iRestify’s Terms of Service
This is important information and affects your legal rights so please take the time and read through the Terms carefully.
By signing up for or using the Platform or any other service provided by iRestify, you agree to be bound by the Terms, all applicable laws and regulations governing your use of the Platform or our services, and you represent and warrant that you are at least 18 years of age and have the right, authority and capacity to agree and be bound by these Terms.If you are accessing or using the Platform and the Services on behalf of your employer or any other legal entity, you represent and warrant that you have the authority to legally bind that company or legal entity to these Terms. In that scenario, “you” and “your” will refer to that company or legal entity. In the case that you do not agree with the Terms, we can not provide you access or use of our platform or services. In that case, please contact email@example.com and request to delete your account and discontinue your use of the Platform and the Services.
1. Description of Platform and Services Offered
iRestify is a Venue that Connects Clients and Service Experts
The Platform is a shared economy online platform and allows certain Users (“Clients”) to request and purchase Services from other Users (“Service Experts”) who are independent contractors that provide the Services. Through the Platform, iRestify connects Clients with Service Experts in various service industries including but not limited to cleaning and other similar services, which may change from time to time.
Through the Platform, we provide a venue to connect Clients and Service Experts. The Platform may be used by Clients to request and schedule Services with Service Experts.
As part of iRestify’s process for registering Service Experts with the Platform, iRestify requests the following from potential Service Experts: criminal background check, up to two (2) professional references, and insurance requirements/information. iRestify also conducts online screening, phone screening, and meetings for potential Service Experts. Clients agree to not hold iRestify responsible for the suitability of Service Experts, or the quality of the Services provided by Service Experts. Clients agree that it is their responsibility to determine if a Service Expert will meet their business needs and expectations. iRestify cannot guarantee or control which Service Expert(s) will be available to perform a Service. The iRestify Platform is programmed with an algorithm that will choose Service Experts with the skill, proximity and availability to perform the Client ’s requested Service for each individual Service date.
iRestify Service Expert(s) are hired by the Client to perform Services as described herein. In some cases, the Client may have other Third Party Companies unrelated to iRestify on the Client premises. iRestify Service Expert(s) are not responsible for approving, monitoring or in any way signing off on the completion, accuracy or quality of the job provided by a Third Party or any other person, company or firm unrelated to iRestify.
Any costs incurred in the Client ’s location for repairs, service calls, emergency response by police, other authorities or any Third Party costs are the sole responsibility of the Client and payment for any costs must be arranged between the Client and the Third Party. iRestify and/or iRestify Service Expert(s) is not responsible for any such costs regardless of reason or need.
Unless otherwise agreed to by iRestify in a separate written agreement with you, the Services are made available solely for a Client ’s personal, non-commercial use.
Quality and Account Management
iRestify assigns a Quality Leader for designated Clients. This Quality Leader will perform reviews on a scheduled basis against the Client checklist and work completed. The Quality Leader’s schedule is solely up to the discretion of iRestify.
iRestify also assigns an Account Manager to designated Clients who will assist in the overall management of services as needed.
Clients not assigned a designated Account Manager can call into our general Client service line at +1 (888) 271-7252.
It is the responsibility of the Client to communicate with their Service Expert(s) if they determine the quality requires improvement. The Client can provide feedback online after each and every service by rating each job as well as communicating specific comments and sharing media, which are sent to the Service Expert (s) directly.
The Client can also access their Account Manager by logging into their dashboard as well as by email. Should the Client continue to not be satisfied with the service, the Client can by logging into their dashboard instantly request an alternative Service Expert (s).
Supplies for Service
To respect our Client ’s preferences for supplies and equipment used, Clients can provide equipment and supplies needed for all Services, unless otherwise specified by the Client . In the case the Client chooses to provide supplies, the Client will ensure that sufficient supplies are available at the job location for the Service Experts to complete the work requested; requirements will be confirmed during the telephone consultation process prior to the first service occurrence.
