TERMS AND CONDITIONS - CUSTOMERS

Rendoodle Inc. is a corporation existing under the laws of the Province of Ontario (referred to in these terms and conditions as “Rendoodle”, “us”, “we”, or “our,” as the context may require). Rendoodle connects property owners (“Customers”, “you” or “your”) with home renovation contractors (“Contractors”) and home building material retailers (“Retailers”) through Rendoodle’s proprietary consumer building project marketplace platform at www.rendoodle.com (the “Rendoodle Platform”)

These terms and conditions are between us and the Customers. We have prepared the following terms and conditions to explain our mutual rights and responsibilities when you use the Rendoodle Platform. Please read our terms and conditions carefully. 

AGREEMENT 

1.   General 

 

1.1.              Rendoodle has agreed to grant you access to the Rendoodle Platform subject to these terms and conditions (these “Terms”), which govern your access to and use of the Rendoodle Platform. These Terms are subject to change by us without prior written notice to you, at any time, in our sole and absolute discretion. You and Rendoodle are each sometimes referred to in these Terms as a “Party” and collectively the “Parties.”

 

1.2.              BY ACCESSING THE RENDOODLE PLATFORM YOU AGREE TO BE BOUND BY THESE TERMS.

 

1.3.              YOU MAY NOT USE THE RENDOODLE PLATFORM, IF YOU (A) DO NOT AGREE TO THESE TERMS, (B) ARE NOT AT LEAST EIGHTEEN (18) YEARS OF AGE OR (C) ARE PROHIBITED BY LAW FROM ACCESSING OR USING THE RENDOODLE PLATFORM OR ANY OF THE RENDOODLE PLATFORM’S CONTENTS OR  SERVICES. 

 

1.4.              By accepting these Terms, you also confirm that all data and information that you provide to us is correct and complete. 

 

1.5.              Our policy regarding the collection, use, and disclosure of your personal information is explained in our Privacy Policy[BCF1] , which is incorporated into these Terms by reference. You should carefully review our Privacy Policy before using the Rendoodle Platform. 

 

2.   Overview of Services to our Customers

 

2.1.               The Rendoodle Platform allows Customers to, among other things, (i) view and gather information about our services, (ii) submit information and content about you and your desired renovation project (“Project Details”) to us, (iii) review quotes (“Quotes”) that we generate based on the Project Details you submit, and (iv) pay for and manage your project.

 

3.   Requesting & Accepting Quotes

 

3.1.               When you submit Project Details to us through the Rendoodle Platform, you are providing approval for those Project Details to be shared with our Retailer and Contractor participants so that we can provide you with a Quote.

 

3.2.               If you are not satisfied with a Quote, you may revise your Project Details and request a new Quote. Provided, however, that once you accept a Quote by clicking the “Accept Quote”, “Agree to Quote” or similar button on the Rendoodle Platform, you (i) agree to be bound by the terms of that Quote, (ii) authorize us to charge your credit card on file in the amount shown on the Quote pursuant to the payment schedule described on the Quote, (iii) agree to grant us, our employees, contractors and subcontractors (including our Retailer and Contractor participants) with the right to access your home or other project premises during regular business hours in order to deliver materials and complete the work in accordance with the Quote and the standards outlined herein, and (iv) agree to pay all fees contained in the Quote when they are due.

 

3.3.               Once a Quote has been accepted, no changes to the Project Details may be made without our prior written consent. If you need to request changes to your Project Details after you have accepted a Quote, please email our customer service team at [customer@rendoodle.com] and we will try to accommodate your request.

       

4.   Completing your Project

 

4.1.               We will work with our Retailer and Contractor participants to ensure the timely completion of your project in accordance with your Project Details and the Quote.

 

4.2.               Upon completion of a project, you will be required to certify that you have inspected the area and that the project has been completed in accordance with the Project Details.

 

4.3.               We warrant that the materials and services you order through the Rendoodle Platform will be provided to you in accordance with acceptable industry standards. If you experience any issues or wish to file a complaint regarding any of our Contractor or Retailer participants, please email our customer service team at [customer@rendoodle.com].

 

5.   Payments

 

5.1.               Unless otherwise specified on a Quote, all payments are to be made by credit card and processed in accordance with the payment schedule included on the Quote. When payments are processed we will send you a receipt (through the Rendoodle Platform and/or to the email address you have provided us).

