Terms of Use

The following terms of use (the “Terms of Use”) govern your access to and use of the website and online services we make available at https://managemate.ca, including subdomains (collectively, the “Services”). These Terms of Use form an agreement between Building Trust Corporation dba managemate (“managemate”, “us”, “we”, “our”) and you. The term “you” or “User” refers to the person or entity browsing, accessing, downloading, installing or otherwise using the Services (“use” or “using” in these Terms of Use will mean any of the foregoing).

BY USING THE SERVICES, YOU: (A) REPRESENT AND WARRANT THAT (I) YOU HAVE THE CAPACITY TO ENTER INTO BINDING OBLIGATIONS, AND (II) ALL INFORMATION SUPPLIED BY YOU TO US THROUGH THE SERVICES IS TRUE, ACCURATE, CURRENT, AND COMPLETE; AND (B) AGREE TO BE BOUND BY AND COMPLY WITH THESE TERMS OF USE, AS UPDATED FROM TIME TO TIME IN ACCORDANCE WITH SECTION 1.

These Terms of Use do not alter in any way the terms or conditions of any other agreement you may have with us in respect of any products, services or otherwise.

1. Changes to these Terms of Use and Services

Except where prohibited by applicable law, we reserve the right to change these Terms of Use at any time by posting a new version to the Services. It is your obligation to monitor the Services for any such changes. Your continued access to or use of the Services after any changes to these Terms of Use indicates your acceptance of such changes. It is your responsibility to review these Terms of Use regularly. We reserve the right to change the Services at any time, without notice.

2. Additional Terms

Your access to and use of certain products or services provided in connection with the Services may be subject to additional terms and conditions presented to you by managemate or its service providers. If there is a conflict or inconsistency between the terms and conditions of such additional terms and these Terms of Use, then the provisions of such additional terms will govern to the extent of such conflict or inconsistency. If you do not accept and agree to such additional terms and conditions, you may not be able to, and you should not, access or use those products or services.

3. Privacy

Please review our current Privacy Policy, available at https://www.managemate.ca/privacy-policy, which contains important information about our practices in collecting, storing, using and disclosing information about identifiable individuals (“Personal Information”).

You represent and warrant to us that any data, information, records or files that you load, transmit to, enter into, or otherwise make available to the Services will only contain Personal Information in respect of which all necessary notices and disclosures have been provided, all applicable third party consents and permissions have been obtained and you otherwise have all authority, in each case as required by applicable laws, to enable us to make available the Services.

4. Ownership of the Services

All right, title and interest, including intellectual property rights, in the Services and all other materials provided by us hereunder, and any updates, adaptation, translation, customization or derivative works thereof, will remain the sole property of managemate (or our third-party suppliers, if applicable).

The Services and all materials provided by us hereunder are licensed and not “sold” to you. You are prohibited from modifying, copying, reproducing, publishing, posting, transmitting, distributing, creating derivative works from, decompiling, transferring or selling any of the Services or other materials provided by us hereunder, or sharing and/or granting access in any of the foregoing to any third party for any purpose, without our express written consent.

managemate is the trade name and mark of Building Trust Corporation. Any trademarks, graphics or logos appearing in the Services are the exclusive property of managemate (or its third-party suppliers) and may not be used in any manner without our express written consent.

All rights not expressly granted to you in these Terms of Use are reserved by managemate.

5. User Responsibilities

You agree to:

a. use the Services in compliance with all applicable laws and regulations, including, but not limited to, all intellectual property, data protection, privacy any export control laws; and

b. use reasonable efforts to prevent unauthorized access to, or use of, the Services.

6. No Unlawful or Prohibited Use

You will not use the Services in violation of these Terms of Use or of any applicable law. You will not, without our prior written permission, use the Services for any purpose other than in connection with the governance or management of multi-tenant residential buildings. Without limiting the generality of the foregoing, you will not (and will not attempt to) directly or indirectly:

a. send, upload, collect, transmit, store, use, post, publish, or otherwise communicate using the Services any data, information, pictures, videos, music or other materials or content that: (i) contains any computer viruses, worms, malicious code, or any software intended to damage or alter a computer system or data; (ii) you do not have the lawful right to send, upload, collect, transmit, store, use, post, publish, or otherwise communicate; (iii) is false, intentionally misleading, or impersonates any other person; (iv) is bullying, harassing, abusive, threatening, vulgar, obscene, or offensive, or that contains pornography, nudity, or graphic or gratuitous violence, or that promotes violence, racism, discrimination, bigotry, hatred, or physical harm of any kind against any group or individual; (v) is harmful to minors in any way or targeted at minors; (vi) infringes, violates or otherwise misappropriates the intellectual property or other rights of any third party (including any moral right, privacy right or right of publicity); or (vii) encourages any conduct that may violate any applicable laws or would give rise to civil or criminal liability;

