Terms of Use

Last updated on May 14, 2021

These Terms and Conditions of Use (referred to as “Terms” or “Terms of Use”) govern your relationship with the Cansulta website (the “Website”) operated by AKP Solutions Inc. (“us“, “we“, “our“, “Company”, or “Cansulta”).

AKP Solutions Inc. is a corporation registered under the provincial laws of Ontario, Canada. These Terms refer to all websites that we own and operate, including the websites located at www.cansulta.com, www.cansulta.ca, www.akp.solutions, www.experts-connect.com, www.akpsolutionsinc.com, and all related websites, our applications and/or APIs, and online services (our “Website” or “Platform”), as well as our other services, offerings, and other interactions (e.g., customer service inquiries, user collaborations, etc.) you may have with us (together with our Website, collectively referred to as the  “Website”). If you do not agree with these Terms, you should not use our Website. These Terms do not apply to any third-party applications or software that integrate with the Website  (“Third-Party Services”), or any other third-party products, services or businesses.

Your access to and use of the Website is based on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Website.

By accessing or using the Website you agree to be bound by these Terms and accept all legal consequences. If you do not agree to these terms and conditions, in whole or in part, please do not use the Website.

1.     Definitions

Parties

CONSULTANT: an individual, organization or corporation that registers on the Cansulta Platform and is vetted by the Company in compliance with a Consulting Agreement, the Platform’s Terms of Use and Privacy Policy for the purpose of providing Services to Customers.

CUSTOMER: means an individual or organization that registers on the Cansulta Platform in compliance with the Platform’s Terms of Use and Privacy Policy for the purpose of acquiring a Services from Company or from Consultants;

SERVICE(S) individually or collectively refers to:

  • “Engagement” means the specific Services to be provided by the Consultant under their agreement with a Customer, that is facilitated by the Website and will be set out in a written contract in an agreed-upon form. Each Engagement shall detail the Services to be performed and shall be subject to all of the terms and conditions of this Agreement as well as the Company’s Terms of Use and Privacy Policy.
  • “E-Store” means a virtual storefront hosted by the Company that provides electronic files, links, and documents that are the Intellectual Property of Consultants.
  • “Consultations” means live meetings between the Consultant and Customer, scheduled by and initiated on the Website;
  • “Digital Product” means electronic purchases made directly by Customers themselves from the Website.

USER: someone who accesses, posts, messages, edits, browses, or in any way uses our Website      .

WE, US, and OUR: refers to Cansulta.

YOU and YOUR: refer to you, as a user of our Website     .

Content

CONTENT: text, images, photos, audio, video, documents, reviews, feedback and all other forms of data or communication.

SITE CONTENT: all of the Content that is made available in connection with our Website, including Your Content, User Content, Third Party Content, and Cansulta Content.

CANSULTA CONTENT: Content that we create and make available in connection with our Website.

THIRD PARTY CONTENT: means Content that originates from parties other than Cansulta or its users, which is made available in connection with our Website.

USER CONTENT: means Content that users submit or transmit to, through, or in connection with our Website.

YOUR CONTENT: Content that you submit or transmit to, through, or in connection with our Website, such as files, images, posts, comments, invitations, messages, reviews, feedback and information that is generated, posted and/or displayed privately and publicly on our Platform.

2.     Changes to Terms of Use

We may modify these Terms from time to time. You understand and agree that your access to or use of our Website is governed by the Terms effective at the time of your access to or use of our Website. If we make material changes to these Terms, we will notify you by email or by posting a revised version of the Terms on our Site. We will also indicate at the top of this page the date that revisions were last made. You should revisit these Terms on a regular basis as revised versions will be binding on you. You understand and agree that your continued access to or use of our Website after the effective date of modifications to the Terms indicates your acceptance of the modifications.

3.     Terms of Using Our Website

A.    Eligibility

Customers: To access or use our Website, you must be over the age of majority and have the requisite power and authority to enter into these Terms. You may not access or use our Website if we have previously banned you from our Website or close your account.

Consultants: To access or use our Website, you must be over the age of majority and have the requisite power and authority to enter into these Terms. You may not access or use our Website if we have previously banned you from our Website or close your account. Additionally, to continue using our Website after registration, you must be vetted by our Talent team and sign our Consulting Agreement.

B.    Permission to Use the Website

We grant you permission to use our Website subject to the restrictions in these Terms. Your use of our Website is at your own risk.

C.    Website Availability

Our Website may be modified, updated, interrupted, suspended or discontinued at any time without notice or liability.

D.    User Accounts

You must register by creating an account and provide certain information about yourself in order to use some of the features that are offered through our Website. You are responsible for maintaining the confidentiality of your account password. You are also responsible for all activities that occur in connection with your account. You agree to notify us immediately of any unauthorized use of your account. We reserve the right to close your account at any time for any or no reason.

