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Terms of use

Last updated : September 02 2021

Introduction

These Terms of Use (“Terms of Use”) constitutes a legal agreement between you (“you,” “your,” or “User”) and 9426-6855 Québec inc. (doing business as ProAssistance), a Quebec corporation having a head office at 4293 Autoroute des Laurentides, Laval, Québec H7L 5W5 (“ProAssistance” or “us”). This Agreement (as defined below) governs your use of our platform that facilitates communications between Users (as defined below) offered through the mobile applications offered by us for mobile devices such as smartphones and tablets (the “Apps”) and the related services offered by us. The Apps and the related services offered by us are collectively referred to as the “ProAssistance Platform”. All users of the ProAssistance Platform, namely the Requestors and the Home Service Providers, in each case as described below, are collectively called “Users”. Home Service Providers are also required to enter into the Provider Service Terms and to be manually signed by each Home Service Provider in connection with their use of the ProAssistance Platform (as may be modified from time to time in accordance with their terms, the “Provider Service Terms”).

These Terms of Use, together with the Privacy Policy available at https://proassistance.ca/en/privacy-policy/ (as may be modified from time to time in accordance with its terms, the Privacy Policy”), the Provider Service Terms (applicable in the case of the Home Service Providers only), all of which are incorporated herein by reference, are collectively referenced herein as this “Agreement”.

PLEASE READ THE FOLLOWING TERMS AND CONDITIONS AND THE PRIVACY POLICY CAREFULLY BEFORE USING THE PROASSISTANCE PLATFORM.

By clicking the “I Agree to the Online Platform Terms of Use” button or otherwise registering with the ProAssistance Platform, downloading, installing, logging-in or using the Apps or any of ProAssistance’s software, you are expressly acknowledging that you are entering into a legally binding contract with us and, as a result, you thereby agree to accept the terms of, and agree to be bound by this Agreement and by all the terms, conditions, and notices contained or referenced in this Agreement, and any future amendments and additions to this Agreement as we may publish from time to time in accordance with Section 23. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT CLICK “I AGREE TO THE ONLINE PLATFORM TERMS OF USE” AND DO NOT USE THE PROASSISTANCE PLATFORM.

If you do not agree to be bound by this Agreement, you will not have any right to use the ProAssistance Platform. ProAssistance’s acceptance is expressly conditioned upon your assent to this Agreement in its entirety. If this Agreement is considered to be an offer by us, acceptance is expressly limited to this Agreement.

ProAssistance reserves the right to modify or update this Agreement, including these Terms of Use, as provided in Section 23. Please read Section 23 carefully to ensure your understanding of the timing and consent for any changes to this Agreement.

 

1. Eligibility to Use and License

  • Eligibility for Use of the ProAssistance Platform.
    • By using the ProAssistance Platform, you represent and warrant that:
      • all registrations and other information you submit, if any, is
        truthful and accurate;
      • you will maintain the accuracy of any information you provide;
      • you are at least 18 years old, are at least of the legally
        required age in the jurisdiction in which you reside, and are
        otherwise capable of entering into binding contracts;
      • you have the right, authority and capacity to enter into this
        Agreement and to abide by the terms and conditions of this
        Agreement, and that you will so abide;
      • this Agreement constitutes legal, valid and binding obligations
        of the User, enforceable against it in accordance with its
        terms;
      • you are the sole and exclusive owner of the User Content (as
        defined below) that you make available on or through the
        ProAssistance Platform and that you have all rights, title and
        interest, licenses and consents necessary to grant ProAssistance
        the rights in such User Content as contemplated herein, and
        neither the User Content nor your posting, downloading,
        submission or transmission of any User Content or the use by
        ProAssistance of the User Content or any part of User Content as
        contemplated herein will infringe any third party intellectual
        property rights such as copyrights, trademarks, trade secrets,
        moral rights or other intellectual property rights nor will
        result in the violation of any applicable law or regulation; and
      • your use of any aspect of the ProAssistance Platform does not
        violate any applicable law or regulation.
    • The use of the ProAssistance Platform is only available to residents
      of the Province of Quebec and the Province of Ontario. Home Service
      Providers may only render Home Services (as described below) to
      Requestors in the province in which they reside. Eligibility based
      on territorial requirements will be processed by the ProAssistance
      Platform through verification of the User’s postal code provided
      during the account opening process.
    • Registration of Home Service Providers on the ProAssistance Platform
      can be done by natural persons, sole proprietorships or for any
      other legal entity (through a duly authorized representative of such
      legal entity). In the case where a Home Service Provider’s account
      is created for a legal entity, you represent and warrant that (i)
      such Home Service Provider is duly incorporated or formed, organized
      and subsisting under the laws of its jurisdiction or incorporation
      or formation, and is in good standing under the laws of its
      jurisdiction of incorporation or formation, (ii) such Home Service
      Provider has good and sufficient power, authority and right to enter
      into and perform its obligations under this Agreement and the
      transactions contemplated by this Agreement, and (iii) the
      representative of such Home Service Provider who has accepted this
      Agreement for such Home Service Provider has the legal authority to
      bind such Home Service Provider and to cause such Home Service
      Provider to grant all permissions and licenses to ProAssistance
      under this Agreement and otherwise to perform all of its obligations
      under this Agreement.
    • Registration of a Requestor on the ProAssistance Platform can be
      done only by natural persons for his/her own account.
  • User’s Acknowledgment and Acceptance of Terms.
    • ProAssistance provides access to the ProAssistance Platform subject
      to your compliance with this Agreement.
    • As used in these Terms of Use, references to our “affiliates”
      includes our owners, subsidiaries, employees, subcontractors,
      affiliated companies, officers, directors, suppliers, partners,
      payment services providers, sponsors, advertisers, and includes
      (without limitation) all parties involved in creating, producing,
      and/or delivering the ProAssistance Platform and/or its content.
    • BY COMPLETING THE REGISTRATION PROCESS, LOGGING IN AND/OR USING THE
      PROASSISTANCE PLATFORM, YOU AGREE TO BE LEGALLY BOUND BY THESE TERMS
      OF USE. PLEASE READ THEM CAREFULLY. IF YOU DO NOT WISH TO BE BOUND
      BY THE TERMS OF USE, PLEASE EXIT THE PROASSISTANCE PLATFORM NOW.
      YOUR REMEDY FOR DISSATISFACTION WITH THIS PROASSISTANCE PLATFORM, OR
      ANY PRODUCTS, SERVICES, CONTENT, OR OTHER INFORMATION AVAILABLE ON
      OR THROUGH THE PROASSISTANCE PLATFORM, IS TO STOP USING THE
      PROASSISTANCE PLATFORM AND/OR THOSE PARTICULAR PRODUCTS OR SERVICES.
      YOUR AGREEMENT WITH US REGARDING COMPLIANCE WITH THESE TERMS OF USE
      BECOMES EFFECTIVE IMMEDIATELY UPON CLICKING THE “I AGREE TO THE
      ONLINE PLATFORM TERMS OF USE” BUTTON.
  • Limited License Granted.
    • Subject to your compliance with this Agreement, we grant you a
      limited, non-exclusive, non-sublicensable, non-transferable,
      non-assignable license to use and access the ProAssistance Platform,
      but only to the extent permitted in these Terms of Use and the other
      terms and conditions constituting this Agreement. You will not sell,
      transfer, or sublicense the ProAssistance Platform to anyone. Except
      as expressly licensed herein, you will not use, access, integrate
      with, modify, translate, create derivative works of, reverse
      engineer, or otherwise exploit the ProAssistance Platform or any
      component or aspect thereof.
    • More specifically with regard to the Apps, they are licensed (but
      not sold) to you for use only in compliance with and under these
      Terms of Use. These Terms of Use will govern any upgrades for the
      Apps as provided by ProAssistance. You may use the Apps only
      pursuant to these Terms of Use, on any iOS or Android devices,
      smartphones and tablets that you own or control. This license does
      not allow you to use the Apps on any device that you do not own or
      control. The ProAssistance Platform is only intended to be fully
      operational on the latest operating system commercially available
      for any mobile device or, if applicable, the latest version (with
      patches and upgrades) of any Internet browser.