b. disable, overly burden, impair, or otherwise interfere with servers or networks connected to the Services (e.g., a denial-of-service attack);

c. attempt to gain unauthorized access to the Services;

d. use any data mining, robots, or similar data gathering or extraction methods, or copy, modify, reverse engineer, reverse assemble, disassemble, or decompile the Services or any part thereof or otherwise attempt to discover any source code;

e. use the Services for the purpose of building a similar or competitive product or service; or

f. authorize, permit, enable, induce or encourage any third party to do any of the above.

7. Third Party Content, Websites or Services

The Services may provide links or access to third-party content, websites, or services. Likewise, we may allow you to access the Services from third-party systems. managemate does not endorse any third-party content, websites, services, or systems, or guarantee their quality, accuracy, reliability, completeness, currency, timeliness, non-infringement, merchantability, or fitness for any purpose. Third party content, websites, services, or systems are not under managemate’s control, and if you choose to access any such content, websites, or services, or to access the Services from such systems, you do so entirely at your own risk. You acknowledge that you may be required to accept terms and conditions applicable to such third-party content, websites, services, or systems and agree to accept and comply with any such terms and conditions.

8. Malicious Code and Security

The downloading and viewing of content are done at your own risk. We do not guarantee or warrant that the Services are compatible with your computer system or that the Services, or any links from the Services, will be free of viruses, worms, Trojan horses or disabling devices or other code that manifests contaminating or destructive properties. You are responsible for implementing safeguards to protect the security and integrity of your computer system, and you are responsible for the entire cost of any service, repairs or connections of and to your computer system that may be necessary as a result of your use of the Services.

You are prohibited from attempting to circumvent and from violating the security of the Services including without limitation: (a) accessing content that is not intended for you; (b) attempting to breach or breaching the Services security or authentication measures; (c) restricting, disrupting or disabling service to Services users, hosts, servers or networks by any means, or (d) otherwise attempting to interfere with the proper working of the Services, including but not limited to by introducing any material that is malicious or technologically harmful.

9. Communications Not Confidential

We do not guarantee the confidentiality of any communications made by you through the Services. We do not guarantee the security of data transmitted over the Internet or public networks in connection with your use of the Services.

10. Disclaimer

THE LAWS OF CERTAIN JURISDICTIONS, INCLUDING QUEBEC, DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LEGAL WARRANTIES, CONDITIONS OR REPRESENTATIONS. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE EXCLUSIONS OR LIMITATIONS IN THESE TERMS OF USE (INCLUDING THE FOLLOWING DISCLAIMERS) MAY NOT APPLY AND YOU MAY HAVE ADDITIONAL RIGHTS.

YOU ACKNOWLEDGE, UNDERSTAND, AND AGREE THAT THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, REPRESENTATIONS AND CONDITIONS OF ANY KIND WITH RESPECT TO THE SERVICES WHETHER EXPRESS, IMPLIED, STATUTORY OR COLLATERAL, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES AND CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, COMPATIBILITY, TITLE, SECURITY, RELIABILITY, COMPLETENESS, QUIET ENJOYMENT, ACCURACY, RELIABILITY, CURRENCY, TIMELINESS, QUALITY, INTEGRATION, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, OR ANY WARRANTIES OR CONDITIONS ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE, OR THAT THE SERVICES ARE OR WILL BE ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE BE LIABLE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER LEGAL THEORY, FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES; OR LOST PROFITS, LOSS OF USE, LOSS OF DATA, PERSONAL INJURY, FINES, FEES, PENALTIES OR OTHER LIABILITIES, IN EACH CASE, WHETHER OR NOT WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, RESULTING FROM OR RELATED TO THE SERVICES OR THESE TERMS OF USE.FOR ANY OTHER DAMAGES, OR TO THE EXTENT THAT THE FOREGOING LIMITATION IS NOT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL OUR TOTAL AGGREGATE LIABILITY IN CONNECTION WITH OR UNDER THESE TERMS OF USE, OR YOUR USE OF, OR INABILITY TO MAKE USE OF, THE SERVICES EXCEED $100 CAD. FOR GREATER CERTAINTY, THE EXISTENCE OF ONE OR MORE CLAIMS UNDER THESE TERMS OF USE WILL NOT INCREASE THIS MAXIMUM LIABILITY AMOUNT.