E. Communications from Cansulta and other Users

By creating an account, you agree to receive certain communications in connection with your use of our Website. If you have subscribed to them, you also will receive email marketing and product-related newsletters from us or notices on the Website. We provide unsubscribe links in all of our email footers if you no longer wish to receive those communications from us.

F. User Profile

If you register and create a profile, you may utilize our Website to post materials, express interest in other Users’ profiles, and communicate with other Users on the Website in compliance with the Terms and during the period stated in your acceptance. As a User, you may use Cansulta’s trademarks and service marks in connection with your use of our Website so long as you comply with the guidelines for its use that we may provide to you, as may be amended from time to time. You acknowledge and agree that how you utilize our Services as a User impacts our brand. Accordingly, you agree not to utilize our Website in a manner that diminishes and/or tarnishes our image and/or reputation, and that we may terminate your User Profile and/or license to use our Website immediately if you do so.

We may use third party services and social media platforms to facilitate registration or login to the platform. These third-party websites may have different terms, policies and practices than Cansulta. We do not assume any responsibility for the terms, policies, practices, actions or omissions of the third parties operating these websites. We strongly encourage you to read the privacy policies of these websites to enable you to make an informed decision whether or not to access the platform using these third-party websites. We also prohibit the user of Cansulta’s intellectual property on these third-party websites in a way that is in breach of the prohibited uses of our content and platform as outlined in these Terms.

4.     Content

A. Content Guidelines

The purpose of our Website is to provide a neutral Platform that facilitates the provision of professional services to be provided by Consultants to Customers in manner that is compliant with these Terms. You confirm that the content provided on the Website is true and accurate. You also commit to maintain an updated User Profile, that represents the most up-to-date set of content related to your User Profile.

Our Website allows you to post, link, store, share and otherwise make available certain information, text, graphics, videos, or other material (“Content”) in private communications between Customers and Consultants as well as group communications in our Community Forums. Our community forums are restricted to registered users of Cansulta. You are responsible for the Content that you post to the Website, including its legality, reliability, and appropriateness.

By posting Content to the Website, you grant us the right and license to use and distribute such Content on and through the Website for the purpose of facilitating the Services to be provided by Consultants. You retain any and all of your rights to any Content you submit, post or display on or through the Website and you are responsible for protecting those rights.

You represent and warrant that: (i) the Content is yours (you own it) or you have the right to use it and grant us the rights and license as provided in these Terms, and (ii) the posting of your Content on or through the Website does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person.

We reserve all rights to block or remove communications or materials that we determine to be: (a) abusive, defamatory, or obscene; (b) fraudulent, deceptive, or misleading; (c) in violation of a copyright, trademark or, other intellectual property right of another or; (d) offensive or otherwise unacceptable to us in our sole discretion.

You acknowledge that, by providing you with the ability to view and distribute user-generated content on the Website, we are merely acting as a passive conduit for such distribution and is not undertaking any obligation or liability relating to any contents or activities on the Website.

B. Responsibility for Your Content

You alone are responsible for Your Content and assume all risks associated with Your Content. You represent that you own, or have the necessary permissions to use and authorize, the use of Your Content as described herein.

You may expose yourself to liability if, for example, (i) Your Content contains material that is false, intentionally misleading, or defamatory; (ii) violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (iii) contains material that is unlawful, including illegal hate speech or pornography; (iv) exploits or otherwise harms minors; or (v) violates or advocates the violation of any law or regulation.

C. Reviews and Marketplace Feedback

You hereby acknowledge and agree that Users publish and request Cansulta to publish on their behalf information on the Website about the User, such as feedback, composite feedback, geographical location, or verification of identity or credentials. However, such information is based solely on unverified data that Consultants or Clients voluntarily submit to Cansulta and does not constitute and will not be construed as an introduction, endorsement, or recommendation by Cansulta; Cansulta provides such information solely for the convenience of Users.

You acknowledge and agree that User feedback benefits the marketplace, all Users, and the efficiency of the Website and you specifically permit other Users to post composite or compiled feedback about other Users and their experience; this feedback may be private or public and may be relate to the use of any of our Services and may be posted on Users’ profiles and elsewhere on the Website. You acknowledge and agree that feedback results for you, wherever referenced, and other User Content highlighted by other users or Cansulta on the Website or otherwise (“Composite Information”), if any, may include User comments, User ratings, indicators of User satisfaction, and other feedback left exclusively by other Users. You further acknowledge and agree that Cansulta will make Composite Information available to other Users, including composite or compiled feedback. Cansulta provides its feedback system as a means through which Users can share their opinions of other Users publicly, and Cansulta does not monitor, influence, contribute to or censor these opinions. You agree not to use the Composite Information to make any employment, credit, credit valuation, underwriting, or other similar decision about any other User.