Use of the Platform and Services is Entirely at Your Own Risk
You understand and agree that your use of the Platform and Services, including the provision of services by Service Experts, is completely at your own risk. The Platform and the Services are provided on an “AS IS” and “AS AVAILABLE” basis. iRestify disclaims all representations and warranties, expressed, implied, or statutory, including any warranties or conditions of merchantability, fitness for a particular purpose or non-infringement. In addition, iRestify disclaims any and all responsibility and liability regarding the reliability, timeliness, quality, suitability, or availability of the Platform or any goods or Services obtained through the use of the Platform, or that the Platform or Services will be error-free.
iRestify makes no representation or warranty, and you agree that iRestify has no responsibility or liability to you relating to any of the Services, including any advice provided, or Client ’s transactions or relationship with Service Experts.
No advice or information, whether oral or in writing obtained by you from iRestify shall create any warranty on behalf of iRestify.
iRestify will make reasonable efforts to keep the Platform operational. Certain technical difficulties or regularly scheduled maintenance may from time to time, result in temporary interruptions. iRestify reserves the right, periodically and at any time, to modify or discontinue, temporarily or permanently, functions and features of the Platform and Services, with or without notice to you, all without liability relating to any interruption, modification, or discontinuation of the Platform, Services, or any function or feature thereof.
3. Changes and the Addition of Services
4. User Accounts
You are responsible for all activity that occurs under your account and you agree to safeguard and maintain the confidentiality of your password and other account details. If you believe that your account is being used without your consent or you suspect there has been a security breach to the Platform, please notify us by contacting firstname.lastname@example.org and +1 (888) 271-7252. iRestify makes all commercially reasonable efforts to store and maintain your information and account data in a secure operating environment that is not accessible to unauthorized Users, however, we cannot guarantee complete security and you agree that iRestify is not liable or responsible for any unauthorized disclosure of the information you have provided to iRestify.
5. Text Messaging, Email and Phone Communication
By registering with iRestify, Clients agree that iRestify and Service Experts may from time to time communicate with you via text messaging, email, or phone in order to provide you with Services or information about the Services. These communications will relate to confirmations for the Services you have requested or regular service based communication or job clarifications. You also agree that we may send you promotional or informational materials about Services that we believe may interest you as well as satisfaction surveys. You may opt-out of receiving promotional content at any time by using the unsubscribe mechanism right in our emails or texts.
6. Ownership and License Regarding the Platform
The Platform is owned and operated by iRestify and all trademarks, logos, wallpaper, icons, characters, artwork, files, images, audio clips, graphics, music, sound, information, text, data, comments, postings, submissions, pictures, videos, and other material and content (“Content”) provided it is the property of iRestify or iRestify’s licensors. You are permitted a limited right to access and use the Platform and the Services subject to these Terms. This license is for your personal use, cannot be transferred and it may be revoked at any time.
Except as expressly set out in the paragraph above, nothing in these Terms or your use of the Platform conveys or grants to you any rights in or to the Platform or the Content (other than your own Content). iRestify retains ownership of all copies of the iRestify software applications even after installation on your devices. Except for Content you have submitted or posted to the Platform, you may not alter, archive, copy, reproduce, duplicate, publish, transmit, adapt, display, modify or otherwise use or distribute any Content on the Platform unless specifically authorized by us.
7. User Guidelines
When using the Platform and Services, including while communicating with iRestify staff or agents (“iRestify Representatives”), and other Users, you agree to at all times conduct yourself in a civilized, courteous, and good faith manner.
You agree you will not, nor will you direct, aid, or encourage any other individual to:
a) engage or communicate with iRestify Representatives, other Users, or any other party in the course of using the Platform or Services in a manner that is offensive, abusive, threatening, obscene, or indecent;
b) copy, reproduce, or make available to the public any part of the Platform or Content delivered to you via Platform (except Content owned by you);
c) misuse, hack, vandalize, penetrate the security of, or hijack the Platform including for example (i) circumventing any technology used by iRestify, its licensors, or any third party to protect Content accessible on or through the Platform; (ii) use any spider, robot, other automatic device, or manual process to monitor or copy any information stored on the Platform including any personal information, (iii) circumvent any territorial restrictions applied by iRestify; (iv) manipulate the Platform by using a script or other automated process; or (v) posting, submitting, providing or distributing to or through the Platform malicious content such as malware, trojan horses or viruses;
d) use the Platform to import or copy any files you do not have the legal right to import or copy in this way;
e) re-sell, lease or rent of any part of the Platform or Services;
f) post, submit, provide or distribute to or through the Platform (i) Content that is defamatory, false, or misleading; (ii) Content that is offensive, abusive, defamatory, racist, pornographic or obscene; (iii) Content that is illegal, or intended to promote or commit an illegal act of any kind, including but not limited to, violations of intellectual property rights, privacy rights or proprietary rights of iRestify or a third party; (iv) personal information of third parties or Content that is intended to solicit such personal information; and (v) Content that promotes commercial or sales activities, such as advertising, contests, sweepstakes, or pyramid schemes.
