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Terms of Use

Ava's Help Inc. - Terms of Use

Please read the following carefully.

IMPORTANT! These Terms of Use govern your use of this website and mobile application (collectively, the “Site”) and our services (the Site and services collectively being, the “Services”) which are owned, operated and provided by Ava’s Help Inc. (“Ava’s Help”, “we”, “our”, “us”). These Terms of Use apply to all users of our Services, including babysitters, parents and other users (collectively, the “Users”). Please read these Terms of Use carefully before using our Services. Any person who wishes to use our Services must accept these Terms of Use without change. BY USING OUR SERVICES, YOU ARE INDICATING YOUR ACKNOWLEDGMENT AND ACCEPTANCE OF THESE TERMS OF USE AND ALL RELATED POLICIES AND GUIDELINES OF THIS SITE, INCLUDING THE PRIVACY POLICY, AS INDICATED IN THESE TERMS OF USE ARE INCORPORATED BY REFERENCE.

These Terms of Use or any other policies or guidelines governing our Services are subject to change by Ava’s Help at any time in its sole discretion. Any changes will be effective upon the posting of the revisions on our Site. Your use of our Services will be subject to the most current version of the Terms of Use posted on our Site at the time of such use. Your continued use of our Services after such changes are implemented constitutes your acknowledgment and acceptance of the changes. Please consult these Terms of Use regularly. IF YOU DO NOT AGREE TO ANY CHANGES TO THESE TERMS OF USE, PLEASE IMMEDIATELY DISCONTINUE YOUR USE OF OUR SERVICES.

  1. Nature of our Services

Ava’s Help understands the challenges of finding a babysitter so we created this Site to enable people seeking babysitting services (the “Parent”) for their own children (the “Children”) to connect with people who want to provide these babysitting services (the “Babysitter”). Parents and Babysitters agree that the Babysitters will only provide babysitting services at the Children’s own home and for the Children who reside at this home. Our Services only provide a platform to enable people to connect with one another, and therefore, Ava’s Help does not:

  1. provide any child care services, babysitting services, early years programs and services and any other services for the temporary care and supervision of children;
  2. act as an agent for child care services, babysitting services, early years programs and services and any other services for the temporary care and supervision of children; including without limitation, we do not act as a home child care agency or as a referral, matching or placement service; and
  3. provide employment services or act as an employer to any Users.

Ava’s Help is not involved in the transactions between Babysitters and Parents, and any Users must arrange for the babysitting services solely between themselves.

  1. Eligibility

In order to register, set up an account and use our Services as a Parent or Babysitter, you agree that you:

  1. are at least eighteen (18) years old and your use of our Services is a representation to Ava’s Help that you are at least eighteen (18) years of age. You agree to cooperate with Ava’s Help and our reasonable measures to verify your identity and authority in connection with your use of our Services;
  2. have never been convicted of and/or are not currently awaiting trial for any criminal offence under the Criminal Code (Canada) including murder, infanticide, duty of persons to provide necessaries, child pornography, sexual interference, fraud, theft, or any other offence that involves endangering the safety of others;
  3. are not currently required to and have never been required to register as a sex offender in any jurisdiction;
  4. do not reside with a person who has been convicted of and/or is awaiting trial for any criminal offence under the Criminal Code (Canada) including murder, infanticide, duty of persons to provide necessaries, child pornography, sexual interference, fraud, theft, or any other offence that involves endangering the safety of others, if you are a Parent using the Services; and
  5. have a legal right to work in Canada, if you are a Babysitter using the Services.

 

  1. Registration

In order to use our Site, Babysitters and Parents will be required to register and/or set up an account. In order for Parents to use our Services, they will be required to become members through payment of a membership fee. Babysitters are not required to pay a membership fee to access our Services. In order to register and/or set up an account, you may be required to choose a password, username, and/or other registration information, including, but not limited to, personal information (collectively, “Registration Information”).