Cansulta does not generally investigate any remarks posted by Users or other User Content for accuracy or reliability and does not guarantee that User Content is accurate. You are solely responsible for your User Content, including the accuracy of any User Content, and are solely responsible for any legal action that may be instituted by other Users or third parties as a result of or in connection with your User Content. Cansulta is not legally responsible for any feedback or comments posted or made available on the Website by any Users or third parties, even if that information is defamatory or otherwise legally actionable. In order to protect the integrity of the feedback system and protect Users from abuse, Cansulta reserves the right (but is under no obligation) to remove posted feedback or information that, in Cansulta’s sole judgment, violates these Terms or negatively affects our marketplace, diminishes the integrity of the feedback system or otherwise is inconsistent with the business interests of Cansulta. You acknowledge and agree that you will notify Cansulta of any error or inaccurate statement in your feedback, and that if you do not do so, Cansulta may rely on the accuracy of such information.

D. Prohibited Conduct

Examples of prohibited uses of our website and Platform

The following are examples of uses that are prohibited on the Website or when using the Website Services:

  • Directly or indirectly causing the intellectual property of Cansulta such as its trademarks, copyright, patents or trade secrets and/or using such intellectual property to be used in a way not permitted by these Terms of Use, Cansulta’s Privacy Policy, or agreements with its consultants.
  • Seeking, offering, promoting, supporting, or endorsing services, content, or activities that:
    • are defamatory, illegal, violent, profane, vulgar, threatening, unlawfully discriminatory, illegal, pornographic, obscene, or sexually explicit in nature;
    • would violate the intellectual property rights, such as and including copyrights, of another person, entity, service, product, or website;
    • would violate (a) the Terms of Use, (b) the terms of service of another website or any similar contractual obligations, or (c) the academic policies of any educational institution;
    • regard the creation, purchase, and/or publication of a review for a third-party website;
    • regard the creation, publication, or distribution of “fake news”, “hoax news”, Deep Fake content or similar content, which is, in Company’s sole discretion, determined to be intended to mislead recipients for personal, financial, political or other gain or advantage;
    • regard or promote in any way any escort services, prostitution, or sexual acts; or
    • any conduct that is, in Cansulta’s determination, violent or harassing toward another person or endorses or encourages violence or harassment towards others, including based on the individual’s or group’s inclusion in a protected class as defined by applicable law;
  • Fraudulent or misleading uses or content, including:
    • fraudulently billing or attempting to fraudulently charge any Customer, including by (i) falsifying or manipulating or attempting to falsify or manipulate the time sold for Consultations, (ii) reporting, recording, or otherwise billing Customers for time that was not actually worked or services not actually performed, or (iii) on an hourly contract, reporting, recording, or otherwise billing hours worked by another person as hours worked by you in a way that is misleading or false;
    • misrepresenting your experience, skills, or information, including by representing another person’s profile, or parts of another person’s profile, as your own;
    • using a profile photo that is not you, misrepresents your identity or represents you as someone else, or any other activity that misrepresents your identity;
    • impersonating any person or entity, including, but not limited to, an Cansulta representative, forum leader, or falsely stating or otherwise misrepresenting your affiliation with a person or entity;
    • falsely stating or implying a relationship with another User
    • falsely attributing statements to any Cansulta representative, forum leader, guide or host;
    • falsely stating or implying a relationship with Cansulta or with another company with whom you do not have a relationship;
    • allowing another person to use your account, which is misleading to other Users; or
    • falsely stating that you will perform provide Services when another will in fact perform the work
  • Expressing an unlawful preference in a job post or proposal or otherwise unlawfully discriminating on a protected basis;
  • Inciting or encouraging violence;
  • Posting identifying information concerning another person;
  • Spamming other Users with proposals or invitations, including by making unsolicited contact of Users on or off the Platform
  • Making or demanding bribes or demanding other payments
  • Requesting or demanding free services, including requesting Consultants to submit work as part of the proposal process for very little or no money
  • Attempting to or actually manipulating or misusing the feedback system, including by:
    • withholding Services or engaging in any other conduct for the purpose of obtaining positive feedback from another User;
    • attempting to coerce another User by threatening to give negative feedback;
    • expressing views unrelated to the work, such as political, religious, or social commentary, in the feedback system;
    • providing anything of value to any person (including to a third-party who provides assistance in obtaining feedback) or using any service of any type in order to obtain feedback; or
    • offering services for the sole purpose of obtaining positive feedback of any kind;
  • Duplicating or sharing accounts;
  • Selling, trading, or giving an account to another person;
  • Directly or indirectly, advertising or promoting another website, product, or service similar to Cansulta or soliciting other Users for other websites, products, or services
  • Interfering or attempting to interfere with the proper operation of the Website or Website Services or any activities conducted on the Website, including by:
    • bypassing any measures we may use to prevent or restrict access to the Website or any subparts of the Website, including, without limitation, features that prevent or restrict use or copying of any content or enforce limitations on use of the Site or the content therein;
    • attempting to interfere with or compromise, or actually interfering with or compromising, the system integrity or security of the servers running the Website, or attempting to or deciphering any transmissions to or from the servers running the Website;
    • using any robot, spider, scraper, or other automated means to access the Website for any purpose without our express written permission;
    • collecting or harvesting any personally identifiable information, including Account names, from the Website;
    • attempting to or imposing an unreasonable or disproportionately large load (as determined in Cansulta’s sole discretion) on the Website’s infrastructure;
    • introducing any invalid data, virus, worm, or other harmful or malicious software code, agent, hidden procedure, routine, or mechanism through or to the Website that is designed to or known to cause to cease functioning, disrupt, disable, harm, or otherwise impair in any manner, including aesthetic disruptions or distortions, the operation of (or to allow you or any other person to access or damage or corrupt data, storage media, programs, equipment, or communications or otherwise interfere with operations of or on) the Website or any software, firmware, hardware, computer system, or network of Cansulta or any third party;
    • accessing or attempting to access the Website or Website Services by any means or technology other than the interface provided; or
    • framing or linking to the Website or Website Services except as permitted in writing by Cansulta.
  • Conduct or actions that could jeopardize the integrity of or circumvent the Website, Website Services or Cansulta’s proprietary information, including:
    • attempting to or actually reverse-engineering, modifying, adapting, translating, preparing derivative works from, decompiling, or interfering with the operation of, or otherwise attempting to derive source code from, any part of the Website or Website Services unless expressly permitted by applicable law or Cansulta; or
    • accessing or using the Website or Website Services to build a similar service or application, identify or solicit Cansulta Users, or publish any performance or any benchmark test or analysis relating to the Website.