 

5.2.               If we agree in our sole and absolute discretion to any payment by means other than credit card, we will issue you an invoice. Invoices are payable net 30 and are subject to late payment fees of 1.5% per month (18% per annum).

 

5.3.               You are responsible for paying all Quote fees, plus applicable sales such as HST and GST, when due.

 

5.4.               You acknowledge that we will, from time to time, use payment processing services to facilitate payments to us. You hereby authorize us to share with our payment processing service providers all relevant information (including your credit card, banking, and other financial information necessary to process payments). We are not responsible for, and in no event shall you seek to hold us liable for, the use or misuse of such information by our payment processing service providers, their affiliates or others for whom they are responsible for in law.    

 

6.   Termination

 

6.1.               We reserve the right, in our sole and absolute discretion, to modify, discontinue or terminate, temporarily or permanently, the Rendoodle Platform, or any part thereof, or the services provided thereon with or without notice, at any time. If we discontinue the Rendoodle Platform we will refund deposits you have provided to us in anticipation of services or materials that have not been provided or delivered as of the date of such termination or discontinuation. If we discontinue or terminate the Rendoodle Platform while your project is underway, we will use commercially reasonable efforts to ensure that your project is completed in accordance with the applicable Project Details and Quote.

 

6.2.               Rendoodle may suspend your access to the Rendoodle Platform or any portion thereof for (i) emergency network repairs, threats to, or actual breaches of network security, or (ii) any legal, regulatory, or governmental prohibition or material limitation affecting the Rendoodle Platform. Rendoodle shall use its commercially reasonable efforts to notify you through the Rendoodle Platform and/or via email prior to such suspension and shall reactivate any affected portion of the Rendoodle Platform as soon as practicable. We further reserve the right, in our sole and absolute discretion, at any time and from time to time, to disable or terminate your account, any user name, password, Security Credentials or other credentials for any reason, including any violation of these Terms.

 

6.3.               Notwithstanding the expiration or termination of these Terms for any reason, you shall still be required to pay all amounts on any Quote when due. Any right, obligation, or condition that, by its express terms or nature and context is intended to survive the termination of the agreement set out in these Terms shall survive any such termination or expiration thereof.

 

7.   Use of the Rendoodle Platform 

 

7.1.               You agree to use the Rendoodle Platform only for lawful purposes, and in a manner that does not infringe upon the rights of anyone else, or restrict or inhibit anyone else's use or enjoyment of the Rendoodle Platform. 

 

7.2.               You are responsible for safeguarding the password and any other credentials (collectively, the “Security Credentials”) that you use to access the Rendoodle Platform. You are responsible for any activity using your account, whether or not such activity was authorized by you. You must immediately notify us of any unauthorized use of your account. You acknowledge that if you wish to protect your transmission of anything to us, it is your responsibility to use a secure encrypted connection to communicate with the Rendoodle Platform.

 

7.3.               Rendoodle hereby grants you a limited, non-exclusive, non-transferable, non-sublicensable right to use the Rendoodle Platform for the purposes set forth in these Terms.

 

7.4.               You agree to use the Rendoodle Platform solely in accordance with these Terms. You shall not (i) sell, transfer, assign, distribute, or otherwise commercially exploit or make the Rendoodle Platform available to any third party except as expressly set forth herein; (ii) modify or make derivative works based upon the Rendoodle Platform; (iii) reverse engineer the Rendoodle Platform; (iv) remove, obscure, or alter any proprietary notices or labels on the Rendoodle Platform or any materials made available by Rendoodle; (v) use, post, transmit, or introduce any device, software, or routine (including viruses, worms or other harmful code) which interferes or attempts to interfere with the operation of the Rendoodle Platform; or (vi) defeat or attempt to defeat any security mechanism of the Rendoodle Platform.

 

8.   Use of Data 

 

8.1.               To enhance your experience when using the Rendoodle Platform, we save the information you provide to us when visiting the Rendoodle Platform, including Project Details, pursuant to our Privacy Policy.