You agree and represent that all Registration Information provided by you is accurate and up-to-date. If any of your Registration Information changes, you must update it by sending the corrected Registration Information to us at: info@avashelp.com or by using the appropriate update mechanism on our Site, if available. If we believe that the Registration Information you provide is not correct, current, or complete, Ava’s Help reserves the right to refuse you access to our Services. However, Ava’s Help has no obligation to verify the accuracy, currency completeness or usefulness of any Registration Information that you have provided to us.

  1. Username/Password

If you register and/or set up an account on the Site, you will be solely responsible for maintaining the confidentiality of any username, password and similar information. You may not authorize others to use your username, password, account, or similar information. You are solely responsible for all usage or activity on your account including, but not limited to, use of the account by any person who uses your Registration Information, with or without authorization, or who has access to any computer on which your account resides or is accessible.

You must change your password on a regular basis in order to reduce the potential for unauthorised third party use. If you have reason to believe that your account is no longer secure (for example, following a loss, theft or unauthorized disclosure or use of your Registration Information), you must promptly change the affected Registration Information by using the appropriate update mechanism on the Site, if available, or notify us as described in our Privacy Policy [insert link]. Ava’s Help will not be responsible for the unauthorized use of your account by any other person.

If we cancel your username or password for any reason, you must not reregister with Ava’s Help without our prior consent. In the event that you reregister with Ava’s Help without our prior written consent, we will have the right, in our sole discretion, to cancel your username and password without notice to you.

  1. Restrictions On Use

You may use our Services for your own personal, non-commercial use, and you may not use our Services for any other purpose without the express prior written consent of Ava’s Help. For example, you may not (and may not authorize any other party to) (i) co brand our Services; (ii) frame our Site; or (iii) hyperlink to our Site, without the express prior written permission of an authorized representative of Ava’s Help. For purposes of these Terms of Use, “co-branding” means to display any name, logo, trade-mark, or other means of attribution or identification of any party in such a manner as is reasonably likely to give a user the impression that such other party has the right to display, publish, or distribute our Services or which may confuse a user as the nature of the relationship between any party and Ava’s Help. You agree to cease and desist causing any unauthorized co-branding, framing or hyperlinking upon notice from Ava’s Help and at all times you will cooperate with Ava’s Help following our discovery of any such illegal activity.

  1. User Content

By using our Services, you may have the opportunity to create a personal profile and post content about yourself, such as your photo, contact information, facts such as your skills, interests, experiences and availability and/or to post reviews (“Reviews”), comments or inquiries about Parents and Babysitters (all information posted by Users collectively being, “User Content”). Only Babysitters will create a personal profile on the Site; whereas, both Parents and Babysitters may post reviews, comments and inquiries. Please read section 7 of these Terms of Use for additional information about posting User Content.

By using our Services, you may post Reviews about Babysitters and Parents with whom you have interacted. All Reviews must be factual, first-hand experiences (not what someone told you), accurate, honest and up-to-date. We will not and have no obligation to, remove any honest, factual and lawful Reviews about Babysitters or Parents posted by Users, unless we, in our sole discretion, determine such Reviews to be in violation of our Terms of Use.

You agree to only post User Content to which you own all proprietary right, title and interest, or have a license or written consent from the owner to post such User Content on our Site. You grant Ava’s Help a worldwide, royalty-free, fully-paid, non-exclusive, transferable, sub-licensable license to use, reproduce, publicly perform, publicly display, publish, distribute, and create derivative works of any User Content. We acknowledge and agree that you will own all proprietary right, title and interest in your own User Content. Any opinions and comments in User Content are those of the Users themselves and in no way represent the views and opinions of Ava’s Help.

We may, but we have no obligation to, monitor User Content posted on the Site, including profiles, reviews and other User Content. We may, but have no obligation to, remove any User Content that we, in our sole discretion, determine to violate any applicable law, these Terms of Use, or the purpose of our Services, or that we determine to be offensive or inappropriate or for any other reason in our sole discretion.