E. Ownership and Intellectual Property

As between you and Cansulta, you own Your Content. We own the Cansulta Content, including but not limited to the visual interfaces, interactive features, graphics, branded files and templates, promotional assets, design and all other elements and components of our Website excluding Your Content, User Content, and Third Party Content. We also own the copyrights, trademarks, service marks, trade names, moral rights and other intellectual and proprietary rights throughout the world (“IP Rights”) associated with the Cansulta Content and our Website, which are protected by copyright, trade dress, patent, trademark laws and all other applicable intellectual and proprietary rights and laws. As such, you may not modify, reproduce, distribute, create derivative works or adaptations of, publicly display or in any way exploit any of the Cansulta Content in whole or in part except as expressly authorized by us. Except as expressly and unambiguously provided herein, we do not grant you any express or implied rights, and all rights in and to our Website and the Cansulta Content are retained by us.

Categories of Intellectual Property Ownership:

  • Types of Intellectual Property:
    • Consultant Content. The Consultant shall retain all Intellectual Property Rights in and to all of the Consultant’s Content that is developed independently of the Website without use of the Company’s or the Customer’s Confidential Information or Intellectual Property Rights. The Consultant hereby grants the Company and the Customer a royalty-free, irrevocable, worldwide, paid-up, non-exclusive license to use, copy, disclose, modify, enhance, create derivative works (and own the derivative portion but not the original version) of, and distribute (but not resell or sublicense) the Consultant’s Content incorporated into the Engagement documents or necessary for the full utilization of the Website and
    • Customer Content. The Customer will be the exclusive owner of all Content provided to the Consultant under these Terms, within the course of their Engagement and all Intellectual Property Rights therein. All Customer Content constitutes the Confidential Information of Customer. Upon the Customer’s request at any time, the Consultant shall provide to the Customer all Content, data and work-in-progress in connection with the Customer Content. The Consultant shall not use any of the Customer’s Content during or after these Terms are in effect or in performance of the Services for Customers other than the Company’s Customers.
  • Categories of Services:
    • Introduction Sessions: During the course of Introduction sessions, all Intellectual Property shared in private messages or video meetings on the Platform remains the property is the respective owners. Sharing of such information is solely intended for mutual evaluation of whether or not the Consultant and Customer wish to work together in in future Consultations or Engagements .
    • Consultations and Engagements: During the course of Consultations and Engagements all Intellectual Property and Engagement Documents approved and paid for by the Customer become the intellectual property of the Customer. All interim work created such as templates or drafts, remain the intellectual property of the Consultant. The Consultant and the Customer are free to waive or vary this arrangement on a case-by-case basis at their own risk, provided that both Parties agree in writing.
    • Digital Products: Subject to the provisions contained in Company’s Terms of Use, Privacy Policy, and the Consulting Agreement, Consultants agree to grant Customers a limited, royalty-free, irrevocable, worldwide, paid-up, non-exclusive license to use, copy, disclose, modify, enhance items purchased from their e-Store for personal and/or commercial use provided that all copyright is maintained and other proprietary notices contained in any such material are maintained and do not or resell items purchased from the e-Store.  Any other use is strictly prohibited without the express written consent of the Consultant. For greater clarity, e.g., if a Customer purchases a document from the e-Store, the original work remains the copyright of the Consultant or the Company respectively and the Customer is not permitted to re-sell the document.