g) use any person’s username and password without their express consent;
h) alter or remove any trademark, copyright or other intellectual property notices contained on or provided through the Platform;
i) use the Platform or its Content in transmitting unsolicited mass mailings or other forms of spam, junk mail, chain letter, or similar; and
j) otherwise use the Platform or Services for a purpose or manner, which is not expressly permitted under these Terms or violates any applicable laws.
You acknowledge that we may investigate any breach of this section and any violations of applicable law and will cooperate with law enforcement and other legal authorities in prosecuting Users in this regard.
Users are responsible for any Content they provide to us or to or through the Platform. Please take care of what you provide and what you upload, and encourage others to take the same precautions. iRestify disclaims any responsibility and liability related to any Content posted, stored, transmitted, or otherwise provided by you or other Users.
Furthermore, Users are responsible to ensure that any communication that Users engage in related to iRestify including but not limited to email, text, phone is done in a safe and legal manner. iRestify disclaims any responsibility and liability related to the circumstances, timing and/or consequences of any communication engaged in and/or made by you or other Users.
Client responsibilities prior to and during the provision of Services by Service Expert
In order for the Service Experts to perform at their best, we ask the following of Clients.
– provide a safe and secure environment for the Service Expert
– ensure to the extent possible, that the areas where Services are to be provided are easily accessible to the Service Expert
-allow the Service Expert to complete the Service without unnecessary interruptions and distractions
-reasonably cooperate with the Service Expert in order to allow the Service Expert to provide Services
8. No Employment
The Platform only provides a venue for connecting Clients with Service Experts. Nothing in these Terms shall constitute or shall be construed to constitute a partnership, joint venture, franchise, agency or employment relationship between iRestify and a Service Expert or any individual engaged by a Service Expert. You acknowledge that Service Experts are independent contractors and that they are not employees of iRestify. Through the platform, Service Experts can operate their business and communicate with their Clients via the online workflow. We do not direct or otherwise control the work of the Service Experts.
9. 24 Month Term, Renewal and Payments
a) Business Recurring Cleaning Services
Upon signing up for iRestify’s Recurring Business Services, the Client has agreed to a twenty-four (24) Month Service Term. Pricing and payments are inclusive of statutory holidays and any individual company service breaks. This means that there are no refunds or reductions issued for periods where the Client may request that cleaning teams do not attend for a scheduled service.
If the Client chooses to not renew the twenty-four (24) month Service Term, the Client must provide Sixty (60) days written notice to the Company prior to the renewal date. If the Client does not provide the required amount of notice as specified, the Client agrees to:
i)Terminate the Contract sixty (60) days after the date of the written notice provided to the Company, OR
ii)Pay immediately a penalty in the amount of the weekly services multiplied by the number of weeks short in the full notice period of sixty (60) days and subsequently finish the remainder of their notice period.
Any termination notice received on or after the renewal date will fall under the 24 Month term cancellation terms outlined in the “Cancellation for Business Recurring Clients” section below.
The number of hours booked by the Client at the start of the contract cannot be materially reduced prior to the end of each twelve (12) month period. Materially changed is defined as reducing the service hours by more than ten percent (10%) of the originally booked hours.
24 Month Review
The Client and Company agree that 60 days prior to the 24 Month Term, a review of the services will take place and the Company and Client may agree to a new pricing arrangement based on market and Client requirements.
b) Service Hold/Suspension Due to COVID-19 Pandemic
As per various Government and health organization’s classification, iRestify is considered to provide essential services and continues to operate under government mandated non-essential services lockdown. If the Client’s business and/or service locations are open iRestify will continue to offer services as before. The Client may continue to request extra services including COVID related extra disinfecting, sanitizing and cleaning services. These will be provided subject to availability of resources by iRestify.