  1. Use of our Services and Communication Guidelines

By using our Services, you may decide to interact with a Babysitter or Parent by email, phone or in-person. Although Ava’s Help is not involved with any transactions between Parents and Babysitters, we expect our Users to use our Services in a professional and responsible manner in accordance applicable laws and to treat all Users lawfully, respectfully and honestly when interacting with one another by email, phone or in-person.

By using our Services, you further agree that you will use our Services for lawful purposes only and represent and warrant that you will not use our Services to:

  1. post, transmit, provide us or our Users with or otherwise communicate any User Content or other information that is obscene, illegal, threatening, defamatory, libellous, harmful, abusive, harassing, tortuous, homophobic, sexist, vulgar, obscene, hateful or racially, ethically or otherwise objectionable, invasive of privacy, or is otherwise injurious to third parties;
  2. post User Content or communicate with Users or Ava’s Help in a manner that causes annoyance, inconvenience, or needless anxiety or is likely to upset, embarrass, alarm or annoy Users or Ava’s Help;
  3. post, transmit or communicate any User Content or other information known by you to be false, inaccurate or misleading;
  4. impersonate any person or misrepresent your affiliation with any person or entity or imply that User Content is in any way endorsed or sponsored by Ava’s Help;
  5. post, transmit or provide any content that contains photographs or images of another person;
  6. post, transmit or provide us or Users with User Content or any other Information that infringes, misappropriates, or otherwise violates any third party’s copyright, patent, trade-mark, or other proprietary right of publicity or privacy, or encourages or enables any other party to do so;
  7. post, transmit, collect or store the User Content or other personal information about other Users, including but not limited to retaining the photographs or comments of other persons;
  8. post, transmit, communicate any User Content or other content that violates the legal rights of others or that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Use and our Privacy Policy;
  9. post, transmit or communicate any User Content or other content that you do not have a right to transmit under any law or under contractual or fiduciary relationships (such as insider information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
  10. post, transmit or communicate any User Content or other content that contains unsolicited or unauthorized advertising, branding, promotional materials, commercial solicitation, political campaigning, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
  11. post, upload, send via Internet or otherwise transmit any software viruses or any other computer code, files or programs designed to interrupt, destroy, alter, or limit the functionality of any computer software or hardware or telecommunications equipment or that imposes an unreasonable or disproportionately large load on the Site’s infrastructure or limits the functionality of Ava’s Help, Users or third party computer hardware, software, networks, or hardware or telecommunications equipment;
  12. interfere or attempt to interfere with or disrupt our Services including but not limited to our servers or networks connected to our Site, including attempting to interfere with the access of any other user, host or network, including without limitation, overloading, initiating, propagating, participating, directing or attempting any “denial of service” attacks, “spamming”, “crashing”, “flooding” or “mail-bombing” our Site or disobeying any requirements, procedures, policies or regulations of networks connected to our Services;
  13. direct bots, spiders, crawlers, avatars, intelligent agents or any other automated process at our computer systems or otherwise, create unreasonable load upon any of our computer hardware, network, storage, input/output or electronic control devices;
  14. remove any proprietary notices or labels, or any promotional or advertising material, from our Services;
  15. use our Services for any public or commercial purposes, without the express prior written permission of Ava’s Help;
  16. intentionally or unintentionally violate any applicable local, provincial, national or international law, rule or regulation applicable in connection with our Services; or
  17. modify, adapt, sublicense, translate, sell, reverse engineer, decompile or disassemble any of our Services, including but not limited to any portion of our Site.

You agree that if you meet a Babysitter through this Site, you will only connect with and obtain babysitting services from this Babysitter through this Site. It is a violation of these Terms of Use for Babysitters and Parents to connect with one another for babysitting services outside of this Site.