The Website and all contents, including but not limited to text, images, graphics or code are the property of Cansulta and are protected by copyright, trademarks, database and other intellectual property rights. You may display and copy, download or print portions of the material from the different areas of the Website only for your own non-commercial use, or to place an order with Cansulta. Any other use is strictly prohibited and may violate copyright, trademark and other laws. These Terms do not grant you a license to use any trademark of AKP Solutions Inc. or its affiliates. You further agree not to use, change or delete any proprietary notices from materials downloaded from the Website.

5.     Billing Policy: Purchases, Cancellations and Refunds

Purchases

You understand that use of our Services may result in charges to you for the Services you receive from Company or Consultants (“Fees”). After you have requested Services to be obtained through your use of the Platform, Cansulta will facilitate your payment of the applicable Fees on behalf of the Consultant as the Consultant’s limited payment collection agent. Fees will be inclusive of applicable taxes where required by law. Fees paid by you are final and non-refundable, unless otherwise determined by Cansulta.

If you wish to purchase Services made available through the Platform (“Purchase“), you may be asked to supply certain information relevant to your Purchase for use by third-party payment services providers, e.g., Stripe.

Unless otherwise stated, all Fees are due immediately and payment will be facilitated by Cansulta by connecting you to a third-party payment processor or payment services provider, using your preferred payment method, after which you will receive a receipt by email.

You represent and warrant that: (i) you have the legal right to use any credit card(s) or other payment method(s) in connection with any Purchase; and that (ii) the information you supply to us is true, correct and complete.

By submitting such information, you grant to third parties for the purposes of facilitating the completion of Purchases, access to your payment information.

As between you and Cansulta, Cansulta reserves the right to establish, remove and/or revise Fees for any or all Services obtained through the use of the Platform at any time in Cansulta’s sole discretion.

Cansulta may from time to time provide certain users with promotional offers and discounts that may result in different amounts charged for the same or similar Services obtained through the use of the Platform, and you agree that such promotional offers and discounts, unless also made available to you, shall have no bearing on your use of the Platform or the Fees applied to you.

We reserve the right to refuse or cancel your order at any time for certain reasons including but not limited to: Services availability, errors in the description or price of the product or Services, error in your order or other reasons.

We reserve the right to refuse or cancel your order if fraud or an unauthorised or illegal transaction is suspected. We will not be held responsible or liable for any failure for the Purchase to complete, or any resulting loss or damages to you.

Cancellation

Live meetings: You understand that you may be holding a reservation for a consultant’s time. If you cancel at least 24 hours in advance of the consultation, you will receive a full refund. If you cancel less than 24 hours in advance, a refund will not be provided.

Cancelling a Consultation session: This can be rescheduled by customers through the Platform. Taxes and rebooking fees apply.

Cancelling an Engagement: This can be requested by the Customer making a request directly to Consultants or vice versa. The Parties are encouraged to come to a mutually agreed solution in writing on the platform, based on which a partial refund may be accommodated, but is not guaranteed. Taxes and rebooking fees apply.

Products: Purchases are final and cannot be cancelled. Refunds are not available on products sold.

Refunds

By default we don’t offer refunds or exchanges. However, there are exceptions:

Consultations: Where a consultant does not attend a consultation, customers may request a refund. Consulting is often a time-based business, where our consultants provide services for fees based on time spent working with you. Therefore, there are no refunds for consultations where customers do not attend. Customers may request a refund from consultants directly; providing refunds is in the consultant’s discretion when customers do not attend consultations.

Engagements: Generally, refunds are not provided for Engagements. However, in exceptional circumstances, customers may request a refund on a case-by-case basis by emailing us at help@cansulta.com or by reaching out to us on our Contact Us page and you will receive a response within 1-2 business days.

Products: Refunds are not available on products sold.

If applicable, once your refund request is received, we will send you an email to notify you that we have received your request. We will also notify you of the approval or rejection of your refund request.

If you are approved, then your refund will be processed, and a credit will automatically be applied to your credit card or original method of payment, within a certain amount of days.

Late or missing refunds (if applicable)

If you haven’t received a refund yet, first check your bank account again.

Then contact your credit card company, as it may take some time before your refund is officially posted.

Next, contact your bank. There is often some processing time before a refund is posted.