If a Client is temporarily suspending service during this period of government mandated lockdown, their 24 Month Service Term will be temporarily put on hold and will automatically be reactivated when service resumes or the government mandated lockdown is lifted, whichever comes first. The duration of the temporary service suspension will be added to the end of the term thus extending the 24 Month term by that duration.
c) Payments for Business Recurring Clients
For Recurring Business Services, Clients can pay by Credit Card or ACH Direct Payment.
i) If paid by Credit Card, Business Services are billed weekly in advance and in full, approximately twenty-four (24) hours in advance of the first Service occurrence.
ii) If paid by ACH Direct Payment, Business Services are billed weekly in advance and in full, approximately five to seven (5 – 7) days in advance of the Service occurrence. It may take up to seven (7) days for the funds to withdraw from your Bank Account. If the ACH Payment does not go through due to any reasons directly related to the Client / Bank Account (including but not limited to, Non-sufficient Funds (NSF), Stop Payments, Incorrect Banking details, Frozen Accounts or any other Holds on Account etc) the Company will charge the Client for any resulting penalties / service charges resulting from this (including but not limited to NSF Fee, ACH fee for the failed transaction etc.)
The weekly billing cycle is based on Monday to Sunday.
All services are charged weekly and quoted monthly. Holiday stops and any other Client service breaks are charged as part of the annual fees. This means that any statutory holiday stops or any other Client stops do not constitute any refunds.
d) Cancellation for Business Recurring Clients
Should the Client wish to cancel the service prior to the twenty-four (24) Month Service Term, the Client agrees immediately upon cancellation, to pay a penalty in the amount equal to the monthly billings multiplied by the number of months remaining in the twenty-four (24) Month Service Term. By accepting this Agreement, the Client is giving iRestify (and/or a third-party payment processor on iRestify’s behalf) authorization to charge the on-file credit card, debit card, or other approved methods of payment for all remaining payments, (which are equal to the monthly billings multiplied by the number of months remaining in the twenty-four (24) Month Service Term from the date of cancellation) immediately upon cancellation.
The Client agrees that regardless of the reason for the cancellation, this cancellation policy shall remain in effect and be enforced. No partial refunds or credits shall be given for any reason.
e) Payments for One Time Bookings
For one time bookings, Clients can pay by Credit Card or ACH Direct Payment.
i) If paid by Credit Card, the full amount quoted at the time of booking the Service, will be charged to the Client ’s account approximately twenty-four (24) hours in advance of the Service date and time.
ii) If paid by ACH Direct Payment, the full amount of the Service will be charged to the Client ‘s account approximately five to seven (5 – 7) days in advance of the Service date and time. It may take up to seven (7) days for the funds to withdraw from your Bank Account. If the ACH Payment does not go through due to any reasons directly related to the Client / Bank Account (including but not limited to, Non-sufficient Funds (NSF), Stop Payments, Incorrect Banking details, Frozen Accounts or any other Holds on Account etc) the Company will charge the Client for any resulting penalties / service charges resulting from this (including but not limited to NSF Fee, ACH fee for the failed transaction etc.)
If a one time business booking is cancelled or rescheduled twenty-four (24) hours or more prior to the start time of the Service, no charge will be applied. If a booking is cancelled or rescheduled less than twenty-four hours (24) prior to the start time of the Service, a cancellation fee equivalent to two (2) hours of Service will be charged to the Client .
Individual one time bookings cannot be cancelled once the Service has started. Should a cancellation occur at Service start, the full amount of the Service will remain as charged to the Client ’s account.
The full amount of the Service, will be charged to the Client ’s account as per the above Payment terms.
Rescheduling of Bookings
Bookings cannot be rescheduled once the Service has started.
Regardless of the reason for a rescheduling or change, this policy shall remain in effect and be enforced.
f) Costs and Payments related to Personal Protective Equipment
During the COVID-19 Pandemic, the WHO, and various Government and Health Organizations recommend use of Personal Protective Equipment (PPE) including but not limited to face masks and gloves by all individuals when in/outside or in vicinity of other individuals.
