AGREED TERMS OF USE
Last updated: November 28, 2021
These Terms and Conditions of Use (referred to as "Terms" or “Terms of Use”) govern your relationship with the Agreed app and website (the "Platform") operated by Ascended Matrix Inc. ("us", "we", "our", “Company”, or “Agreed”).
Ascended Matrix Inc. is a corporation registered under the federal laws of Canada and the registered owner of the Agreed trading name in the province on Ontario, Canada. These Terms refer to all platforms that we own and operate, including the platforms located at http://www.agreedapp.com/ and all related platforms, our applications and/or APIs, and online services (our “Platform” or “Platform”), as well as our other services, offerings, and other interactions (e.g., customer service inquiries, user collaborations, etc.) you may have with us (together with our Platform, collectively referred to as the “Platform”). If you do not agree with these Terms, you should not use our Platform. These Terms do not apply to any third-party applications or software that integrate with the Platform (“Third-Party Services”), or any other third-party products, services or businesses.
Your access to and use of the Platform is based on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Platform.
By accessing or using the Platform you agree to be bound by these Terms and accept all legal consequences. If you do not agree to these terms and conditions, in whole or in part, please do not use the Platform.
A. Parties
CUSTOMER: means an individual or organization that registers on the Agreed Platform in compliance with the Platform’s Terms of Use and Privacy Policy for the purpose of acquiring a Services from the Platform;
SERVICE(S) individually or collectively refers to:
USER: someone who accesses, posts, messages, edits, browses, or in any way uses our Platform.
WE, US, and OUR: refers to Agreed.
YOU and YOUR: refer to you, as a user of our Platform.
B. Content
CONTENT: text, images, photos, audio, video, documents, reviews, feedback and all other forms of data or communication.
SITE CONTENT: all of the Content that is made available in connection with our Platform, including Your Content, User Content, Third Party Content, and Agreed Content.
AGREED CONTENT: Content that we create and make available in connection with our Platform.
THIRD PARTY CONTENT: means Content that originates from parties other than Agreed or its users, which is made available in connection with our Platform.
USER CONTENT: means Content that users submit or transmit to, through, or in connection with our Platform.
YOUR CONTENT: Content that you submit or transmit to, through, or in connection with our Platform, such as files, images, posts, comments, invitations, messages, reviews, feedback and information that is generated, posted and/or displayed privately and publicly on our Platform.
We may modify these Terms from time to time. You understand and agree that your access to or use of our Platform is governed by the Terms effective at the time of your access to or use of our Platform. If we make material changes to these Terms, we will notify you by email or by posting a revised version of the Terms on our Site. We will also indicate at the top of this page the date that revisions were last made. You should revisit these Terms on a regular basis as revised versions will be binding on you. You understand and agree that your continued access to or use of our Platform after the effective date of modifications to the Terms indicates your acceptance of the modifications.
To access or use our Platform, you must be over the age of majority and have the requisite power and authority to enter into these Terms. You may not access or use our Platform if we have previously banned you from our Platform or close your account.
We grant you permission to use our Platform subject to the restrictions in these Terms. Your use of our Platform is at your own risk.
Our Platform may be modified, updated, interrupted, suspended or discontinued at any time without notice or liability.
You must register by creating an account and provide certain information about yourself in order to use some of the features that are offered through our Platform. You are responsible for maintaining the confidentiality of your account password. You are also responsible for all activities that occur in connection with your account. You agree to notify us immediately of any unauthorized use of your account. We reserve the right to close your account at any time for any or no reason.
By creating an account, you agree to receive certain communications in connection with your use of our Platform. If you have subscribed to them, you also will receive email marketing and product-related newsletters from us or notices on the Platform. We provide unsubscribe links in all of our email footers if you no longer wish to receive those communications from us.
If you register and create a profile, you may utilize our Platform to post materials, express interest in other Users’ profiles, and communicate with other Users on the Platform in compliance with the Terms and during the period stated in your acceptance. As a User, you may use Agreed’s trademarks and service marks in connection with your use of our Platform so long as you comply with the guidelines for its use that we may provide to you, as may be amended from time to time. You acknowledge and agree that how you utilize our Services as a User impacts our brand. Accordingly, you agree not to utilize our Platform in a manner that diminishes and/or tarnishes our image and/or reputation, and that we may terminate your User Profile and/or license to use our Platform immediately if you do so.
We may use third party services and social media platforms to facilitate registration or login to the platform. These third-party platforms may have different terms, policies and practices than Agreed. We do not assume any responsibility for the terms, policies, practices, actions or omissions of the third parties operating these platforms. We strongly encourage you to read the privacy policies of these platforms to enable you to make an informed decision whether or not to access the platform using these third-party platforms. We also prohibit the user of Agreed’s intellectual property on these third-party platforms in a way that is in breach of the prohibited uses of our content and platform as outlined in these Terms.
The purpose of our Platform is to provide a neutral Platform that facilitates the provision of self-help contract drafting and signature services to be provided by the platform in manner that is compliant with these Terms. You confirm that the content provided on the Platform is true and accurate. You also commit to maintain an updated User Profile, that represents the most up-to-date set of content related to your User Profile.