If you’ve done all of this and you still have not received your refund yet, please contact us at help@cansulta.com

6.     Availability, Errors and Inaccuracies

In order to provide exceptional service, and accuracy, we regularly update the products and Services on the Website.

We cannot and do not guarantee the accuracy or completeness of any information, including prices, product images, specifications, availability, Services or the quality of work of Consultants. We reserve the right to change or update information and to correct errors, inaccuracies, or omissions at any time without prior notice.

Despite our best efforts, the products or Service available on our Website may have an error regarding the price, be inaccurately described, or be unavailable.

We may experience delays in updating information on the Website and in our advertising on other websites.

7.     Accounts

When you create an account with us, you must provide us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of your account on our Website.

You are responsible for safeguarding the password that you use to access the Website and for any activities or actions under your password, whether your password is with our Website or a third-party service.

You agree not to disclose your password to any third-party. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.

You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than you without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene.

8.     Links To Other Web Sites

The Website may contain links to third-party web sites or services that are not owned or controlled by Cansulta.

Cansulta has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that Cansulta shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such websites or services.

We strongly advise you to read the terms and conditions and privacy policies of any third-party websites or services that you visit.

9.     Virtual Communications, Electronic Communications and File Storage

During the course of providing Services to Customers through the Website, Cansulta may use video conferencing and other virtual communications technologies. You may also exchange electronic versions of documents and content using commercially available software that may be vulnerable to attack by viruses and other destructive electronic programs. As a result of our countermeasures undertaken in this regard, our system may occasionally reject a communication you send, or that is rejected by your system. Accordingly, Cansulta cannot guarantee that all communications and documents will always be received or that such communications and documents will always be virus free, and we make no warranty with respect to any electronic communications between Consultants and Customers or between you and us. In addition, Cansulta makes no warranty with respect to the security of any virtual or electronic communication between you and you consent to our exchange of virtual or electronic communications, including confidential documents, unencrypted.

10.  Termination

We may terminate or suspend access to our Website immediately, without prior notice or liability, for any reason whatsoever, including, without limitation, if you breach these Terms or any other agreements between you and Cansulta.

All provisions of the Terms shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Upon termination, your right to use the Website will immediately cease. If you wish to terminate your account, you may simply discontinue using the Website or request your account’s deletion.

11.  Indemnification

You agree to indemnify, defend and hold harmless Cansulta, its principals, officers, directors, representatives, employees, contractors, licensors, licensees, suppliers and agents, from and against any claims, losses, damages, losses, obligations, costs, actions or demands arising out of the following by the Indemnifying Party or its personnel, agents or representatives for (a) negligence or willful misconduct in connection with these Terms or (b) a breach of these Terms.

These include but are not limited to: (a) fees resulting from your use of the Website; (b) your breach of any of these Terms; (c) anything you post on or upload to the Website; and (d) any activity related to your account. This includes any negligent or illegal conduct by you, any person or entity accessing the Website using your account whether such access is obtained via fraudulent or illegal means.

12.  Limitation of Liability

Cansulta, its directors, employees, partners, agents, suppliers, or affiliates, shall not be liable for any loss or damage, direct or indirect, incidental, special, consequential or punitive damages, including without limitation, economic loss, loss or damage to electronic media or data, goodwill, or other intangible losses, resulting from (i) your access to or use of the Website; (ii) your inability to access or use the Website; (iii) any conduct or content of any third-party on or related to the Website; (iv) any content obtained from or through the Website; and (v) the unauthorized access to, use of or alteration of your transmissions or content, whether based on warranty, contract, tort (including negligence) or any other claim in law, whether or not we have been informed of the possibility of such damage, and even if a remedy set forth herein is found to have failed of its essential purpose.

13.  Disclaimer And Non-Waiver of Rights

Cansulta makes no guarantees, representations or warranties of any kind as regards the website and associated technology. Any purportedly applicable warranties, terms and conditions are excluded, to the fullest extent permitted by law. Your use of the Website is at your sole risk. The Website is provided on an “AS IS” and “AS AVAILABLE” basis. The Website is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance, except as provided for under the laws of any province in Canada. In such cases, the provincial law shall apply to the extent necessary.

Cansulta, its subsidiaries, affiliates, and its licensors do not warrant that a) the Website will function uninterrupted, secure or available at any particular time or location; b) any errors or defects will be corrected; c) the Website is free of viruses or other harmful components; or d) the results of using the Service will meet your requirements.

If you breach any of these Terms and Cansulta chooses not to immediately act, or chooses not to act at all, Cansulta will still be entitled to all rights and remedies at any later date, or in any other situation, where you breach these Terms. Cansulta does not waive any of its rights. Cansulta shall not be responsible for any purported breach of these Terms caused by circumstances beyond its control. A person who is not a party to these Terms shall have no rights of enforcement.