2. The ProAssistance Platform

  • The ProAssistance Platform is Solely a Venue for Communications.
    • the ProAssistance Platform is Solely a Venue for Communications. It
      enables Users who are seeking assistance with, or the performance
      of, services (“Requestors”) to be provided by authorized independent
      third party PLUMBERS, ELECTRICIANS, HVAC TECHNICIANS or PEST
      EXTERMINATORS (with others to be added in ProAssistance’s sole
      discretion from time to time) that are also Users (the “Home Service
      Providers”) and who accept to complete on-demand maintenance
      services and tasks applicable to their respective trade, profession
      and/or technical fields (the “Home Services”), which Home Services
      are completed at the Requestors’ own place of residence or any other
      residence for which the Requestor has obtained all necessary rights
      and permissions to request and cause to be completed such Home
      Services for the Requestor (in each case, an “Authorized
      Residence”). The Home Services may include the delivery and/or
      assembly, installation or repair of furniture, fixtures and/or other
      items (“Merchandise”), but shall be deemed not to include the
      Merchandise itself.
    • The ProAssistance Platform is currently solely intended to be used
      for Home Services at an Authorized Residence and not in any
      commercial or professional environment or premises. Any services
      rendered by a Home Service Provider in a non-residential environment
      or on premises which are not an Authorized Residence as mentioned
      above shall be at the Home Service Provider’s and the Requestor’s
      own risk and liability. ProAssistance reserves the right to
      terminate access to the ProAssistance Platform of any User for
      breaching this restriction, either by requesting or executing
      services at a location which is not an Authorized Residence.
    • Each such Home Services will be provided pursuant to an individual
      contract, to be entered into each time Home Services are to be
      provided, between the Home Service Provider providing such Home
      Services and the Requestor having requested such Home Services
      through the ProAssistance Platform (each such contract, a “Service
      Contract”). Each Service Contract will govern the terms and
      conditions upon which each Home Services are to be provided and
      performed. ProAssistance is not a party to, and has no obligation
      under, any such Service Contract, and the terms and conditions
      thereof are not part of this Agreement.
  • ProAssistance does not perform Home Services or provide Merchandise.
    • The ProAssistance Platform is a communication tool which allows for
      Home Service Providers and Requestors to arrange for HOME ServiceS
      to be performed by a Home Service Provider for the benefit of a
      RequestOr in accordance with a Service Contract. PROASSISTANCE,
      THROUGH THE PROASSISTANCE PLATFORM, OFFERS INFORMATION AND A METHOD
      FOR REQUESTORS TO COMMUNICATE IN ORDER TO OBTAIN HOME SERVICES
      AND/OR MERCHANDISE FROM THE HOME SERVICE PROVIDERS, BUT DOES NOT AND
      DOES NOT INTEND TO ACT IN ANY WAY AS A RETAILER OR MANUFACTURER, OR
      TO OFFER, PROVIDE OR PERFORM SERVICES (INCLUDING, WITHOUT
      LIMITATION, HOME SERVICES) OR MERCHANDISE. RequestOrs will contract
      directly with the selected Home Service Providers and independently
      from ProAssistance PURSUANT TO A SERVICE CONTRACT. We are not
      responsible for the performance of THE Home Services, nor do we have
      control over the quality, timing, provision or failure to provide
      THE HOME SERVICES.
    • BY USING THE PROASSISTANCE PLATFORM, THE REQUESTOR AGREES TO HOLD
      PROASSISTANCE HARMLESS FROM THE RESPONSIBILITY FOR ANY LIABILITY OR
      DAMAGE THAT MIGHT ARISE OUT OF THE HOME SERVICES. PROASSISTANCE IS
      NOT RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY
      USER, AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, WILL NOT BE
      LIABLE FOR ANY CLAIM ARISING IN CONNECTION WITH ANY HOME SERVICES,
      EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT.
  • Background Checks.
    • ProAssistance checks the backgrounds of Home Service Providers via
      third party background check services. However, each Requestor
      should exercise caution and common sense to protect its personal
      safety and property, just as you would when interacting with any
      person whom you do not know.

3. User Accounts; Personal Information and Privacy Policy

  • Enrollment for Use of the ProAssistance Platform.
    • Some of the materials available on the ProAssistance Platform may
      require prior registration to access them. If you decide to access
      such materials you will be required to have a valid account and
      password, which you will be able to obtain by signing up and
      registering on the Apps. As part of the registration, you will need
      to select an acceptable user name in order to use the ProAssistance
      Platform. We may refuse to grant you, and you may not use, a
      username, email address or screen name that is already being used by
      someone else; that may be construed as impersonating another person;
      that belongs to another person; that violates the intellectual
      property or other rights of any person; that is offensive; or that
      we reject for any other reason in our sole discretion.
    • In exchange for registering, and subject to the limitations set
      forth in these Terms of Use, you will be granted the limited right
      to use the following features of the ProAssistance Platform:
      • Home Service Providers will have the ability to propose the
        availability of their Home Services through, and Requestors will
        have the ability to book such Home Services through, the
        ProAssistance Platform;
      • Requestors will have access to information about Home Service
        Providers including, without limitation, a description of the
        Home Services that they are willing to provide to Requestors;
      • The ProAssistance Platform will provide to a Requestor of Home
        Services, and to the Home Service Provider who accepts to
        provide such Home Services, with the Job Rate (as defined below)
        as well as the Dispatch and Handling Fee (as defined below)
        applicable to such Home Services;
      • Home Service Providers will be able to invoice the Home Services
        and any Merchandise used in the provision of their Home Services
        through the ProAssistance Platform;
      • Requestors will be able to use the ProAssistance Platform to
        make payments for Home Services and Merchandise; and
      • Requestors will have the ability to provide comments and
        feedback (e.g., ratings) on a Home Service Provider’s
        performance of the Home Services, and Home Service Providers
        will have the ability to provide comments and feedback (e.g.,
        ratings) on a Requestor’s behavior and collaboration in respect
        of the Home Services requested by such Requestor, as the case
        may be, the whole as more fully described in Section 4 below.
  • Collection and Sharing of your Personal Information: Privacy Policy.
    • When you complete a registration with us, you will be required to
      provide certain personal information. Such information may be
      visible to other Users of the ProAssistance Platform and you agree
      that such information will be true, accurate and complete, and that
      you will update this information promptly when it changes. If you
      provide any information that is untrue or inaccurate, not current,
      or incomplete, or if we suspect that your information is untrue or
      inaccurate, not current, or incomplete, we may, in our sole
      discretion, suspend or terminate your right to access any material
      for which registration is required.
    • You grant us the right to disclose to third parties certain
      information we obtain through your use of the ProAssistance
      Platform, including your registration data, and any such disclosure
      or sharing of any personally identifiable information supplied
      hereunder will be subject to the terms of our Privacy Policy, which
      is incorporated by specific reference into this Agreement.
    • As further described in our Privacy Policy, ProAssistance may
      disclose personal information that we collect or you provide to our
      affiliates. Please read our Privacy Policy for more detailed
      information on our practices with respect thereof.
  • Account, Password and Security.
    • You are the sole authorized user of your account. You are
      responsible for maintaining the confidentiality of any username,
      password and account provided by you or us for accessing the
      ProAssistance Platform.
    • You are solely and fully responsible for all activities that occur
      under your account, except that ProAssistance may, in certain
      circumstances, access your account to make changes that you request,
      such as rescheduling a Home Services appointment. You agree not to
      choose a password that may be easily discovered (e.g. date of birth,
      phone number, address, postal code, social insurance number, health
      insurance or driver’s license number) or to make it available on any
      document or storage platform that makes it readily accessible to
      others, in which case ProAssistance shall be entitled to presume
      that a User has contributed to the unauthorized access and activity
      on your account, if applicable.
    • ProAssistance has no control over the use of any User’s account by
      the User or third parties and expressly disclaims any liability
      derived therefrom. Should you suspect that any unauthorized party
      may be using your password or account or that such password may be
      known by an unauthorized third-party, or you suspect any other
      breach of security, you must contact us immediately at
      info@proassistance.ca. Nothing in this Section shall affect
      ProAssistance’s rights to limit or terminate the use of the
      ProAssistance Platform, as provided below in Section 6(b).
    • If you are a Home Service Provider with employees, the ProAssistance
      Platform allows you to give access to your account to some or all of
      your employees, who will each have their own username and password.
      However, such employees are not parties to this Agreement and, as
      party to this Agreement, the Home Service Provider whose employees
      access and/or use the ProAssistance Platform is solely and fully
      responsible and liable for all activities of such employees under
      such Home Service Provider’s account and to ensure that such
      employees fully comply with the terms of this Agreement. Other terms
      applicable to your employees’ access to the ProAssistance Platform
      are set forth in the Provider Service Terms.
  • Keeping your Information Up to Date
    • You are also responsible for updating your account information,
      including, without limitation, any change to your legal name, email
      address, telephone number, residential address, province, territory
      or jurisdiction of residence. Updates to your ProAssistance
      membership information can be made online by accessing your account.
      We may request that you confirm or update your personal information
      or validate its accuracy at any time, and you are responsible for
      responding to our request. We are not responsible if we cannot
      contact you because you have not given us current or accurate
      information or responded to a validation request. ProAssistance may
      always rely on the accuracy of the ProAssistance membership
      information provided in your account until otherwise advised by you
      through an account membership information update made through the
      ProAssistance Platform, including, without limitation, as to the
      province, territory or jurisdiction of your residence most recently
      provided through the ProAssistance Platform.
    • A REQUESTOR WILL RECEIVE A SERVICE CONTRACT ATTACHED TO HIS OR HER
      INVOICE FOR EACH HOME SERVICE PERFORMED FOR SUCH REQUESTOR THROUGH
      THE EMAIL ADDRESS USED FOR THE REGISTRATION OF HIS OR HER ACCOUNT,
      WITH THE SERVICE PROVIDER COPIED THERETO. IT IS THEREFORE IMPORTANT
      THAT SUCH ACCOUNT INFORMATION, INCLUDING YOUR EMAIL ADDRESS, IS
      ALWAYS KEPT UP TO DATE.
  • Proof of Identity.
    • Each User shall provide us with such proof of identity as we may
      reasonably request from time to time.
  • Text Messages and Phone Calls.
    • By providing your phone number and using the ProAssistance Platform,
      you are agreeing that we may, to the extent permitted by applicable
      law, use your mobile phone number for calls and, if such phone
      number is a mobile number, for text (SMS) messages, in order to
      assist with facilitating the requested Home Services. Standard call
      or message charges or other charges from your phone carrier may
      apply to calls or text (SMS) messages we send you. You may opt-out
      of receiving text (SMS) messages from us by replying with the word
      “STOP” to a text message from us. You acknowledge that opting out of
      text (SMS) messages may impact your ability to use the ProAssistance
      Platform.
  • Emails.
    • You agree that ProAssistance may send you confirmation and other
      communications regarding the Home Services. ProAssistance may also
      send you emails about services that we think might interest you
      (“Promotional Emails”) if you have provided your consent to receive
      the same. You can unsubscribe from Promotional Emails at any time by
      clicking unsubscribe in our email communications or contacting us.
    • Our form of communication with you about your account, your use of
      the ProAssistance Platform and all Home Services related thereto
      will be by email. By using the ProAssistance Platform to solicit any
      Home Services, you agree that all communications related to your use
      of the ProAssistance Platform, the Home Services and any other
      related information may be provided to you electronically and,
      unless we choose otherwise, electronically only.