Our Platform allows you to post, link, store, share and otherwise make available certain information, text, graphics, videos, or other material ("Content") in private communications between Customers. You are responsible for the Content that you post to the Platform, including its legality, reliability, and appropriateness.
By posting Content to the Platform, you grant us the right and license to use and distribute such Content on and through the Platform for the purpose of facilitating the Services to be provided by the Platform. You retain any and all of your rights to any Content you submit, post or display on or through the Platform and you are responsible for protecting those rights.
You represent and warrant that: (i) the Content is yours (you own it) or you have the right to use it and grant us the rights and license as provided in these Terms, and (ii) the posting of your Content on or through the Platform does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person.
We reserve all rights to block or remove communications or materials that we determine to be: (a) abusive, defamatory, or obscene; (b) fraudulent, deceptive, or misleading; (c) in violation of a copyright, trademark or, other intellectual property right of another or (d) offensive or otherwise unacceptable to us in our sole discretion.
You acknowledge that, by providing you with the ability to view and distribute user-generated content on the Platform, we are merely acting as a passive conduit for such distribution and is not undertaking any obligation or liability relating to any contents or activities on the Platform.
You alone are responsible for Your Content and assume all risks associated with Your Content. You represent that you own, or have the necessary permissions to use and authorize, the use of Your Content as described herein.
You may expose yourself to liability if, for example, (i) Your Content contains material that is false, intentionally misleading, or defamatory; (ii) violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (iii) contains material that is unlawful, including illegal hate speech or pornography; (iv) exploits or otherwise harms minors; or (v) violates or advocates the violation of any law or regulation.
Examples of prohibited uses of our platform and Platform
The following are examples of uses that are prohibited on the Platform or when using the Platform Services:
As between you and Agreed, you own Your Content. We own the Agreed Content, including but not limited to the visual interfaces, interactive features, graphics, branded files and templates, promotional assets, design and all other elements and components of our Platform excluding Your Content, User Content, and Third Party Content. We also own the copyrights, trademarks, service marks, trade names, moral rights and other intellectual and proprietary rights throughout the world (“IP Rights”) associated with the Agreed Content and our Platform, which are protected by copyright, trade dress, patent, trademark laws and all other applicable intellectual and proprietary rights and laws. As such, you may not modify, reproduce, distribute, create derivative works or adaptations of, publicly display or in any way exploit any of the Agreed Content in whole or in part except as expressly authorized by us. Except as expressly and unambiguously provided herein, we do not grant you any express or implied rights, and all rights in and to our Platform and the Agreed Content are retained by us.
The Platform and all contents, including but not limited to text, images, graphics or code are the property of Agreed and are protected by copyright, trademarks, database and other intellectual property rights. You may display and copy, download or print portions of the material from the different areas of the Platform only for your own non-commercial use, or to place an order with Agreed. Any other use is strictly prohibited and may violate copyright, trademark and other laws. These Terms do not grant you a license to use any trademark of Agreed Inc. or its affiliates. You further agree not to use, change or delete any proprietary notices from materials downloaded from the Platform.
Refunds
Generally, refunds are not provided. However, in exceptional circumstances, customers may request a refund on a case-by-case basis by emailing us at help@Agreed.com or by reaching out to us on our Contact Us page and you will receive a response within 1-2 business days.
If applicable, once your refund request is received, we will send you an email to notify you that we have received your request. We will also notify you of the approval or rejection of your refund request.
If you are approved, then your refund will be processed, and a credit will automatically be applied to your credit card or original method of payment, within a certain amount of days.
Late or missing refunds (if applicable)
If you haven’t received a refund yet, first check your bank account again.
Then contact your credit card company, as it may take some time before your refund is officially posted.
Next, contact your bank. There is often some processing time before a refund is posted.
If you’ve done all of this and you still have not received your refund yet, please contact us at help@Agreed.com.
In order to provide exceptional service, and accuracy, we regularly update the products and Services on the Platform.
We cannot and do not guarantee the accuracy or completeness of any information, including prices, service images, specifications, availability, Services or the quality of work of third parties. We reserve the right to change or update information and to correct errors, inaccuracies, or omissions at any time without prior notice.
Despite our best efforts, the products or Service available on our Platform may have an error regarding the price, be inaccurately described, or be unavailable.
We may experience delays in updating information on the Platform and in our advertising on other platforms.
When you create an account with us, you must provide us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of your account on our Platform.
You are responsible for safeguarding the password that you use to access the Platform and for any activities or actions under your password, whether your password is with our Platform or a third-party service.
You agree not to disclose your password to any third-party. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.
You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than you without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene.
The Platform may contain links to third-party web sites or services that are not owned or controlled by Agreed.
Agreed has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that Agreed shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such platforms or services.
We strongly advise you to read the terms and conditions and privacy policies of any third-party platforms or services that you visit.