You may not assign, sub-license or otherwise transfer any of your rights under these Terms.

  1. Exclusions

As set out, above, some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you. Laws of Ontario may apply to certain products and service provided.

  1. Dispute Resolution Process

Disputes

If a Customer and Consultant fail to come to a mutual resolution by way of the Refund and Cancellation process as stated in the Billing Process, Cansulta may provide a mechanism to resolve the dispute called the Dispute Resolution Process (DRP)

The DPR is not available for disputes filed or initiated past the DRP deadlines, as set forth in the process. It is offered as a form of non-binding assistance to facilitate communication and potential resolution of disputes between Customers and Consultants. The DRP as administered by Cansulta and does not evaluate the quality or functionality of work and cannot render binding judgment or determination as to the parties’ respective rights to the disputed funds.

Disputing Funds Held By Cansulta

This process applies to disputes filed by Customers or Consultants over funds that are held by Cansulta as of the date the dispute is filed. The scope of the Dispute may cover the entirety of the Services approved, paid for and released. In the event of a Dispute, funds will remain with Cansulta while the DRP or Arbitration, as applicable, is being administered. The DRP for a Dispute will be administered as set forth below:

  • Deadline: Disputes must be initiated before the funds held by Cansulta have been released in order to be eligible for the DRP under this Section. Disputes over funds that have been released to Consultants may be eligible for the DPR, as described below:
  • Filing A Dispute
    • Consultants: Consultants may initiate a Dispute when a Customer ends the project with a balance held by Cansulta despite any purported delivery of work by sending an email to help@cansulta.com
    • Customers: Customers may initiate a Dispute by requesting by sending an email to help@cansulta.com. If a Consultant disputes the refund request or offers a partial refund that is subsequently rejected by the Customer, the case will be referred to the DRP.
  • Notice of Dispute: Once a dispute has been filed, the dispute team that administers the DRP (“Disputes Team”) will notify Customer and Consultant in writing of the dispute via email and request information and supporting documentation from the parties (“Notice of Dispute”).
  • Lack of Participation: Customer and Consultant must respond to the Notice of Dispute within 5 calendar days. If one party does not timely respond to the Notice of Dispute, Customer and Consultant agree that the lack of timely response acts as an irrevocable authorization and instruction to Cansulta to release the funds in from the non-responding party to the responding party.
  • Non-Binding Assistance: After both Customer and Consultant respond to the Notice of Dispute, the Disputes Team will review the documentation submitted and any information available on the Platform that pertains to the dispute. The Disputes Team will facilitate communication between the parties and help assess whether mutual resolution is possible. The Disputes Team does not evaluate the quality or functionality of work and cannot render binding judgment or determination as to the parties’ respective rights to the disputed funds.
  • Resolution of Dispute: If the Disputes Team is able to facilitate a resolution between the Customer and the Consultant, and if Customer and the Consultant agree in writing to the resolution, the Customer and the Consultant agree that Cansulta is authorized and irrevocably instructed to immediately release funds in accordance with the agreed-upon resolution. This will result in a closure of the dispute.
  • No Resolution: If no resolution of the dispute has been reached within 21 calendar days of the Notice of Dispute, or if the Disputes Team determines in its sole discretion that no resolution between the parties is possible through the DRP, the Disputes Team will issue a “Notice of Non-Resolution” and the dispute will be referred to Arbitration, as set forth below.

Dispute of Funds Released by Cansulta

This Section applies to disputes filed by Customers or Consultants over funds that have been released from as of the date the dispute is filed. The scope of the Dispute Mediation may cover any portion of or the entirety of the Services approved, paid for and released. The DRP will operate as follows:

  • DRP Dealine: DRP must be initiated within 30 calendar days of the date that funds in have been released to the Consultant in order to be eligible for the DRP under this Section. Any dispute over funds that have been released from more than 30 days prior to the date the dispute is filed is no longer eligible for submission to the DRP.
  • Initiating a DRP:
    • Requesting a Refund: Customers may initiate the DRP for disputes over funds that have been released by requesting a refund by sending an email to help@cansulta.com. If the Consultant rejects the request for a refund, grants a partial refund that is subsequently rejected by the Customer, or takes no action, the dispute will be referred to the DRP.
  • Notice of DRP: Once a dispute has been initiated, the Disputes Team will notify the Customer and the Consultant of the DRP in writing and request information and supporting documentation from the parties in the form of a Notice of Dispute. The Customer and the Consultant must respond to the Notice of Dispute within 5 calendar days. Failure to respond to the Notice of Dispute within 5 calendar days will result in the suspension of the non-participating party’s User account, as defined in these Terms of Use, which may impact the non-participating party’s ability to further use the Platform.
  • Non-Binding Assistance: Once both the Customer and the Consultant respond to the Notice of Dispute, the Disputes Team will review the documentation submitted and any information available on the Platform that pertains to the dispute. The Disputes Team will facilitate communication between the parties and help assess whether mutual resolution is possible. The Disputes Team does not evaluate the quality or functionality of work and cannot render binding judgment or determination as to the parties’ respective rights to the disputed funds.
  • Resolution of the Dispute: If the Disputes Team is able to facilitate a resolution between the Customer and the Consultant, and if the Customer and the Consultant agree in writing to the resolution, the Disputes Team will send the applicable party instructions on transferring payment, if any, to an Account. By agreeing in writing to the resolution, the Customer and the Consultant agree that Cansulta is authorized and irrevocably instructed to immediately release funds in accordance with the agreed-upon resolution. This will result in the closure of the Dispute.
  • No Resolution: If no resolution of the dispute has been reached within 21 calendar days of the Notice of Dispute, or if the Disputes Team determines in its sole discretion that no resolution between the parties is possible through the DRP, the Disputes Team will issue a “Notice of Non-Resolution,” and the dispute will be referred to Arbitration, as set forth in these Terms, below.