12. Indemnification

You will defend, indemnify and hold harmless us, our affiliates and service providers, and each of their and our respective officers, directors, employees, agents, and any licensees, successors and assigns from and against any claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind or nature including reasonable legal and accounting fees, arising out of or in connection with: (a) your breach of any provision of these Terms of Use or any documents referenced herein; (b) your use of the Services in violation of any law or the rights of a third party (including intellectual property rights); (c) or your gross negligence, willful misconduct or fraud.

13. Term and Termination; Survival

These Terms of Use are effective beginning on the earlier of: (i) the date you first use the Services; or (ii) the date you agree to be bound by these Terms of Use; and will continue for as long as you use the Services or until terminated in accordance with the provisions of these Terms of Use (the “Term”). At any time, managemate may: (a) suspend or terminate your rights to access or use the Services; or (b) terminate these Terms of Use; if managemate in good faith believes that you have used the Services in violation of these Terms of Use. You may terminate these Terms of Use at any time and with immediate effect by ceasing use of the Services. For greater certainty, if you continue to use any portion of the Services after these Terms of Use have been terminated, these Terms of Use will continue to apply to the extent of such use.

The following Sections, together with any other provision of these Terms of Use which expressly or by its nature survives termination or expiration, or which contemplates performance or observance subsequent to termination or expiration of these Terms of Use, will survive expiration or termination of these Terms of Use for any reason: Sections 3 (second paragraph) (Personal Information Warranty), 4 (Ownership of the Services), 7 (Third Party Content, Websites or Services), 8 (Malicious Code and Security), 9 (Communications Not Confidential), 10 (Disclaimer), 11 (Limitation of Liability), 12 (Indemnification), 13 (Term and Termination; Survival), and 15 (General Provisions).

14. Geographical Restrictions

managemate makes no representation that the Services are available for use in locations outside Canada or the United States of America, or all locations within Canada or the United States of America. This site is not intended for use in any jurisdiction where its use is not permitted. If you access the site from outside Canada or the United States of America, you do so at your own risk. You are responsible for compliance with local laws of your jurisdiction.

15. General Provisions

a. Choice of Law. Except as restricted by applicable law, these Terms of Use will be governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein and such laws apply to your access to or use of the Services, notwithstanding your domicile, residency or physical location. Except as restricted by applicable law, you hereby consent to the exclusive jurisdiction and venue of courts in Toronto, Ontario, Canada in all disputes arising out of or relating to the use of the Services. The U.N. Convention on Contracts for the International Sale of Goods will not apply to these Terms of Use. This choice of jurisdiction does not prevent us from seeking injunctive relief with respect to a violation of intellectual property rights or confidentiality obligations in any appropriate jurisdiction.

b. Entire Agreement. These Terms of Use constitute the entire agreement between you and us pertaining to the subject matter hereof and supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and us with respect to the Services. A printed version of these Terms of Use and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to these Terms of Use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

c. No Waiver. Our failure to insist upon or enforce strict performance of any provision of these Terms of Use will not be construed as a waiver of any provision or right. A waiver of any provision of these Terms of Use must be in writing and a waiver in one instance will not preclude enforcement of such provision on other occasions.

d. Severability. If any of the provisions contained in these Terms of Use are determined to be void, invalid or otherwise unenforceable by a court of competent jurisdiction, such provision will be severed from these Terms of Use and all other provisions of these Terms of Use will remain in full force and effect.

e. Assignment. You will not assign these Terms of Use to any third party without our prior written consent. We may assign these Terms of Use or any rights under these Terms of Use to any third party without your consent. Any assignment in violation of this Section will be void. Terms of Use will inure to the benefit of and be binding upon the parties, their permitted successors and permitted assignees.

f. English Language. It is the express wish of the parties that these Terms of Use and all related documents be drawn up in English. C’est la volonté expresse des parties que la présente convention ainsi que les documents qui s’y rattachent soient rédigés en anglais.

16. Contact

If you have any questions or comments regarding these Terms of Use, please contact us at concierge@managemate.ca.