4. Ratings, Reviews and Comments

  • Rating and Review Process
    • Within a certain period following the completion of the Home
      Services, Home Service Providers and Requestors may leave a public
      review (“Review”) and complete and submit a star rating (“Rating”)
      about each other. Ratings and Reviews reflect the individual opinion
      of Users and do not reflect the opinion of ProAssistance in any way.
      Ratings and Reviews prepared by Home Service Providers and
      Requestors must be accurate and may not contain offensive or
      defamatory language. ProAssistance reserves the right to remove any
      Review that does not comply with these guidelines and remove or
      correct any Rating or Review which was indicated by a User as being
      made by inadvertence or mistake.
  • Ratings and Review Limitations
    • Users are prohibited from manipulating ProAssistance’s Ratings and
      Reviews system in any way such as, but not limited to, asking a
      third party to write positive or negative Reviews on another User.
  • Termination for Breach
    • ProAssistance may, in its sole and absolute discretion and without
      notice, terminate access to a User’s account to a User who has a
      Rating deemed non-exemplary by ProAssistance. The exemplary nature
      of a User’s Rating is left to the sole and absolute discretion of
      ProAssistance.

5. Payments; Satisfaction Policy

  • Payments.
    • Each time Home Services are booked through the ProAssistance
      Platform, the applicable Requestor and the applicable Home Service
      Provider will enter into a Service Contract to obtain such Home
      Services. It will not be possible to finalize the booking of Home
      Services through the ProAssistance Platform unless the applicable
      Requestor and the applicable Home Service Provider have accepted the
      Service Contract through the ProAssistance Platform.
    • Upon confirmation by the Home Service Provider of the completion of
      the Home Services through the ProAssistance Platform, the Requestor
      will be provided a final invoice for the price and cost of all Home
      Services and Merchandise, which shall become accessible through the
      ProAssistance Platform. Except in the circumstances provided in the
      following paragraph, the Requestor will then confirm acceptance and
      satisfaction of the Home Services as per the terms of the Service
      Contract, which shall solely be made through the ProAssistance
      Platform. The Requestor’s payment to the Home Service Provider will
      then be handled through the ProAssistance Platform by charging the
      Requestor’s credit card according to the amount set forth on the
      invoice. The Requestor hereby authorizes us to charge the credit
      card on file in the Requestor’s ProAssistance Platform account for
      such amounts on behalf of the Home Service Provider. We retain the
      right, in our sole discretion, to place a hold on the Requestor’s
      credit card for ordered or completed Home Services transaction or to
      charge nominal amounts to validate the payment processing on the
      provided credit card.
    • Should a Requestor consider that the items charged pursuant to the
      invoice provided by the Home Service Provider are not compliant with
      the applicable Service Contract entered into between the Requestor
      and the Home Service Provider, he or she shall advise the Home
      Service Provider, who will promptly leave the premises of the
      Requestor. Both parties shall then contact ProAssistance’s customer
      service department by telephone at 1-833-946-6776 or by email at
      info@proassistance.ca within 48 hours and shall open a complaint
      with respect thereof. The Requestors expressly agree that failure to
      file a complaint within this period will be deemed to be the
      acceptance by the Requestor of the applicable invoice and will
      entitle ProAssistance to process the indicated payment on the
      Requestor’s credit card in the manner set forth in the previous
      paragraph.
    • If the Requestor has agreed with the Home Service Provider to extend
      or reduce the hours in or to reschedule requested Home Services, the
      Requestor bears the responsibility for notifying ProAssistance.
      Requestors must notify ProAssistance either by changing the date or
      hours of the requested Home Services through the ProAssistance
      Platform or by contacting info@proassistance.ca. All payments by
      Requestors for Home Services and Merchandise must be made through
      the ProAssistance Platform.
    • Any payments paid outside of the ProAssistance Platform are not
      subject to our Satisfaction Policy in Section 5(c). Except for
      the Satisfaction Policy in Section 5(c), no refunds or credits
      will be provided once the Requestor’s credit card has been charged,
      except that at our sole discretion, refunds or credits may be
      granted in extenuating circumstances, as a result of specific
      promotions, or to correct any errors we have made. Requestors will
      pay for all Goods and Services Tax (GST), Harmonized Sales Tax (HST)
      and other sales taxes (including, without limitation, the Quebec
      Sales Tax), as applicable on the Home Services and Merchandise
      provided.
  • Job Rate and Dispatch and Handling Fee
    • As consideration for Home Services requested and accepted through
      the ProAssistance Platform, a Requestor will be charged (i) a rate
      for each minute during which such Home Services are provided by the
      Home Service Provider (“Job Rate”), and (ii) a non-refundable
      dispatch and handling fee based on the location where the Home
      Services are to be performed and the time of the request made by the
      Requestor (“Dispatch and Handling Fee”). The Job Rate and Dispatch
      and Handling Fee will be disclosed through the ProAssistance
      Platform when the Requestor communicates its requirement for Home
      Services and will be set forth in the applicable invoice to be
      provided in respect of such Home Services.
    • In the event a Requestor cancels a request for Home Services after
      the Home Service Provider arrives at the designated Requestor’s
      location or does not show after the Home Service Provider has waited
      at least 10 minutes at the designated Requestor’s location, the
      Dispatch and Handling Fee for such Home Services will be invoiced
      and payable even if the Home Service Provider does not perform such
      Home Services.
    • There will be no fixed service fee schedule for calculating the Job
      Rate or the Dispatch and Handling Fee. Instead, the Job Rate will be
      calculated on a request by request basis in accordance with our
      proprietary formula which takes into account, among other things,
      the location where the Home Services are to be performed, the
      licensure requirements to provide the requested Home Services, the
      time of day and week (including statutory holidays and weekends)
      that such Home Services are requested to be provided, and other
      factors relevant to the pricing of the requested Home Services. The
      Dispatch and Handling Fee is based on the location where the Home
      Services are to be performed and the time of the request made by the
      Requestor.
  • “Satisfaction Policy” Policy.
    • ProAssistance offers to the Requestors a satisfaction policy (the “Satisfaction Policy”) in connection with Home Services (the
      “Applicable Home Services”) provided by a Home Service Provider (the
      “Applicable Home Service Provider”) through the ProAssistance
      Platform if the Applicable Home Services do not meet applicable
      industry standards, the whole in accordance with the terms and
      subject to the conditions set forth in these Terms of Use.
    • The Satisfaction Policy applies for a period of 90 days following
      the day on which the Applicable Home Services have been completed.
      In order to avail himself or herself of the Satisfaction Policy,
      the Requestor of the Applicable Home Services who considers that the
      Applicable Home Services were not reasonably satisfactory compared
      to industry standards must communicate with ProAssistance to request
      the application of the Satisfaction Policy within 90 days
      following the day on which the Applicable Home Services have been
      completed by phone at 1-833-946-6776 ou by email at
      info@proassistance.ca (a “Satisfaction Policy Request”).
    • Following a Satisfaction Policy Request, ProAssistance will
      require from the Requestor:
      • photos and videos showing the nature of the problem that lead to
        a Satisfaction Policy Request (the “Applicable Problem”);
      • a written detailed explanation of the nature of the Applicable
        Problem;
      • a written confirmation that there has been no intervention by a
        third party or the Requestor on the work resulting from the
        Applicable Home Services; and
      • any other supporting documentation which ProAssistance may
        reasonably request (collectively, the “Satisfaction Policy
        Supporting Documentation”).
    • The Satisfaction Policy Supporting Documentation must be provided
      by the Requestor no later than ten (10) days following the date on
      which ProAssistance has requested such Satisfaction Policy
      Supporting Documentation from the Requestor.
    • As soon as practicable after the Satisfaction Policy Supporting
      Documentation has been submitted by the Requestor to ProAssistance,
      ProAssistance will contact the Applicable Home Service Provider and