In an effort to contain and mitigate the spread of the virus and to ensure the Clients’ safety, iRestify has provided all of its Service Experts guidelines related to the use of PPE. The cost of these PPEs being used to provide services at the Client location will be reflected on the Client invoices and added to their charges. iRestify will notify the Client of the additional amount of charges as related to the above.
If a Client requires additional PPEs including but not limited to head covering, face shields, gowns etc, these may be provided by iRestify for an additional charge and subject to availability.
g) Exclusion for All Services on the iRestify Platform
Service Experts will not complete jobs that are infested with any pests such as cockroaches, rodents and/or animal droppings or any type of soiling as a result of animal excretions. This is considered hazardous. Clients are responsible to ensure that jobs are not booked with the aforementioned exclusion. If a Service Expert arrives and this situation occurs, a refund will not be provided to the Client as it is considered a same day cancellation.
10. Client Satisfaction
If a Client is not satisfied with the service while the Service Expert is still on site, the Client should advise the Service Expert immediately while on site. In the case where the Service Expert is no longer onsite, please contact them immediately via the communication protocol available on the platform. Please report any concerns within twenty-four (24) hours of the completion of the service. You may also request support from your Account Manager and/or email email@example.com At the Company’s sole discretion and if appropriate, the Company will help facilitate the communication between the Client and Service Expert so that a suitable remedy may be found. If the Client and Contractor cannot find a resolution, the Company may intervene, at its sole discretion.
You agree that iRestify is not a party to any contract between a Client and the Service Expert and is not obligated to participate in disputes between the parties, but may choose to do so at its sole discretion.
11. Client ’s Non-Solicitation for Services Outside the Platform
By using the Platform and Services, Clients will be introduced to Service Experts. Clients acknowledge and agree that while a Client is registered with the Platform and for a period of twelve (12) months following the termination of these Terms, all services requested from a Service Expert must be transacted through the Platform and that contacting or using the services of a Service Expert outside of the Platform will constitute a material breach of the Terms. Clients acknowledge and agree that any breach of this clause will cause iRestify irreparable harm, which cannot be readily remedied in damages and that iRestify may take any and all legal action necessary to ensure your compliance with this clause.
12. Special Offers and Gift Cards
iRestify may from time to time and in its sole discretion, provide special offer promo codes (“Codes”) to be used as promotions and gift cards, which may be purchased through the Platform (“Gift Cards”). The Codes and Gift Cards may be used as a credit against the account or other benefit when booking a Service on the Platform.
You agree that Codes and Gift Cards: (i) must be used as per the guidelines set out for that individual Code or Gift Card; (ii) may not be transferred, sold or duplicated in any manner, or made available to the general public unless expressly permitted by iRestify; (iii) may become no longer available or cancelled by iRestify at any time for any reason without liability to iResitfy; and (iv) cannot be exchanged for cash. iRestify has the right to cancel, deny the use of and deem invalid any Code or Gift Card should it determine in its sole discretion that they have been used in violation with any terms set out by iRestify. Furthermore, iRestify has the right to deduct or withhold any and all Codes and Gift Cards if it has reason to believe or if it determines at its sole discretion that the use or redemption was illegal or fraudulent.
We may send you promotional information by email from time to time, subject to your prior consent to receiving such communications. These email promotions and other such promotions are provided for informational purposes and your benefit and are not legally binding.
13. Third Party Websites and Charges
You may incur access, data, or other fees from third parties, such as but not limited to your mobile carrier or internet provider in connection with your use of the Platform or the Services and those relating to automatic upgrades and updates of mobile software. These are services that iRestify does not control. You acknowledge that different terms of service and privacy may apply to your use of such third party services and content.
iRestify disclaims any and all warranties and liabilities in connection with your use of the above mentioned third party references, links, websites, services, and products (and associated fees).
14. Termination and Suspension
You agree that these Terms will continue to apply to you until terminated by either you or iRestify. iRestify may terminate the Terms or suspend (either temporarily or permanently) your access to the Platform at any time and for any reason. If you or iRestify terminate the Terms, or if iRestify suspends your access to the Platform, you agree that iRestify will have no liability or responsibility to you and no amounts will be refunded to you by iRestify that you have already paid, to the fullest extent permitted under applicable law. To terminate/delete your iRestify account, please contact firstname.lastname@example.org directly.