For disputes arising between Customers and Consultants, you agree to abide by the dispute process that is explained herein that apply to your particular Service. If the disputes process does not resolve your dispute, you may pursue your dispute independently, but you acknowledge and agree that Cansulta will not and is not obligated to provide any dispute assistance beyond what is provided in these Terms.

If the Consultant or the Customer intends to obtain an order from any arbitrator or any court that might direct Cansulta, or our Affiliates to take or refrain from taking any action with respect to an Account, that party will (a) give us at least five business days’ prior notice of the hearing; (b) include in any such order a provision that, as a precondition to obligation affecting Cansulta or Cansulta , we be paid in full for any amounts to which we would otherwise be entitled; and (c) include in any such order a provision that, as a precondition to any obligation affecting Cansulta, that Cansulta be paid for the reasonable value of the effort to be rendered pursuant to such order.

Governing Law

These Terms shall be governed by, and interpreted and enforced in accordance with, the laws in the Province of Ontario and the laws of Canada, as applicable.

If any provision of these Terms is held to be invalid or unenforceable by a court of competent jurisdiction, then any remaining provisions of these Terms will remain in effect.

No Class Proceedings

The laws of the province of Ontario, and the laws of Canada applicable in Ontario, will govern use of this Agreement and the interpretation, validity and effect of this Agreement, notwithstanding the parties’ physical location (whether permanent or temporary), residence or domicile. The parties agree to not commence any action by way of class proceedings, class action or any other claim involving court proceedings.

Arbitration

Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of this Agreement, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of this Agreement.

The Parties agree that any and all disputes, claims or controversies arising out of or relating to this Agreement that are not resolved by their mutual agreement shall be submitted to final and binding arbitration before ADR Chambers Inc. in Toronto, Ontario (“ADR Chambers”), or its successor, pursuant to the Arbitration Act of Ontario. Either Party may commence the arbitration process called for in this Agreement by filing a written demand for arbitration with ADR Chambers, with a copy to the other Party. The arbitration will be conducted in accordance with the provisions of ADR Chambers’ Arbitration Rules in effect at the time of filing of the demand for arbitration. The Parties will cooperate with ADR Chambers and with one another in selecting a single arbitrator from ADR Chambers’ panel of members, and in scheduling the arbitration proceedings. The Parties covenant that they will participate in the arbitration in good faith. The provisions of this Section may be enforced by any Court of competent jurisdiction, and the Party seeking enforcement shall be entitled to an award of all costs, fees and expenses, including attorneys’ fees, to be paid by the party against whom enforcement is ordered. The place of arbitration shall be Toronto, Ontario.

  • The arbitration shall proceed in accordance with the provisions of the Arbitrations Act (Ontario), S.O. 1991, c. 17. The arbitrator shall have the power to proceed with the arbitration and to deliver their award notwithstanding the default by any party in respect of any procedural order made by the arbitrator. It is further agreed that such arbitration shall be a condition precedent to the commencement of any action at law. The decision arrived at by the arbitrator shall be final and binding and no appeal shall lie therefrom. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction.

We reserve the right, but do not assume the obligation, to investigate any potential violation of this these Terms or any other potential violation of these Terms of Use and to remove, disable access to, or modify any content on the Website. Our failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. We do not guarantee we will take action against all breaches of these Terms of Use.

14.  Changes

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material we will make reasonable efforts to provide at least 30 days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our Website after those revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, in whole or in part, please stop using the Website and Services.

15.  Contact Us

If you have any questions about these Terms, please contact us at:

  • Mail: 80 Front Street East, Suite 508, Toronto, Ontario, M5E 1T4 Canada
  • Email: info@cansulta.com