      provide it with the Satisfaction Policy Supporting Documentation.
      If the Applicable Home Service Provider accepts to correct the
      Applicable Problem at no cost, the Requestor and the Applicable Home
      Service Provider shall arrange for such Applicable Problem to be
      corrected at a time to be determined between them through
      ProAssistance.
    • If the Applicable Home Service Provider does not accept to correct
      the Applicable Problem at no cost as mentioned above, ProAssistance
      will contact one or more Home Service Providers who have not
      provided the Applicable Home Services selected by ProAssistance at
      its sole discretion (the “Evaluating Home Service Providers”) and
      will provide it with the Satisfaction Policy Supporting
      Documentation.
    • If, based on their assessment of the Satisfaction Policy
      Supporting Documentation, the Evaluating Home Service Providers
      conclude that the Applicable Home Services have not been performed
      in accordance with applicable industry standards, then ProAssistance
      will inform the Applicable Home Service Provider of the Evaluating
      Home Service Providers’ assessment and give the opportunity to the
      Applicable Home Service Provider to correct the Applicable Problem
      based on the assessment of the Evaluating Home Service Providers,
      and:
      • If, based on such assessment, the Applicable Home Service
        Provider accepts to correct the Applicable Problem at no cost,
        the Requestor and the Applicable Home Service Provider will
        arrange for such Applicable Problem to be corrected at a time to
        be determined between them through ProAssistance and such
        correction shall be at no cost to the Requestor.
      • If, based on such assessment, the Applicable Home Service
        Provider maintain its refusal to correct the Applicable Problem
        at no cost, the Requestor will be entitled to request through
        the ProAssistance Platform that another Home Service Provider
        provide Home Services for the purpose of correcting the
        Applicable Problem (the “Corrective Home Services”) provided
        that the amount payable by the Requestor (before applicable
        taxes) for such Corrective Home Services shall be subject to a
        discount equal to:
        • 25% compared to the otherwise applicable Job Rate and
          Dispatch and Handling Fee for the portion of the invoiced
          fees for the Corrective Home Services between $0 and $3,000;
          and
        • 20% compared to the otherwise applicable Job Rate and
          Dispatch and Handling Fee for the portion of the invoiced
          fees for the Corrective Home Services that exceeds $3,000;
      • being provided that, subject to the aforementioned discount, the
        Corrective Home Services and the related Merchandise will be
        invoiced to, and shall be paid by, the Requestor in accordance
        with these Terms of Use.
    • If, based on their assessment of the Satisfaction Policy
      Supporting Documentation, the Evaluating Home Service Providers
      conclude that the Applicable Home Services have been performed in
      accordance with applicable industry standards, then the Requestor
      will not be entitled to the benefit of the Satisfaction Policy.
    • Thus, in order to benefit from the Satisfaction Policy in
      accordance with the terms hereof, all the following conditions must
      be met:
      • The Applicable Home Services must have been ordered, invoiced
        and paid through the ProAssistance Platform in accordance with
        this Agreement;
      • The Satisfaction Policy Request must have been made as set
        forth above no later than 90 days following the day on which the
        Applicable Home Services have been completed;
      • The Requestor must provide the Satisfaction Policy Supporting
        Documentation within the delays set forth above;
      • There must have been no intervention by a third party or the
        Requestor on the work resulting from the Applicable Home
        Services after the Applicable Home Services have been performed
        by the Applicable Home Service Provider (including, without
        limitation, an intervention meant to correct the Applicable
        Problem); and
      • Unless the Applicable Home Service Provider agrees otherwise in
        accordance with the terms above, the Evaluating Home Service
        Providers must have concluded that the Applicable Home Services
        were not performed in accordance with applicable industry
        standards.
    • In addition, the Satisfaction Policy will not apply to:
      • Home Services relating to sanitary unblocking or drain
        unclogging;
      • problems that result from the use of Merchandise provided by the
        Requestor or that the Requestor has explicitly requested be used
        by the Home Service Provider;
      • problems that result from tasks performed by the Home Service
        Provider in a manner explicitly instructed by the Requestor
        contrary to the advice of the Home Service Provider;
      • problems which are not directly attributable to the Home
        Services; and
      • any payments made for the Merchandise itself.

6. Term and Termination and Cancellation of Home Services

  • Term.
    • This Agreement shall continue in full force and effect until such
      time as it is terminated by you or by us.
  • Termination by ProAssistance.
    • We may terminate this Agreement or terminate or suspend your right
      to use the ProAssistance Platform at any time for any or no reason
      (including, without limitation, in the event that we believe that
      you have breached this Agreement, or if we otherwise find that you
      have engaged in inappropriate and/or offensive behavior
      (collectively, “Prohibited Conduct”)) by providing you with written
      or email notice of such termination to the physical or email address
      you have provided us, and termination will be effective immediately
      upon such notice.
    • We also reserve the right to withdraw or temporarily change or
      suspend all or part of the Home Services associated with the
      ProAssistance Platform in any way, in the event of a material error,
      omission, technical problem, computer virus or bugs, tampering,
      unauthorized intervention, fraud, technical failure or any other
      cause beyond our reasonable control that interferes with the proper
      conduct of any aspect of the ProAssistance Platform and the related
      services provided to you as set out in these Terms of Use. Any
      attempt to deliberately damage or to undermine the legitimate
      operation of the ProAssistance Platform or the related services in
      any way (as ProAssistance may determine in its sole discretion)
      could be a violation of criminal or civil laws and should such an
      attempt be made, we reserve the right to seek remedies and damages
      to the fullest extent permitted by law.
    • If we terminate or suspend your account for any reason, you are
      prohibited from registering and creating a new account under your
      name, a fake or borrowed name, or the name of any third party, even
      if you may be acting on behalf of the third party. In addition to
      terminating or suspending your account, we reserve the right to take
      appropriate legal action, including without limitation pursuing
      civil, criminal, and injunctive redress. When terminating this
      Agreement, ProAssistance may delete the account and all the
      information in it. You have no ownership rights to your account.
    • For Home Service Providers, the ProAssistance Platform will remit
      all accrued sums for completed and undisputed Home Services and
      Merchandise performed or provided prior to the termination or
      assumption of this Agreement if such termination or suspension
      occurs prior to such payment being remitted to the Home Service
      Provider, unless the Home Service Provider has engaged in any
      Prohibited Conduct.
  • Termination by Requestors or Home Service Providers.
    • All Users may terminate this Agreement by completely and permanently
      ceasing to use the ProAssistance Platform, provided that there are
      no outstanding Home Services ordered under your password or account
      (for Requestors) or outstanding accepted Home Service requests (for
      Home Service Providers) and by closing any account you have opened
      on the ProAssistance Platform. If you attempt to terminate this
      Agreement while there are still outstanding Home Services ordered or
      accepted, as applicable, this Agreement shall not terminate until
      such Home Services have been performed and paid for, or otherwise
      canceled as permitted by ProAssistance, or as provided for in this
      Agreement.
  • Reassignment of Home Service Provider.
    • When a Home Service Provider cancels a scheduled Home Services
      appointment, the ProAssistance Platform generally notifies the
      Requestor and makes the Requestor’s Home Services request available
      for another Home Service Provider to select. However, ProAssistance
      cannot guarantee that a canceled Home Services appointment will be
      immediately selected by another Home Service Provider and
      rescheduled or that the Home Services request will be completed. If
      a Home Service Provider has repeatedly canceled or arrived late at
      scheduled Home Services appointments, whether such breaches are
      reflected in Home Service Provider’s Rating or not, ProAssistance
      reserves the right to unilaterally suspend or terminate access to
      the ProAssistance Platform.