  1. Proprietary Information

The entire contents of the Site, including without limitation, all names, designs, graphics, images, illustrations, photographs, artwork, video, audio, software, code, data, text, displays, the Site’s “look and feel”, logos, slogans, trade-marks, trade names, service marks, domain names, and the design, selection, arrangement and presentation of the Site as a collective work and/or compilation is protected under Canadian copyright, trademark, competition and other laws of Canada and other nations, and is owned by Ava’s Help or has been licensed to Ava’s Help, except User Content which is owned by the User itself. Nothing contained in this Site and provided by our Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trade-mark, service mark, logo or any other intellectual property.

 

  1. Third Party Content

Our Services may also contain information or materials (“Third Party Content”) that is owned or provided by persons other than Ava’s Help (“Third Party Providers”) including but not limited to an online “blog”. Ava’s Help makes no representations and warranties with respect to any such Third Party Content and does not undertake to conduct any independent investigation of Third Party Content. Inclusion of Third Party Content from Third Party Providers with our Services does not mean, unless expressly stated otherwise, that Ava’s Help endorses or agrees with such Third Party Content. Any opinions or comments expressed in such Third Party Content are those of the Third Party Providers and in no way represent the views of Ava’s Help.

You understand that you have no proprietary rights in the Third Party Content and that the Third Party Providers retain all proprietary right, title or interest, including copyright, in their respective Third Party Content.

You may not copy, sell, license, transfer, publish, reproduce, modify, display, reverse engineer, decompile, disassemble, adapt, translate, transmit, arrange, bundle, sublicense, export, merge, loan, rent, lease, assign, share, outsource, host, distribute in any way, prepare derivative works based on, re-post, make available to any person or otherwise use, either directly or indirectly, any of the Third Party Content, in whole or in part, in any form or by any means whatsoever, be they physical, electronic or otherwise, for any public or commercial purpose, without the prior written consent of the Third Party Providers. You shall use your best efforts to stop any such copying or distribution immediately after you become aware of such use.

  1. Hyperlinks

Our Services contain hyperlinks to other sites that are not maintained by, or related to, Ava’s Help. Hyperlinks to such sites are provided solely as a convenience to you and do not imply any endorsement by Ava’s Help of, any affiliation with or endorsement by the owner of the linked site. Ava’s Help has no control over such third party sites. Ava’s Help is not responsible for the availability of such external sites and no endorsement of any third party products or services is expressed or implied by any information, material or content referred to or included on or linked from or to our Services. Use of such third party sites, including any information, material, products and services therein, is solely at your own risk. You also understand and agree that our Privacy Policy [insert link] is applicable only while you are using our Services. Once you are linked to another site, you should read the privacy statement of that site before disclosing any personal information.

  1. Disputes between Users

Parents and Babysitters are solely responsible to resolve any disputes or disagreements between themselves relating to their babysitting services, any Babysitter or Parent reviews or comments on our Site, and any payments made or due for such babysitting services (the “Disputes”). Ava’s Help will not be a party to any such Disputes and will not be obligated to take any action towards resolving such Disputes.

  1. Online Payments

Ava’s Help offers an online payment service to facilitate the payments made between Parents and Babysitters (“Payment Service”). This Payment Service is controlled and operated by a third party site. If you have any questions or concerns about this Payment Service, you can contact Ava’s Help at the following email address: info@avashelp.com.

  1. Privacy Policy

Please click here to read and review the Ava’s Help Privacy Policy [insert link], which describes Ava’s Help’s privacy policies and practices in detail, as such statement may be amended from time to time by Ava’s Help. Ava’s Help advises you to check the Privacy Policy [insert link] on a frequent basis for changes. You hereby consent to the use of your personal information by Ava’s Help in accordance with the terms and for the limited purposes set forth in the Privacy Policy [insert link]. By agreeing to these Terms of Use, you acknowledge and agree that certain information about you is subject to the Privacy Policy [insert link].