 

8.2.               In consideration for the use of the Rendoodle Platform, you hereby grant to us a royalty-free, non-exclusive, irrevocable, worldwide, fully paid-up limited licence to use, produce, reproduce, perform, publish, copy, distribute, transmit, display, store, adapt, edit, delete, and translate the content you provide to us to the extent reasonably required by us to provide the Rendoodle Platform to our users or to ensure adherence to or enforce these Terms as well as the right to sub-licence any and all of the above rights and the right to bring an action for infringement of the licensed rights. You hereby confirm, represent and warrant to us that you have all rights, titles and interests, as well as the power and authority necessary, to grant the licence to your content set out above. If you delete the account to which your content is connected, you acknowledge and agree that we may retain copies of same for archival or compliance purposes or to otherwise provide the Rendoodle Platform to you or others, subject to your licence to us set out above and to our Privacy Policy.

 

9.   No Warranty or Other Representation 

 

9.1.               THE RENDOODLE PLATFORM AND THE CONTENT THEREIN ARE PROVIDED ON AN ”AS IS”  AND ”AS AVAILABLE BASIS” WITHOUT WARRANTY OR REPRESENTATION OF ANY KIND. EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS TO THE CONTRARY AND TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE HEREBY DISCLAIM ALL WARRANTIES OF ANY KIND OR NATURE WHATSOEVER (INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTIBILITY AND FITNESS FOR PARTICULAR PURPOSES), WHETHER EXPRESSED OR IMPLIED.

 

9.2.               YOUR USE OF THE RENDOODLE PLATFORM INDICATES YOUR ACKNOWLEDGEMENT THAT YOU ARE NOT RELYING UPON ANY REPRESENTATION OF ANY KIND OR NATURE MADE BY US WITH RESPECT TO THE RENDOODLE PLATFORM AND THE CONTENT THEREON AND THAT, IN FACT, EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS TO THE CONTRARY, NO SUCH REPRESENTATIONS WERE MADE. 

 

9.3.               SOME JURISDICTIONS DO NOT PERMIT LIMITATIONS OR EXCLUSIONS ON WARRANTIES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

 

10.       Limitation of Liability

 

10.1.           TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE OR ANY OF OUR OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, AGENTS, CONTRACTORS, SUCCESSORS OR ASSIGNS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES HOWEVER CAUSED, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER THEORY OF LIABILITY  ARISING OUT OF OR IN CONNECTION WITH THESE TERMS,  ANY QUOTE, PROJECT, ORDER, WORKMANSHIP OR DEFECTIVE MATERIALS, OR THE USE OF THE RENDOODLE PLATFORM, THE DELIVERY OF INCOMPLETE OR INACCURATE INFORMATION, OR THE FAILURE OF THE RENDOODLE PLATFORM TO PROPERLY FUNCTION OR DELIVER AN ELECTRONIC COMMUNICATION, EVEN IF RENDOODLE HAS BEEN ADVISED OR IS AWARE OR DEEMED TO BE AWARE OF THE POSSIBILITY OF SUCH DAMAGE. TO THE EXTENT WE ARE LIABLE, OUR LIABILITY IS LIMITED TO DIRECT, ACTUAL DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES HOWEVER CAUSED, AND UNDER ANY THEORY OF LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS. THIS LIABILITY LIMITATION SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOST PROFIT, GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA, COST TO PROCURE SUBSTITUTE GOODS OR SERVICES, OR OTHER TANGIBLE OR INTANGIBLE LOSS. YOU HEREBY UNDERSTAND AND AGREE THAT THESE LIABILITY LIMITS REFLECT THE ALLOCATION OF RISK BETWEEN THE PARTIES AND ARE ESSENTIAL ELEMENTS OF THE BASIS OF THE BARGAIN, THE ABSENCE OF WHICH WOULD REQUIRE SUBSTANTIALLY DIFFERENT ECONOMIC TERMS.

 

10.2.           We use commercially reasonable efforts to ensure that our Contractor and Retailer participants are qualified in their respective fields. Beyond taking commercially reasonable steps to confirm such qualifications, Rendoodle does not, and has no obligation to, inspect or monitor the goods or services delivered by our Contractor or Retailer participants in the fulfillment of any Quote.  

 

10.3.           We have no obligation to monitor the electronic data submitted by you through the Rendoodle Platform, including Project Details, and Rendoodle shall have no liability for any inaccuracies, errors or omissions or for any defamatory, libelous, offensive or otherwise unlawful content in any Project Details, or for any losses, damages, claims, or other actions arising out of or in connection with any data sent, accessed, posted or otherwise transmitted via the Rendoodle Platform by you or our Contractor or Retailer participants.  Although we carefully review our information on the Rendoodle Platform, we cannot and do not guarantee or take responsibility for the accuracy of the Rendoodle Platform’s content, nor do we assume any liability for the content linked to the Rendoodle Platform. 