7. Links to and Plug-Ins from Other Web Sites or Media

  • Use of the ProAssistance Platform requires Internet access and may
    require you to accept additional third-party terms of service. The
    ProAssistance Platform may use links (such as hyperlinks) from the
    ProAssistance Platform and plug-ins from sites or applications owned,
    operated or controlled by third parties (collectively, “Third Party
    Sites”), and such links do not constitute the endorsement by
    ProAssistance of the Third-Party Sites or their content. Such links and
    plug-ins are provided as an information service, for reference and
    convenience only. ProAssistance does not control any Third-Party Sites
    and is not responsible for their content. These Third-Party Sites may
    contain information and material that some people may find inappropriate
    or offensive. It is your responsibility to evaluate the content and
    usefulness of the information obtained from Third Party Sites. The use
    of any Third-Party Site is governed by the terms and conditions of use
    and privacy policy of that Third-Party Site. YOU ACCESS THIRD PARTY
    SITES AT YOUR OWN RISK. ProAssistance EXPRESSLY DISCLAIMS ANY LIABILITY
    ARISING IN CONNECTION WITH YOUR USE AND/OR VIEWING OF ANY THIRD-PARTY
    SITES, AND YOU HEREBY AGREE TO HOLD ProAssistance HARMLESS FROM ANY
    LIABILITY THAT MAY RESULT FROM THIRD PARTY SITES.

8. Community Areas

  • The ProAssistance Platform may contain blogs, message boards,
    applications, reviews, job postings, chat areas, news groups, forums,
    communities and/or other message or communication facilities that allow
    Users to communicate with other Users (collectively, “Community Areas”).
    All submissions made to Community Areas within the ProAssistance
    Platform will be public, and we will not be responsible for any
    information or materials posted in Community Areas. You may only use
    such Community Areas to send and receive messages and material that are
    relevant and proper to the applicable forum and that comply with this
    Agreement. “Your Information” is defined as any information and
    materials you provide to us or other Users in connection with your
    registration for and use of the ProAssistance Platform, including
    without limitation, information and materials that are posted or
    transmitted for use in Community Areas. You are solely responsible for
    Your Information, and we are merely a passive conduit for your online
    distribution and publication of Your Information. You hereby represent
    and warrant that Your Information: (a) will comply at all times with
    this Agreement, including but not limited to Section 9 (Rules for Use of
    the ProAssistance Platform) below, and with Section 3 (User Accounts;
    Personal Information; Privacy Policy) above; and (b) will not create
    liability for us or cause us to lose (in whole or in part) the services
    of our Internet Service Providers (ISPs), customers, or other partners
    or suppliers. You hereby grant us a non-exclusive, worldwide, perpetual,
    irrevocable, royalty-free, sub-licensable (through multiple tiers) right
    to use, host, store, reproduce, modify, create derivative works,
    communicate, publish, publicly perform, publicly display and distribute
    all of Your Information that is posted to Community Areas from or
    through your account on the ProAssistance Platform, including but not
    limited to all images, videos, musical works and text included in such
    postings. The rights you grant in this license are for the limited
    purpose of operating, promoting, and improving the ProAssistance
    Platform.
  • We neither endorse nor assume any liability for the contents of any
    content uploaded or submitted by Users on the ProAssistance Platform,
    including photos, texts, videos, plans, schematics or other materials or
    information (“User Content”). We generally do not pre-screen, monitor,
    or edit the content posted by Users of our communications services, or
    other interactive services that may be available on or through the
    ProAssistance Platform. However, we have the right at our sole
    discretion to remove any content that, in our judgment, does not comply
    with these Terms of Use and any other terms and conditions of this
    Agreement, or is otherwise harmful, objectionable, inaccurate, or
    restricted. We are not responsible for any failure or delay in removing
    such content. You hereby consent to such removal and waive any claim
    against us arising out of such removal of content.
  • You acknowledge that ProAssistance has no obligation to monitor the
    access or use of the ProAssistance Platform by any User or to review or
    block access to anyone or to modify any User Content but has the right
    to do so (i) to operate, secure and improve the ProAssistance Platform,
    (ii) to ensure compliance and compliance with these Terms of Use by
    Users, (iii) to comply with any applicable law, order or requirement of
    a Court or any other governmental organization, (iv) to respond to any
    User Content that ProAssistance determines, in its sole and absolute
    discretion, to be harmful or unacceptable, or (v) otherwise as more
    fully set out in these Terms of Use. Users agree to cooperate and assist
    ProAssistance in good faith and to provide ProAssistance with any
    information and take any action that may be reasonably required by
    ProAssistance to comply with any investigation undertaken by
    ProAssistance or a representative of ProAssistance in relation to the
    use or abuse of the ProAssistance Platform.
  • You may not use your account to breach the security of another account
    or attempt to gain unauthorized access to another network or server. You
    shall not interfere with anyone else’s use and enjoyment of the
    ProAssistance Platform. Users who violate systems or network security
    may incur criminal or civil liability. You shall not exploit the
    ProAssistance Platform, including but not limited to, by trespass or
    burdening network capacity.