  1. Disclaimer of Warranties/Limitation of Liability

 

  1. Ava’s Help makes no representations or warranties about the Babysitters, Parents, Children or homes at which babysitting services are provided (the “Homes”). Ava’s Help does not screen, provide background checks of, or assess the Babysitters, Parents and Children, nor do we inspect or monitor the Homes. You are required to make your own assessment of the Homes, Babysitters, Children and Parents with whom you decide to interact, engage or provide babysitting services to.
  2. Any advice that we may offer through our Services, such as the FAQ section, is for informational purposes only and does not promise any positive results or replace any professional financial, medical, legal or other advice.
  3. Ava’s Help is not responsible for any User Content and we make no representations or warranties that Users will not copy, alter, transmit or post the User Content of other Users. We also do not guarantee or promise that Users will not disclose personal or confidential information of Babysitters, Parents and Children that was revealed while providing or receiving babysitting services.
  4. Babysitters and Parents arrange for babysitting services themselves. Ava’s Help is not a party to these arrangements. YOU ACKNOWLEDGE THAT IF YOU CONTACT ANY PARENTS OR BABYSITTERS, YOU DO SO AT YOUR OWN RISK. You understand that Ava’s Help bears no responsibility for any oral and written communications, face-to-face interactions or any other experiences between Parents, Children and Babysitters.
  5. Ava’s Help does not warrant or represent that information available for access or downloading from the Internet, hyperlinked sites or our Site will be free of viruses, worms, Trojan horses or other code that may manifest contaminating or destructive properties. YOUR USE OF THE INTERNET IS AT YOUR OWN RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEMS OR LOSS OF DATA THAT RESULTS FROM ANY INTERNET ACCESS OR OUR SERVICES.
  6. YOUR USE OF OUR SERVICES IS AT YOUR OWN RISK. OUR SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT REPRESENTATIONS, WARRANTIES, GUARANTEES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED. AVA’S HELP EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, GUARANTEES AND CONDITIONS, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT OR NON-INFRINGEMENT OR THOSE ARISING OUT A COURSE OF DEALING OR USAGE OF TRADE FOR OUR SERVICES. AVA’S HELP MAKES NO REPRESENTATIONS, WARRANTIES OR CONDITIONS REGARDING THE USEFULNESS, TRUTHFULNESS, APPROPRIATENESS, ACCURACY, CURRENCY, SAFETY, OR COMPLETENESS OF OUR SERVICES FOR YOUR PURPOSES. FOR GREATER CLARITY, AVA’S HELP DOES NOT REPRESENT OR WARRANT THAT (I) OUR SERVICES OR THE USE OF OUR SERVICES WILL BE SAFE, PLEASANT, EASY, USEFUL, TRUTHFUL, ACCURATE, UNINTERRUPTED, FUNCTIONAL, RELIABLE, COMPLETE, SUITABLE, TIMELY, SECURE, ERROR-FREE