During the course of providing Services to Customers through the Platform, you may exchange electronic versions of documents and content using commercially available software that may be vulnerable to attack by viruses and other destructive electronic programs. Accordingly, Agreed cannot guarantee that all documents will always be received or that such documents will always be virus free, and we make no warranty with respect to any electronic communications between Customers or between you and us. In addition, Agreed makes no warranty with respect to the security of any virtual or electronic communication between Customers and you consent to your exchange of virtual or electronic communications, including confidential documents, unencrypted.
Agreed may use password-protected electronic file storage on a “Cloud” server based inside or outside of Canada to increase our efficiency. If your file requires special storage, such as storage on a server based in a special location or non-electronic storage, please inform us of this requirement, although facilitating such a request is not guaranteed. It is your responsibility to alert us to your special storage or data security needs. Please note that special file storage is likely to lead to additional fees for technical and operational costs, related to such special requirements, which will be communicated in advance and added to your bill for services.
We may terminate or suspend access to our Platform immediately, without prior notice or liability, for any reason whatsoever, including, without limitation, if you breach these Terms or any other agreements between you and Agreed.
All provisions of the Terms shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
Upon termination, your right to use the Platform will immediately cease. If you wish to terminate your account, you may simply discontinue using the Platform or request your account’s deletion.
You agree to indemnify, defend and hold harmless Agreed, its principals, officers, directors, representatives, employees, contractors, licensors, licensees, suppliers and agents, from and against any claims, losses, damages, losses, obligations, costs, actions or demands arising out of the following by the Indemnifying Party or its personnel, agents or representatives for (a) negligence or willful misconduct in connection with these Terms or (b) a breach of these Terms.
These include but are not limited to: (a) fees resulting from your use of the Platform; (b) your breach of any of these Terms; (c) anything you post on or upload to the Platform; and (d) any activity related to your account. This includes any negligent or illegal conduct by you, any person or entity accessing the Platform using your account whether such access is obtained via fraudulent or illegal means.
Agreed, its directors, employees, partners, agents, suppliers, or affiliates, shall not be liable for any loss or damage, direct or indirect, incidental, special, consequential or punitive damages, including without limitation, economic loss, loss or damage to electronic media or data, goodwill, or other intangible losses, resulting from (i) your access to or use of the Platform; (ii) your inability to access or use the Platform; (iii) any conduct or content of any third-party on or related to the Platform; (iv) any content obtained from or through the Platform; and (v) the unauthorized access to, use of or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other claim in law, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose.
Agreed makes no guarantees, representations or warranties of any kind as regards the platform and associated technology. Any purportedly applicable warranties, terms and conditions are excluded, to the fullest extent permitted by law. Your use of the Platform is at your sole risk. The Platform is provided on an "AS IS" and "AS AVAILABLE" basis. The Platform is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance, except as provided for under the laws of any province in Canada. In such cases, the provincial law shall apply to the extent necessary.
Agreed, its subsidiaries, affiliates, and its licensors do not warrant that a) the Platform will function uninterrupted, secure or available at any particular time or location; b) any errors or defects will be corrected; c) the Platform is free of viruses or other harmful components; or d) the results of using the Service will meet your requirements.
If you breach any of these Terms and Agreed chooses not to immediately act, or chooses not to act at all, Agreed will still be entitled to all rights and remedies at any later date, or in any other situation, where you breach these Terms. Agreed does not waive any of its rights. Agreed shall not be responsible for any purported breach of these Terms caused by circumstances beyond its control. A person who is not a party to these Terms shall have no rights of enforcement.
You may not assign, sub-license or otherwise transfer any of your rights under these Terms.
Exclusions
As set out, above, some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you. The laws of Ontario and the federal laws of Canada may apply to certain products and service provided.
These Terms shall be governed by, and interpreted and enforced in accordance with, the laws in the Province of Ontario and the laws of Canada, as applicable.
If any provision of these Terms is held to be invalid or unenforceable by a court of competent jurisdiction, then any remaining provisions of these Terms will remain in effect.
The laws of the province of Ontario, and the laws of Canada applicable in Ontario, will govern use of this Agreement and the interpretation, validity and effect of this Agreement, notwithstanding the parties’ physical location (whether permanent or temporary), residence or domicile. The parties agree to not commence any action by way of class proceedings, class action or any other claim involving court proceedings.
Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of this Agreement, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of this Agreement.
The arbitration shall proceed in accordance with the provisions of the Arbitrations Act (Ontario), S.O. 1991, c. 17. The arbitrator shall have the power to proceed with the arbitration and to deliver their award notwithstanding the default by any party in respect of any procedural order made by the arbitrator. It is further agreed that such arbitration shall be a condition precedent to the commencement of any action at law. The decision arrived at by the arbitrator shall be final and binding and no appeal shall lie therefrom. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction.
We reserve the right, but do not assume the obligation, to investigate any potential violation of this these Terms or any other potential violation of these Terms of Use and to remove, disable access to, or modify any content on the Platform. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. We do not guarantee we will take action against all breaches of these Terms of Use.
We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material we will make reasonable efforts to provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.
By continuing to access or use our Platform after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, in whole or in part, please stop using the Platform and Services.
If you have any questions about these Terms, please contact us at:
1 King Street W, Suite 4800 - 190 Toronto, ON, M5H 1A1
Email: info@agreedapp.com