9. Rules for Use of the ProAssistance Platform

  • During the term of this Agreement:
    • Requestors may use the ProAssistance Platform for personal use in a
      residential environment only;
    • Requestors may use the ProAssistance Platform to book Home Services
      solely with respect to a location where the Requestor is legally
      authorized to have Home Services performed and to an Authorized
      Residence;
    • Users may not use the ProAssistance Platform for any other purposes
      than those expressly authorized pursuant to this Agreement or as may
      otherwise be authorized by ProAssistance in writing, in its sole
      discretion;
    • Requestors agree that an order for Home Services is an offer, which
      is only accepted when the Requestor receives a confirmation of the
      order from the Home Service Provider through the ProAssistance
      Platform;
    • Users agree to treat the other Users courteously and lawfully;
    • Requestors agree to provide a safe and appropriate working
      environment for Home Service Providers that is in compliance with
      all applicable laws and regulations, and to provide reasonable
      co-operation to Home Service Providers to enable them to provide
      Home Services;
    • Requestors are encouraged to communicate any complaints to us and
      not to the Home Service Providers. However, unless otherwise
      expressly provided herein, the failure by a Requestor to communicate
      an issue or complaint to us with respect to the Home Services shall
      not constitute a waiver of a Requestor’s rights or recourses against
      the Home Service Provider under the Service Contract entered into
      with the Home Service Provider or applicable law; and
    • Requestors acknowledge that their selected Home Service Provider may
      be unavailable from time to time, e.g. due to illness, vacation or
      leaving the ProAssistance Platform.
  • You shall NOT use the ProAssistance Platform (including but not limited
    to any Community Areas) to do, or attempt to do, or assist any third
    party’s attempt to do any of the following:
    • upload files that contain software or other material that violates
      the intellectual property rights or rights of privacy or publicity
      of any third party or otherwise use the ProAssistance Platform to
      reproduce, without permission, any copyrighted or trademarked
      materials;
    • download any file posted by another User that you know, or
      reasonably should know, cannot be legally distributed through the
      ProAssistance Platform, or post or upload any content to which you
      have not obtained any necessary rights or permissions to use
      accordingly;
    • defame, abuse, harass, victimize, degrade, intimidate, stalk,
      threaten or otherwise violate the legal rights (such as, but not
      limited to, rights of privacy and publicity) of others, including
      but not limited to our staff and other Users;
    • post a review or rating unless such review or rating contains your
      independent, honest, genuine opinion offered in good faith;
    • any purpose or in any manner that is in violation of local,
      provincial, national, or international law;
    • publish, post, upload, distribute or disseminate any profane,
      defamatory, false, misleading, deceiving, fraudulent, threatening or
      unlawful topics, names, materials or information, or any materials,
      information or content that involve the sale or distribution of
      counterfeit or stolen items;
    • advertise or offer to sell any goods or services for any commercial
      purpose or solicit employment or contract work which is not relevant
      to services offered through the ProAssistance Platform. You may not
      solicit, advertise for, or contact in any form Users for employment,
      contracting, or any other purpose not related to Home Services
      facilitated through the ProAssistance Platform without express
      written permission from us;
    • use the ProAssistance Platform to collect usernames and/or email
      addresses by electronic or other means without our express prior
      written consent;
    • conduct or forward surveys, contests, pyramid schemes, or chain
      letters;
    • impersonate or attempt to impersonate another person (including,
      without limitation, by using e-mail addresses associated with any
      other person), or allow any other person or entity to use your
      identification to post or view comments or otherwise use your
      account (and you also shall not provide your password to any other
      person);
    • register to use the ProAssistance Platform under different usernames
      or identities, after your account has been suspended or terminated;
    • restrict or inhibit any other User from using and enjoying the
      ProAssistance Platform;
    • imply or state that any statements you make are endorsed by us,
      without our prior written consent;
    • reverse engineer, disassemble, decompile, translate, modify, adapt,
      license, sublicense, alter, copy, distribute, hack or interfere with
      the ProAssistance Platform, its servers or any connected networks,
      use a bot, spider, manual and/or automatic processes or devices to
      data-mine, data-crawl, scrape or index the ProAssistance Platform in
      any manner, or attempt to do any of the foregoing;
    • remove or alter, visually or otherwise, any copyrights, trademarks
      or proprietary marks and rights owned or licensed by us;
    • upload content that is offensive and/or harmful, including, but not
      limited to, content that advocates, endorses, condones or promotes
      racism, bigotry, hatred or physical harm of any kind against any
      individual or group of individuals;
    • upload content that provides materials or access to materials that
      are obscene, adult or sexual or that exploit anyone, and in
      particular people under the age of 18, in an abusive, violent or
      sexual manner; or
    • mirror, frame or archive any part of the ProAssistance Platform or
      any content or material contained on the ProAssistance Platform
      without ProAssistance’s written permission.
  • Additionally, with respect to the Apps, you agree not to:
    • use the Apps in any manner that could disable, overburden, damage,
      or impair the Apps or any network, or interfere with any other
      User’s or ProAssistance’s use or operation of the Apps, including
      their ability to engage in real time activities through the Apps;
    • use any bot, spider or other automatic device, process or means to
      access the Apps for any purpose, including, without limitation,
      monitoring or copying any of the material on the Apps;
    • use any manual process to monitor or copy any of the material on the
      Apps or for any other unauthorized purpose without our prior written
      consent;
    • use any device, software or routine that interferes with the proper
      working of the Apps;
    • introduce any viruses, Trojan horses, worms, logic bombs or other
      material which is malicious or technologically harmful;
    • attempt to gain unauthorized access to, interfere with, damage or
      disrupt any parts of the Apps, the server on which the Apps are
      stored, or any server, computer or database connected to the Apps;
    • attack the Apps via a denial-of-service attack or a distributed
      denial-of-service attack; or,
    • otherwise attempt to interfere with the proper working of the Apps.
  • You also agree not to use the ProAssistance Platform:
    • in any way that violates any applicable federal, provincial, local
      or international law or regulation (including, without limitation,
      any laws regarding the export of data or software to and from Canada
      or other countries);
    • for the purpose of exploiting, harming or attempting to exploit or
      harm minors in any way by exposing them to inappropriate content,
      asking for personally identifiable information or otherwise;
    • to transmit, or procure the sending of, any advertising or
      promotional material, including any “junk mail”, “chain letter” or
      “spam” or any other similar solicitation; or
    • to engage in any other conduct that restricts or inhibits anyone’s
      use or enjoyment of the site, or which, as determined by us, may
      harm the ProAssistance Platform’s owner or Users or expose them to
      liability.

10. No Employment

  • ProAssistance provides the ProAssistance Platform which allows
    Requestors to connect with independent Home Service Providers to obtain
    and provide Home Services. ProAssistance is not the employer of any Home
    Service Provider or Home Service Provider’s employees. Requestors
    acknowledge that such Home Service Provider provides services to
    Requestors as an independent contractor within the meaning of any
    applicable law and has full responsibility for complying with all
    requirements of any law, regulation or order, and is not an employee,
    joint venturer, partner, agent, or franchisee of ProAssistance for any
    purpose whatsoever.

11. Special Promotions

  • From time to time, ProAssistance may offer to Requestors at its sole
    discretion special promotional rates and other incentives
    (“Promotions”). Such Promotions will be offered through the form of
    promotional codes that can be applied on the invoiced fees for Home
    Services only (“Promotional Codes”). In compliance with applicable laws,
    the Promotional Codes (i) can be limited with time limits for their
    redemption or use or be offered through the form of a percentage or
    fixed lump sum, (ii) are subject to change, will be run at our sole
    discretion, and can be activated, modified or removed at any time by us
    without advance notification, and (iii) will be subject to such terms
    and conditions as we may determine. Promotional Codes can also be
    limited to a credit on past Home Services or as compensation for any
    prejudice incurred by a Requestor, the whole at ProAssistance’s entire
    discretion and subject to any additional applicable terms and
    conditions.

12. Intellectual Property Rights

  • The ProAssistance Platform, and the information, data, content and
    materials, which it contains (“ProAssistance Materials”), are the
    property of ProAssistance and/or its affiliates and licensors, excluding
    User-generated content, which ProAssistance has a right to use as
    described below. The ProAssistance Materials are protected from
    unauthorized use, copying and dissemination by Canadian and United
    States copyright law, trademark law, international conventions, and
    other intellectual property laws. ProAssistance and/or its affiliates
    and licensors are and shall continue to be the sole and exclusive owner
    of all right, title and interest in and to all intellectual property
    rights associated with the ProAssistance Materials. Any use of
    ProAssistance Materials, other than as expressly permitted herein, is
    prohibited without the prior permission of ProAssistance and/or the
    relevant right holder. The logos and trademarks of ProAssistance,
    including without limitation “PROASSISTANCE” and the ProAssistance logo
    are trademarks owned by ProAssistance. Any other trademarks, service
    marks, logos and/or trade names appearing on the ProAssistance Platform
    are the property of their respective owners. You may not copy or use any
    of the marks, logos or trade names appearing on the ProAssistance
    Platform without the express prior written consent of the owner.

13. The Apps / Mobile Devices

  • The ProAssistance Platform may allow you to access our services,
    download our Apps, upload content to the ProAssistance Platform, and
    receive messages on your mobile device (collectively “Mobile Features”).
    Your mobile device carrier may prohibit or restrict certain Mobile
    Features and certain Mobile Features may be incompatible with your
    mobile device carrier or mobile device. In addition, your mobile device
    carrier may charge you for standard messaging, data, and other fees to
    participate in Mobile Features. We have no responsibility or liability
    for any fees or charges you incur when using the Mobile Features. You
    should check with your mobile device carrier to find out whether any
    fees or charges will apply, what plans are available and how much they
    cost. You should also contact your mobile device carrier with any other
    questions regarding these issues.
  • You acknowledge that your use of the Apps is subject to any terms set
    forth in the terms of service of the third party providing the mobile
    device on which each App operates (e.g., Apple iOS or Android). If you
    access or download the Apps from the Apple Appstore or the Google Play
    Store, you agree to all the terms and conditions of the Appstore license
    or the Google Play Store license.
  • ProAssistance shall not be liable if you do not have a compatible mobile
    device or if you download the wrong version of an App for your mobile
    device. ProAssistance reserves the right to terminate the use of the
    Apps or any other aspect of the ProAssistance Platform should you be
    using the Apps or the ProAssistance Platform with an incompatible or
    unauthorized device. ProAssistance is not responsible for your internet
    connection or for any consequences of intermittent or unavailable
    connectivity.

