These Terms of Service will apply to all Services provided by us unless a different arrangement is agreed and confirmed by us. The Services provided will be according to a mutually agreeable Proposal.
BILLING & FEES
1. Fees. Fees for our Services will be as described in the Proposal. Applicable taxes and disbursements or costs may also apply
2. Additional Costs. Our fees are for the Services provided. If additional costs are application, then you will be informed of them in a timely fashion.
INTELLECTUAL PROPERTY
All content, including graphics, sound, music, images, photography, text, and video, that is provided by the client belongs to the client. All materials, including software, and the related documentation is owned by Greatest Hire Inc. and is protected by Canadian copyright laws and international treaties. You may not modify, reverse engineer, or disassemble any materials or documentation, except as consented to in writing by Greatest Hire Inc. You may not assign, sublicense, or transfer this license or any materials within the software. This license will automatically be voided if you transfer the software or any component of it to a third party without written approval.
PRIVACY and CONFIDENTIALITY
Privacy. The privacy of all personal information will be maintained in accordance with our Privacy Policy. A copy of the Privacy Policy will be provided to you upon request.
Confidentiality. The parties hereto will keep all Confidential Information in strict confidence. They will not disclose Confidential Information to any subcontractors, employees, part-time staff or to any other third parties, except for when it is strictly necessary for our Services.
WARRANTIES
Unless otherwise expressly indicated within these Terms of Service or the Proposal, we make no warranty, representation, guarantee or condition as to the saleability, fitness for a particular application or any other warranty, representation, guarantee or condition regarding any aspect of our Services or the Product.
INDEMNITY
You agree to indemnify and hold us harmless against any and all liabilities, claims, damages, losses, suits, investigations, actions, proceedings, or any causes of action and all related of the costs and expenses, including, without limitations, all expenses and legal fees by a solicitor and own clients relating to any breach of your obligations hereunder, or any unlawful use of the Product.
LIABILITY LIMITATION
1. We will not be liable to you under any situation or any third party for any incidental, indirect, special or consequential damages, expenses, costs, liabilities or losses of any kind, inclusive of lost profits, anticipated or actual revenue loss, data loss, loss of use of any or all information systems, failure to realize anticipated cost reductions or any other economic loss, whether due to negligence, contract, tort, equity, statute, common law or any other cause of action or legal concept, even if we have been advised of the possibility of such. You acknowledge and agree that the limitations of liability set out in this section are fair and reasonable in the commercial circumstances of these Terms of Service. You also agree that we would not have entered into these Terms of Service but for your agreement to limit our liability in the method and the extent provided for herein.
2. Subject to the section above, our total liability, if any, to you for any damages or other liability arising out of or related to the provision of our Services, will in no situation exceed the total amount of our fees actually paid by you in respect of our Product and Services.
NON-RESTRICTION OF SERVICE
Our clients acknowledge that Greatest Hire Inc. is in the business of providing services for a broad range of clients and this will be continued on an ongoing basis. Greatest Hire Inc. shall not be precluded or limited from providing services and products and developing websites, applications, portals, software or other materials for itself or for other respective clients, whether such services, products, software or materials are substantially like or competitive with any Services or Products or Deliverables provided that in doing so Greatest Hire Inc. does not infringe upon any Intellectual Property Rights in any Assigned Deliverable or use any Confidential Information of the client without consent. Further, provided that Greatest Hire Inc. does not use any Confidential Information of the client in doing so, Greatest Hire Inc. is free to use its general knowledge, expertise, skills, and experience, and any ideas, concepts, know-how, enhancements, and practices that are utilized or obtained while providing the Products or Services.
GENERAL
- Assignment. No party to these Terms of Service is permitted to assign the whole or any component of these Terms of Service without the prior written consent of the other parties, who may give or deny consent in the sole discretion of such parties.
- Complete Agreement. These Terms of Service, together with the Proposal, which may be periodically amended constitute the entire agreement between the parties with respect to the subject matter hereof and takes precedence over and replaces all previous negotiations, discussions, and agreements. To the extent of any conflict between these Terms of Service and the Proposal, the latter shall govern and be binding upon the parties.
- Binding Agreement. These Terms of Service shall be binding and to the benefit of each party and their respective successors as well as permitted assigns.
- Modifications. The terms given in these Terms of Service and in the Proposal may only be amended by written agreement signed by the parties hereto.
- Vis Major. We will not be responsible for or considered to be in default of our obligation to provide you with the Services to the extent that the performance of our obligations is delayed or prevented by reason of any natural disaster, act of God, act of government, fire, tornado, flood, accident, strikes or other labour disturbances, shortages of material, supplies or necessary utilities or any other cause that we cannot control. If any such foregoing circumstance does happen, then we will provide you with prompt notice of it and will use reasonable means to deliver of our Services in a timely manner, conditional upon prior termination by either party.
- Governing Law. These Terms of Service will be governed by the laws of the Province of Ontario. Each party attorns unconditionally and irrevocably to the non-exclusive jurisdiction of the courts of the Province of Ontario, and to courts to which appeals therefrom could be taken, with respect to all suits and proceedings, actions, causes of action, as a consequence of these Terms of Service.