OR WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS; (II) ANY DEFECTS IN OUR SERVICES WILL BE CORRECTED; (III) ANY USER CONTENT WILL BE TRUTHFUL, ACCURATE, COMPLETE, CURRENT, USEFUL, RESPECTFUL, OR APPROPRIATE; (V) USERS WILL COMPLY WITH OUR TERMS OF USE; (IV) THE THIRD PARTY PAYMENT SERVICE WILL BE SECURE, FUNCTIONAL OR ERROR-FREE; (V) BABYSITTERS, PARENTS, CHILDREN AND HOMES ARE HONEST, HELPFUL, KIND, RELIABLE, SUITABLE, SAFE, SATISFACTORY, OR WILL MEET YOUR EXPECTATIONS OR REQUIREMENTS IN ANY WAY; OR (VI) WE HAVE VERIFIED OR ENDORSED ANY BABYSITTERS, PARENTS, CHILDREN, HOMES, THIRD PARTY CONTENT, OR HYPERLINKS. OUR SERVICES MAY INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS, AND AVA’S HELP MAY MAKE CHANGES OR IMPROVEMENTS TO THE SERVICES AT ANY TIME.
  7. IN NO EVENT SHALL AVA’S HELP, ITS DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES, THIRD PARTY PROVIDERS, AGENTS OR ADVISORS (“ASSOCIATED PERSONS”) BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY INDIRECT, EXEMPLARY, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, BODILY INJURY, EMOTIONAL OR MENTAL DISTRESS, LOSS OF PERSONAL RELATIONSHIPS, LOSS OF INCOME, LOSS OF PROFITS, LOSS OF OPPORTUNITIES, BUSINESS INTERRUPTIONS, FAILURE TO REALIZE UNEXPECTED SAVINGS, DAMAGE TO PROPERTY, CLAIMS OF THIRD PARTIES, OR OTHER INTANGIBLE LOSSES OR OTHER ECONOMIC OR PERSONAL LOSS ARISING FROM OR IN CONNECTION WITH: (I) YOUR INTERACTIONS WITH OTHER USERS, WHETHER ONLINE OR OFFLINE; (II) YOUR USE OF OR RELIANCE ON INFORMATION OR OTHER CONTENT PROVIDED BY AVA’S HELP OR BY USERS WHETHER POSTED ON THE SITE OR TRANSMITTED TO OR BY ANY USER OF THE SITE; (III) ANY REVIEWS AND CONSEQUENCES FROM SUCH REVIEWS MADE ABOUT YOU ON THE SITE BY OTHER USERS; (IV) YOUR USE OF OR INABILITY TO USE OUR SERVICES, INCLUDING WITHOUT LIMITATION YOUR TERMINATION OR SUSPENSION OF OUR SERVICES; (V) YOUR VIOLATIONS OF INTELLECTUAL PROPERTY RIGHTS OR PRIVACY RIGHTS; (VI) ANY FAILURE OF PERFORMANCE OF OUR SERVICES, WHETHER RELATED TO ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUSES OR LINE FAILURE; (VII) THE UNAUTHORIZED USE OF USER CONTENT OR YOUR ACCOUNT AND PASSWORD BY ANY PERSON; (VIII) ANY ACTION TAKEN BY AVA’S HELP DURING OR AS A RESULT OF ANY INVESTIGATIONS; (IX) ANY THIRD PARTY CONTENT OR HYPERLINKED SITES; OR (X) ANY OTHER MATTERS RELATING TO OUR SERVICES, WHETHER BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, FUNDAMENTAL BREACH, FAILURE OF ESSENTIAL PURPOSE OR OTHERWISE, WHETHER OR NOT AVA’S HELP HAD ANY KNOWLEDGE, ACTUAL OR CONSTRUCTIVE, THAT YOU MIGHT INCUR SUCH DAMAGES.
  8. AVA’S HELP DISCLAIMS ANY AND ALL SUCH ABOVE REPRESENTATIONS, WARRANTIES AND CONDITIONS TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW. CERTAIN JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR CONDITIONS OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS.