14. Modifications to the ProAssistance Platform and Interruption of Home
Services

  • We reserve the right in our sole discretion to review, improve, modify
    or discontinue, temporarily or permanently, the ProAssistance Platform
    or any content or information on the ProAssistance Platform or the Apps,
    including any features therein, at any time with or without notice to
    you. We shall not be liable to you or any party should we exercise such
    rights under this Section. Modifications may include, but are not
    limited to, the addition of new fee-based services. Any new features
    that augment or enhance the then-current services on the ProAssistance
    Platform shall also be subject to these Terms of Use. You understand and
    agree that temporary interruptions of the services available through
    this Platform may occur as normal events. You further understand and
    agree that we have no control over third party networks you may access
    in the course of the use of the ProAssistance Platform, and therefore,
    delays and disruption of other network transmissions are completely
    beyond our control. You understand and agree that the services available
    on the ProAssistance Platform are, as described in greater detail in
    Section 16 of these Terms of Use, provided “AS IS” and that we assume no
    responsibility for the timeliness, deletion, failed delivery or failure
    to store any user communications or personalization settings.

15. Confidentiality

  • The term “Confidential Information” shall mean any and all of
    ProAssistance’s trade secrets, confidential and proprietary information,
    personal information and all other information and data of ProAssistance
    and its affiliates that is not generally known to the public or other
    third parties. The ProAssistance Platform contains secured components
    that are accessible only to those who have been granted a user name and
    password by ProAssistance. Information contained within the secure
    components of the ProAssistance Platform is confidential and proprietary
    and part of ProAssistance’s Confidential Information. You acknowledge
    that Confidential Information is a valuable, special and unique asset of
    ProAssistance and agree that you will not disclose or use Confidential
    Information other than as necessary for you to make use of the
    ProAssistance Platform as expressly permitted by this Agreement and only
    during the term of this Agreement.

16. Disclaimer of Warranties; Limitation on Liability

  • Disclaimer of Warranty
    • USE OF THE PROASSISTANCE PLATFORM IS ENTIRELY AT YOUR OWN RISKS. TO
      THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE PROASSISTANCE
      PLATFORM AND ALL MATERIALS, MERCHANDISE, AND SERVICES ARE PROVIDED
      ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY
      KIND, EITHER EXPRESS OR IMPLIED, LEGAL OR CONTRACTUAL, INCLUDING,
      BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS
      FOR A PARTICULAR PURPOSE, OR ANY WARRANTY OF TITLE OR
      NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, NEITHER
      PROASSISTANCE NOR ITS AFFILIATES OR LICENSORS WARRANT THAT THE
      PROASSISTANCE PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE; NOR DO
      THEY MAKE ANY WARRANTY AS TO ANY CONTENT AVAILABLE IN OR THROUGH THE
      PROASSISTANCE PLATFORM; NOR DO THEY MAKE ANY WARRANTY AS TO ANY HOME
      SERVICE PROVIDER’S REGISTRATION, PROFESSIONAL ACCREDITATION OR
      LICENSE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE
      OBTAINED FROM THE USE OF THE PROASSISTANCE PLATFORM, OR AS TO THE
      TIMELINESS, ACCURACY, RELIABILITY, QUALITY, SUITABILITY, SAFETY,
      COMPLETENESS OR CONTENT OF THE SERVICES OR ANY PRODUCTS,
      MERCHANDISE, CONTENT, INFORMATION OR MATERIALS PROVIDED THROUGH OR
      IN CONNECTION WITH THE USE OF THE PROASSISTANCE PLATFORM OR THIS
      AGREEMENT.
    • ACCESS TO THE PROASSISTANCE PLATFORM IS PROVIDED FREE OF CHARGE AS A
      COURTESY. NEITHER PROASSISTANCE NOR ITS AFFILIATES OR LICENSORS ARE
      RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER
      OF THE PROASSISTANCE PLATFORM (INCLUDING BUT NOT LIMITED TO THE
      CONDUCT OF ANY REQUESTORS OR HOME SERVICE PROVIDER). NEITHER
      PROASSISTANCE NOR ITS AFFILIATES OR LICENSORS WARRANT THAT THE
      PROASSISTANCE PLATFORM IS FREE FROM VIRUSES, WORMS, TROJAN HORSES,
      OR OTHER HARMFUL COMPONENTS. PROASSISTANCE AND ITS AFFILIATES AND
      LICENSORS CANNOT AND DO NOT GUARANTEE THAT ANY INFORMATION, PERSONAL
      OR OTHERWISE, SUPPLIED BY YOU WILL NOT BE MISAPPROPRIATED,
      INTERCEPTED, DELETED, DESTROYED OR USED BY OTHERS.
  • No Guarantee
    • Without limitation to foregoing or any other terms in this
      Agreement, ProAssistance has no control over and does not guarantee
      in any way the following contractual elements between Users:
      • the legality, feasibility or relevance of any Home Services;
      • the veracity of any Rating, Review or other User Content, the
        accuracy, precision of any calculation or measurement as well
        as, in general, any description or explanation concerning any
        Home Services;
      • the accuracy, conformity or sufficiency of any plan, sketch or
        drawing (if applicable);
      • any declaration, affirmation, representation, abstention and
        more generally, any behavior of Users of the ProAssistance
        Platform;
      • the value of the content of any Home Services requested by the
        Requestor as well as the value of the content of any submission
        from the Home Service Provider in response to this request;
      • the conformity of any document exchanged between Users or the
        authenticity or provenance of such document; and
      • the integrity, security or compliance of any Home Services.
  • Limitation of Liability
    • UNDER NO CIRCUMSTANCES WILL ProAssistance OR ITS AFFILIATES BE
      LIABLE FOR ANY DAMAGES RESULTING FROM ANY LOST REVENUES, PROFITS OR
      LOSS OF CLIENTS OR EXPECTED CLIENTS, DAMAGES FOR BUSINESS
      INTERRUPTION OR FAILURE TO REALIZE EXPECTED SAVINGS, LOSS OF USE,
      LOSS OF GOODWILL, LOSS OF DATA AND ANY OTHER INCIDENTAL COMMERCIAL
      OR FINANCIAL LOSSES OF ANY KIND OR DAMAGES THAT ARE NOT THE DIRECT
      AND IMMEDIATE CONSEQUENCE OF PROASSISTANCE’S OR SUCH AFFILIATE’S
      ACTIONS, YOUR USE OF OR INABILITY TO USE THE PROASSISTANCE PLATFORM,
      EVEN IF YOU WERE OR SHOULD HAVE BEEN ADVISED OF THE POSSIBILITY OF
      THE SAME. ProAssistance AND ITS AFFILIATES DO NOT ACCEPT ANY
      LIABILITY WITH RESPECT TO THE QUALITY OR FITNESS OF ANY HOME
      SERVICES.
  • Release
    • PROASSISTANCE AND ITS AFFILIATES EXPRESSLY DISCLAIM ANY LIABILITY
      THAT MAY ARISE BETWEEN USERS OF THE PROASSISTANCE PLATFORM
      (INCLUDING, WITHOUT LIMITATION, BETWEEN A REQUESTOR AND A HOME
      SERVICE PROVIDER). THE PROASSISTANCE PLATFORM IS ONLY A VENUE FOR
      CONNECTING USERS. TO THE EXTENT THAT THE PROASSISTANCE PLATFORM
      CONNECTS A USER TO A HOME SERVICE PROVIDER FOR THE PURPOSES OF
      PROVIDING HOME SERVICES OR MERCHANDISE, AS APPLICABLE, PROASSISTANCE
      WILL NOT BE RESPONSIBLE FOR ASSESSING THE SUITABILITY, LEGALITY OR
      ABILITY OF ANY HOME SERVICE PROVIDER AND EACH REQUESTER EXPRESSLY
      WAIVE AND RELEASE PROASSISTANCE FROM ANY AND ALL LIABILITY, CLAIMS
      OR DAMAGES ARISING FROM OR IN ANY WAY RELATED TO THE HOME SERVICE
      PROVIDER, UNLESS EXPRESSLY SET FORTH HEREIN IN SECTION 5(c).

17. Indemnification

  • You hereby agree to indemnify, defend, and hold harmless ProAssistance,
    its affiliates, its licensors and their respective directors, officers,
    parent organizations, subsidiaries, affiliates, members, employees,
    agents, attorneys, independent contractors and vendors from and against
    any and all claims, losses, expenses, liabilities, damages or demands
    (including, without limitation, attorneys’ fees and costs incurred), in
    connection with or resulting from, directly or indirectly: (a) your use
    or misuse of, or inability to use, the ProAssistance Platform, or any
    Merchandise, (b) your violation of this Agreement or any Service
    Contract, (c) your violation of any applicable law or regulation; (d)
    your violation of the rights of another, (e) Your Information and
    content that you submit or transmit through the ProAssistance Platform;
    and (f) in the case of a Home Service Provider, the acts and omissions
    of your employees. ProAssistance reserves the right, at its own expense,
    to assume the exclusive defense and control of any matter otherwise
    subject to your indemnification. You will not, in any event, settle any
    such claim or matter without the prior written consent of ProAssistance.