In addition, in order to enforce these Terms, iRestify may take any and all of the following actions:
~ immediate, temporary or permanent withdrawal of your right to use the Platform;
~ immediate, temporary or permanent removal of any Content posted or submitted by you to the Platform;
~ issuance of a warning to you;
~ commence legal proceedings against you for reimbursement of all costs on an indemnity basis (including, but not limited to, reasonable administrative and legal costs) resulting from the breach;
~ further legal action against you; and
~ disclosure of such information to law enforcement authorities as we reasonably feel is necessary.
15. Limitation of Liability
You agree that, to the fullest extent permitted by law, your sole and exclusive remedy for any problems or dissatisfaction with the Platform or the Services, is to uninstall any iRestify software and to stop using the Platform.
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL IRESTIFY, ITS OFFICERS, SHAREHOLDERS, EMPLOYEES, AGENTS, DIRECTORS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, ASSIGNEES, SUPPLIERS OR LICENSORS (“IRESTIFY PARTIES”) BE LIABLE FOR (i) ANY DAMAGES, EXPENSES, LOSSES, CLAIMS, ACTIONS, LIABILITIES AND/OR CONTROVERSIES (COLLECTIVELY, “LIABILITIES”) THAT HAVE ARISEN OR MAY ARISE, RELATING TO YOUR USE OF OR INABILITY TO USE THE PLATFORM, INCLUDING WITHOUT LIMITATION ANY LIABILITIES ARISING IN CONNECTION WITH THE CONDUCT, ACT OR OMISSION OF ANY USER (INCLUDING WITHOUT LIMITATION STALKING, HARASSMENT, ACTS OF PHYSICAL VIOLENCE, AND LOSS OR DESTRUCTION OF PERSONAL PROPERTY), SERVICES, ANY DISPUTE WITH ANY USER, ANY INSTRUCTION, ADVICE, ACT, OR SERVICE PROVIDED BY IRESTIFY OR SERVICE EXPERTS; (ii) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL (INCLUDING LOSS OF USE, DATA, BUSINESS, OR PROFITS) DAMAGES, REGARDLESS OF LEGAL THEORY, WITHOUT REGARD TO WHETHER IRESTIFY HAD KNOWLEDGE OR HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND (iii) AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE PLATFORM AND THE SERVICES, SHALL NOT EXCEED AMOUNTS PAID BY YOU TO IRESTIFY DURING THE PRIOR THREE (3) MONTHS FROM THE EVENT WHICH GAVE RISE TO A CLAIM AGAINST US.
16. The Company’s Declaration of No Liability and Damages Related to any Pandemic including but not limited to COVID-19 or any of it’s mutations and / or associated strains
Client Users – iRestify bears no liability for any damages legal or otherwise for all matters related to any Pandemic, including but not limited to COVID-19 including, but not limited to, diagnosis or exposure to the virus to the Client or any of its affiliates including its Employees or Contractors. Although iRestify has provided strict guidelines to all of its Service Experts in an effort to contain and mitigate the spread of the virus, the Company does not control and is not responsible for the actions of Service Expert(s). To the fullest extent, as applicable by the governing laws, the Company on behalf of its Directors, Officers, Employees, Suppliers and Service Experts, disclaims any liabilities or responsibility of whatever nature and however arising as it may relate to any and all matters related to any Pandemic including but not limited to the Covid 19 Pandemic or any of it’s mutations and / or associated strains.
Service Expert Users – iRestify bears no liability for any damages legal or otherwise for all matters related to to any Pandemic, including but not limited to COVID 19, including, but not limited to, diagnosis or exposure to the virus to the Service Expert or any of its affiliates including its subcontractors and/or employees. To the fullest extent, as applicable by the governing laws, the Company on behalf of its Directors, Officers, Employees, Suppliers and Service Experts, disclaims any liabilities or responsibility of whatever nature and however arising as it may relate to any and all matters related to any Pandemic including but not limited to the Covid 19 or any of it’s mutations and / or associated strains.