 

  1. Indemnity

You agree at all times to defend, indemnify and hold harmless Ava’s Help, its employees, contractors, agents, volunteers, officers, directors, successors and assigns (the “Indemnified Parties”) from and against any claims, losses, judgements, actions, proceedings, damages, costs and expenses (including without limitation, reasonable legal and other fees and disbursements) incurred by any of the foregoing parties due to or resulting from your use or misuse of our Services or from your violation of these Terms of Use. You will also indemnify and hold the Indemnified Parties harmless from and against any claims brought by third parties related to or arising out of your use or misuse of our Services.

  1. System Security

You are prohibited from using any services or facilities provided in connection with our Services to compromise security or tamper with system resources and/or accounts. The use or distribution of tools designed for compromising security (e.g., password guessing programs, cracking tools or network probing tools) is strictly prohibited. Ava’s Help reserves the right to investigate suspected violations of these Terms of Use and to fully cooperate with any law enforcement authorities or court order requesting or directing Ava’s Help to disclose the identity of anyone believed to be violating these Terms of Use.

  1. Applicable Law

These Terms of Use and any action related thereto or related to our Services shall be governed, controlled, interpreted and defined by and under the laws of the Province of Ontario and the federal laws of Canada applicable therein without giving effect to any principles of conflicts of laws. The United Nations Convention on the International Sale of Goods is explicitly excluded from this agreement. You agree that any action at law or in equity arising out of or relating to these Terms of Use or your use of our Services will be filed only in a court located in Ontario, Canada, and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts for the purpose of any such action. Your use of our Services is void where prohibited by laws in jurisdictions to which you are otherwise subject, and you agree not to visit or use our Services in any such circumstances.

  1. Termination

You acknowledge and agree that these Terms of Use shall remain in effect for so long as you use our Services. You agree that this agreement can only be terminated by you once you have stopped using our Services. Ava’s Help reserves the right to suspend or terminate your use of our Services and remove any User Content from our Site at any time, for any reason, with or without cause, if Ava’s Help believes that you are violating these Terms of Use in any way. If you wish to terminate your account, you many choose to cease your use of the Site or to send Ava’s Help notification by e-mail at info@avashelp.com. If you are dissatisfied with our Services, including these Terms of Use, your sole remedy is to discontinue using our Services. You acknowledge that any termination of this agreement will not discharge you of any of your obligations to pay for any outstanding membership fees or penalties owed to Ava’s Help at the time of termination.

 

  1. Entire Agreement

These Terms of Use and any other legal notices, policies and guidelines of Ava’s Help linked to these Terms of Use constitute the entire agreement between you and Ava’s Help relating to your use of our Services and supersede any prior understandings or agreements (whether oral or written), claims, representations, and understandings of the parties regarding such subject matter and the Terms of Use may not be amended or modified except in writing or by making such amendments or modifications available on our Site.

  1. No Agency; Third Party Beneficiary

Ava’s Help is not your agent, fiduciary, trustee, or other representative. Nothing expressed or mentioned in or implied from these Terms of Use is intended or will be construed to give to any person other than the parties hereto any legal or equitable right, remedy, or claim under or in respect to these Terms of Use. These Terms of Use and all of the representations, warranties, covenants, conditions, and provisions hereof are intended to be and are for the sole and exclusive benefit of you and Ava’s Help.

  1. Assignment

You may not assign, convey, subcontract or delegate your rights, duties or obligations hereunder without the prior written consent of Ava’s Help.

  1. Severability

If any provision of the Terms of Use is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavour to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms of Use remain in full force and effect.

  1. No Waiver

Ava’s Help will not be considered to have waived any of its rights or remedies described in these Terms of Use unless the waiver is in writing and signed by Ava’s Help. No delay or omission by Ava’s Help in exercising its rights or remedies will impair or be construed as a waiver. Any single or partial exercise of a right or remedy will not preclude further exercise of any other right or remedy. Our failure to enforce the strict performance of any provision of these Terms of Use will not constitute a waiver of Ava’s Help’s right to subsequently enforce such provision or any other provisions of these Terms of Use.

  1. Headings

The headings used in these Terms of Use are included for convenience only and have no legal or contractual effect and shall not affect the construction or interpretation of these Terms of Use.

  1. Language

You agree that English will be the language of our Site and of all transactions occurring in connection with our Services, and you agree to waive any right to use and rely upon any other language or translations. You acknowledge that it is your express wish that these Terms of Use have been drawn up in English. C’est la volenté expresse des parties que la présente convention ainsi que tous les documents legales qui s’y rattachent soient rédigés en anglais.

  1. Last Modified

These Terms and Conditions were last modified on March 24, 2016.