18. Dispute Resolution

  • To expedite resolution and reduce the cost of any dispute, controversy
    or claim, past, present, or future, between you and ProAssistance,
    including without limitation any dispute or claim related to or arising
    out of this Agreement (“Dispute”), you and ProAssistance may attempt to
    negotiate any Dispute informally (the “Informal Negotiations”) before
    initiating any court proceeding. Such Informal Negotiations will
    commence upon written notice. Your address for any notices under this
    Section 18 is your email address and/or physical address that you have
    provided to ProAssistance. ProAssistance’s address for such notices is:
    info@proassistance.ca and/or by mail to 9426-6855 Québec inc. (doing
    business as ProAssistance), Attn: Legal, 4293 Autoroute des Laurentides,
    Laval, Québec H7L 5W5.

19. Survival

  • All provisions that should by their nature survive the expiration or
    termination of this Agreement, shall so survive.

20. Governing Law; Jurisdiction

  • This Agreement and any disputes arising hereunder or related to such
    (whether for breach of contract, extra-contractual liability, tortious
    conduct or otherwise) will be governed by the laws in effect in the
    Province of Quebec, without reference to its conflicts of law
    principles. To the extent permitted by applicable law, any legal
    actions, suits or proceedings arising out of this Agreement (whether for
    breach of contract, tortious conduct or otherwise) will be brought
    exclusively in the courts of the Province of Quebec, located in the
    District of Montreal, and the User and ProAssistance hereby accept and
    submit to the personal jurisdiction of these courts with respect to any
    legal actions, suits or proceedings arising out of this Agreement.
    However, for residents of the Province of Ontario, any disputes arising
    hereunder or related to this Agreement (whether for breach of contract,
    tortious conduct or otherwise) may be brought before the Ontario
    Superior Court of Justice.

21. Assignment

  • You may not assign this Agreement without the prior written approval of
    ProAssistance. Any purported assignment in violation of this section
    shall be void.
  • ProAssistance shall have the right, without your consent and in its sole
    discretion, to assign the Agreement and/or to transfer all or any of its
    obligations and rights hereunder provided that the assignee of
    ProAssistance’s obligations under such assignment is, in ProAssistance’s
    reasonable judgment, able to perform ProAssistance’s obligations under
    this Agreement. Upon such assignment and/or transfer, ProAssistance
    shall have no further liability to the Home Service Provider for the
    obligations transferred.

22. General Provisions

  • This Agreement, including any modifications and supplements to this
    Agreement and the documents incorporated in this Agreement (including,
    without limitation, the Provider Service Terms (in the case of a Home
    Service Provider only) and the Privacy Policy), constitutes the entire
    agreement and understanding of the parties hereto with respect to its
    subject matter and replaces and supersedes all prior or contemporaneous
    negotiations, discussions, agreements, arrangements, offers,
    undertakings or statements, whether verbal, electronic, or in writing,
    regarding such subject matter.
  • No agency, partnership, joint venture, employer-employee or
    franchiser-franchisee relationship is intended or created by this
    Agreement. A failure by us to enforce any provision(s) of this Agreement
    will not be construed as a waiver of any provision or right.
  • If any provision of this Agreement is held to be invalid or
    unenforceable, such provision shall be struck and the remaining
    provisions shall be enforced to the fullest extent under law. The
    failure of ProAssistance to enforce any right or provision in this
    Agreement shall not constitute a waiver of such right or provision
    unless acknowledged and agreed to by ProAssistance in writing.
  • This Agreement shall inure to the benefit of, and shall be binding on,
    to the parties to this Agreement and their respective permitted
    successors and assigns. Except as explicitly set forth in this
    Agreement, nothing contained in this provision or this Agreement is
    intended to or shall be interpreted to create any third‐party
    beneficiary claims.
  • The captions in this Agreement are solely for convenience and shall not
    affect the interpretation of this Agreement.
  • Any attempt to alter, amend, change or supplement this Agreement shall
    be null and void, unless otherwise agreed to in a written agreement
    between you and ProAssistance, or as contemplated by Section 23.
  • ProAssistance shall have no liability to you for any failure or delay in
    performing its obligations in this Agreement where such failure or delay
    is caused by an event or circumstance beyond ProAssistance’s reasonable
    control including, without limitation, national health emergencies,
    pandemics (including, without limitation COVID-19), any restrictions
    imposed by local health authorities with respect to such pandemics,
    strikes, lock-outs and other industrial disputes, breakdown of systems
    or network access, failure of Home Service Providers to perform, flood,
    fire, explosion, acts of terrorism or accident. To the extent that
    anything in or associated with the ProAssistance Platform is in conflict
    or inconsistent with this Agreement, this Agreement shall take
    precedence and shall control. In any action to enforce this Agreement,
    the prevailing party will be entitled to costs and reasonable attorney’s
    fees.

23. Changes to this Agreement and Modification of Terms of Use

  • Subject to applicable law, we reserve the right, at our sole and
    absolute discretion, to alter, change, modify, add to, supplement or
    delete any of the terms and conditions of this Agreement, including
    these Terms of Use, including, but not limited to, the terms, conditions
    and obligations contained in each section of these Online Platform Terms
    of Use: Introduction, 1. Eligibility to Use and License, 2. The
    ProAssistance Platform, 3. User Accounts; Personal Information and
    Privacy Policy, 4. Ratings, Reviews and Comments, 5. Payments;
    Satisfaction Policy, 6. Term and Termination and Cancellation of Home
    Services, 7. Links to and Plug-Ins from Other Web Sites or Media, 8.
    Community Areas, 9. Rules for Use of the ProAssistance Platform, 10. No
    Employment, 11. Special Promotions, 12. Intellectual Property Rights,
    13. The Apps / Mobile Devices, 14. Modifications to the ProAssistance
    Platform and Interruption of Home Services, 15. Confidentiality, 16.
    Disclaimer of Warranties; Limitation on Liability, 17. Indemnification,
    18. Dispute Resolution, 19. Survival, 20. Governing Law; Jurisdiction,
    21. Assignment, 22. General Provisions, 23. Changes to this Agreement
    and Modification of Terms of Use, 25. Notices and Contact Information,
    as well as each and every additional term, feature and benefit of the
    ProAssistance Platform.
  • If we intend to proceed to such a modification, we will send you a
    notice to the email address associated with your account thirty (30)
    days prior the entry into force of the proposed change indicating the
    specific element of this Agreement that will be altered, added or
    deleted, as the case may be from time to time. The notification will set
    out the new clause, or the amended clause and how it read formerly, and
    the date on which the change will come into effect. Your continued use
    of the ProAssistance Platform after such modifications have entered into
    force will constitute your acknowledgement this Agreement (including,
    without limitation, these Terms of Use), as modified, and your complete
    and irrevocable acceptance of any and all such changes and your
    agreement to abide and be bound by this Agreement (including, without
    limitation, these Terms of Use), as modified. If any future changes to
    this Agreement (including, without limitation, these Terms of Use) are
    unacceptable to you or cause you to no longer be in compliance with this
    Agreement, you must terminate, and immediately stop using, the
    ProAssistance Platform.

24. Language

  • The parties acknowledge expressly requiring this Agreement and all
    related documents to be drawn up in the English language. Les parties
    ont expressément demandé que la présente Convention ainsi que tous les
    documents qui s’y rattachent soient rédigés en anglais.

25. Notices and Contact Information

  • ProAssistance may give notice by means of a general notice to you
    through the ProAssistance Platform, electronic mail to your email
    address on record in ProAssistance’s account information, or by written
    communication sent by first class mail or pre-paid post or overnight
    carrier to your address on record in ProAssistance’s account
    information. Such notice shall be deemed to have been given upon the
    expiration of 48 hours after mailing or posting (if sent by first class
    mail or prepaid post or delivery) or 12 hours after sending (if sent by
    email or through the ProAssistance Platform). You may give notice to
    ProAssistance (such notice shall be deemed given when received by
    ProAssistance) at any time by any of the following:
    • letter sent by email to info@proassistance.ca; or
    • letter delivered by nationally recognized overnight delivery service
      or first class postage prepaid mail to ProAssistance at the
      following address: 4293 Autoroute des Laurentides, Laval, Québec H7L
      5W5.