In addition to any other indemnity provided elsewhere in these Terms, you agree to defend, indemnify and hold the iRestify Parties harmless from all Liabilities (including reasonable legal fees and costs) arising from: (i) your breach of these Terms or applicable law; (ii) your negligence or misconduct; and (iii) Content you post or submit to or through the Platform.
18. Entire Agreement
Subject to the exceptions set out in this section, these Terms constitute the entire agreement between a Client and iRestify and supersede any prior agreements, whether written or oral, in relation to the subject matter. The Terms cannot be modified except as described in Section 3 of these Terms or with iRestify’s written consent.
Please note, however, that other aspects of a User’s use of the Platform or Services may be governed by additional terms and conditions. These may include additional terms and conditions relating to, for example, access to the iRestify Community for Client support, Codes, or Gift Cards. Such terms and conditions shall govern only with regard to those aspects of the Platform and Service. To the extent that there is any conflict between such additional terms and conditions and these Terms, the Terms shall control.
As a User of the Platform, we may offer you the opportunity to participate in special offers, contests, and Client surveys through the Service. Special offers may be governed by the terms and conditions that are separate from these Terms. If the provisions of a special offer’s terms and conditions conflict with the Terms, those separate terms and conditions shall prevail.
With respect to Service Experts, these Terms and the Service Expert’s independent contractor agreement with iRestify constitute the entire agreement between a Service Expert and iRestify, and supersede any prior agreements, whether written or oral, in relation to the subject matter. To the extent that there is any conflict between these Terms and the Service Expert’s independent contractor agreement, the independent contractor agreement shall prevail, except as otherwise provided in the independent contractor agreement.
Should any provision of the Terms be held invalid or unenforceable for any reason or to any extent, such invalidity or enforceability shall not in any manner affect or render invalid or unenforceable the remaining provisions of the Terms, and the application of that provision shall be enforced to the extent permitted by law.
20. Governing Law, Dispute Resolution and Arbitration and Venue
If there is any disagreement, controversy, dispute or claim about or involving the Platform, Services or these Terms (“Dispute”), by using the Platform or the Services, you agree that the laws of the Province of Ontario will govern the dispute. You agree to the exclusive jurisdiction of the courts of the Province of Ontario. canada
For the quick resolution and reduction of cost of any Dispute, you and iRestify agree to first meet and discuss and negotiate in good faith any Dispute for at least fifteen (15) days before initiating any arbitration proceeding. Such good faith meetings will begin upon written notice by either party. Your address for such notices is your billing or mailing address, with an email copy to the email address you have provided to iRestify. iRestify’s address for such notices email@example.com and 1 Yonge Street, Suite 1801, Toronto, Ontario M5E 1W7.
Except as regarding any action seeking equitable relief, including without limitation for the purpose of protecting any iRestify intellectual property rights, any Dispute arising out of or relating to these Terms, Platform, or the Services shall be settled by binding arbitration before a single arbitrator and in accordance with the provisions of the Ontario Arbitration Act. Any such Dispute shall be arbitrated on an individual basis, and shall not be consolidated in any arbitration with any Dispute of any other party. The arbitration shall be held in Toronto, Ontario, Canada, without giving effect to any principles that may provide for the application of the laws of another jurisdiction.
All information relating to or disclosed by any party in connection with the arbitration of any disputes hereunder shall be treated by the parties, their representatives, and the arbitrator as proprietary business or confidential information. Such information shall not be disclosed by any party or their respective representatives without the prior written authorization of the party furnishing such information. Such information shall not be disclosed by the arbitrator without the prior written authorization of all parties. Each party shall bear the burden of its own counsel fees incurred in connection with any arbitration proceedings.
Judgement upon the award returned by the arbitrator may be entered in any court having jurisdiction over the parties or their assets or application of enforcement, as the case may be. Any award by the arbitrator shall be the sole and exclusive remedy of the parties. The parties hereby waive all rights to judicial review of the arbitrator’s decision and any award contained therein.
iRestify may assign any rights or obligations under these Terms or any part of them without restriction including without your consent. You may not assign any rights or obligations under these Terms or any part of them without iRestify’s prior written approval. These Terms shall inure to the benefit of permitted successors and assignees.
22. Waiver of Class Action Trial
You hereby waive any right to a trial by way of a class action, in connection with any Dispute arising out of or related to these Terms, the Platform or Service.