Platform
(including TenantPay App for iOS) via email at support@tenantpay.com;
and
Apple is a third party beneficiary to these Terms of Use and may
enforce these Terms of Use against You.
Access Through TenantPay App for
Android
If You are accessing or using the TenantPay Platform through the
application TenantPay or its affiliates made available for download from
the ‘Google Play’ application store made available by Google Inc.
(Google Inc. together with all of its affiliates,
“Google”, such application the “TenantPay App for Android”) the following terms and conditions apply to You in addition to all
the other terms and conditions of these Terms of Use in respect of Your
access to or use of the TenantPlatform through the TenantPay App for
Android:
the parties acknowledge that these Terms of Use is concluded between
the Parties, and not with Google and Google is not responsible for the
TenantPay Platform and content thereof is governed by these Terms of
Use;
the parties acknowledge that Google has no obligation to furnish any
maintenance or support services with respect to the TenantPay Platform
(including the TenantPay App for Android);
to the maximum extent permitted by applicable laws, Google will have
no warranty obligation whatsoever with respect to the TenantPay
Platform (including the TenantPay App for Android), and any other
claims, losses, liabilities, damages, costs or expenses attributable
to any failure to conform to any warranty will be governed by these
Terms of Use;
any claim in connection with the TenantPay Platform related to
product liability, a failure to conform to applicable legal or
regulatory requirements, or claims under consumer protection or
similar legislation is governed by these Terms of Use, and Google is
not responsible for such claim;
any third party claim that the TenantPay Platform or Your possession
and use of the TenantPay App for Android infringes that third party’s
intellectual property rights will be governed by these Terms of Use,
and Google will not be responsible for the investigation, defense,
settlement and discharge of such intellectual property infringement
claim;
You may contact TenantPay in writing regarding any notices,
questions, complaints or claims with respect to the TenantPay Platform
(including the TenantPay App for Android) via email at
support@tenantpay.com; and
Google is a third party beneficiary to these Terms of Use and may
enforce these Terms of Use against You.