 

10.4.           We reserve the right to correct any obvious errors and to change or update the information on the Rendoodle Platform accordingly at any time. 

 

10.5.           The Rendoodle Platform may contain links to or enable the use of third party websites or content, functionality, and services not owned by us or not licensed to us by other parties (collectively, “Third Party Content”). We do not endorse and are not responsible or liable for Third Party Content. You are solely responsible for your use of any Third Party Content and you may be subject to any applicable third party terms and conditions. When accessing third party sites, you are leaving the Rendoodle Platform, including the coverage of our Privacy Policy, and are subject to the privacy policy of the third-party site (if any).

 

10.6.           You acknowledge and agree that information you transmit to us may involve transmissions over various networks beyond our control, and therefore the security of the transmission may be compromised before it reaches us. We cannot and do not guarantee or warrant the confidentiality or security of the information you provide to us through the Rendoodle Platform, email, or other electronic means of communications.

 

11.       Intellectual Property 

 

11.1.           The Rendoodle Platform and its original content, features, functionality and design elements are and will remain our exclusive property. Our intellectual property, such as, but not limited to, trademarks, company, trade and product names, images, design, logos, audio/video files, layout and information on products may not be used, reproduced, duplicated, copied, sold, resold, visited, modified, downloaded, broadcasted, transmitted, made available to the public, made derivative works thereof or otherwise exploited in any way without our prior written consent. Rendoodle’s intellectual property shall constitute Confidential Information (as defined below). If you elect to provide or make available to us suggestions, comments, ideas, or other feedback related to the Rendoodle Platform, Rendoodle will be free to use, disclose, transfer, modify, and otherwise exploit any of the foregoing information in any manner.

 

12.       Force Majeure 

 

12.1.           We will not be liable or responsible to you, nor be deemed to have defaulted or breached these Terms, for any failure or delay in our performance under these Terms when and to the extent that such failure or delay is caused by, or results from, acts or circumstances beyond our reasonable control, including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, national emergency, revolution, insurrection, epidemic or pandemic (including COVID-19), lockouts, strikes or other labor disputes (whether or not relating to our workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage. 

 

13.        Governing Law and Jurisdiction 

 

13.1.           All matters arising out of or relating to these Terms are governed by and construed in accordance with the laws of the Province of Ontario, and the federal laws of Canada applicable therein.

14.       Dispute Resolution and Binding Arbitration

 

14.1.           SUBJECT TO APPLICABLE CONSUMER PROTECTION LAWS, ANY CLAIM, DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT OR OTHERWISE, WHETHER PRE-EXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, CONSUMER PROTECTION, COMMON LAW, INTENTIONAL TORT, INJUNCTIVE AND EQUITABLE CLAIMS, AND INCLUDING DISPUTES REGARDING THE VALIDITY OF THIS SECTION 14 CONCERNING VENUE) BETWEEN YOU AND US ARISING FROM OR RELATING IN ANY WAY TO YOUR USE OF THE RENDOODLE PLATFORM, SHALL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION.

 

14.2.           ARBITRATION WILL BE ADMINISTERED BY THE ADR CHAMBERS (CANADA) IN ACCORDANCE WITH THEIR ARBITRATION RULES (THE “ADR RULES”) THEN IN EFFECT, EXCEPT AS MODIFIED BY THIS SECTION 14. THE PLACE OF ARBITRATION SHALL BE WITHIN THE CITY OF TORONTO.

 

14.3.           THE ARBITRATOR WILL HAVE EXCLUSIVE AUTHORITY TO RESOLVE ANY DISPUTE RELATING TO ARBITRABILITY AND/OR ENFORCEABILITY OF THIS ARBITRATION PROVISION, INCLUDING ANY UNCONSCIONABILITY CHALLENGE OR ANY OTHER CHALLENGE THAT THE ARBITRATION PROVISION OR THESE TERMS IS VOID, VOIDABLE OR OTHERWISE INVALID. THE ARBITRATOR WILL BE EMPOWERED TO GRANT WHATEVER RELIEF WOULD BE AVAILABLE IN COURT UNDER LAW OR IN EQUITY. ANY AWARD OF THE ARBITRATOR(S) WILL BE FINAL AND BINDING ON EACH OF THE PARTIES AND MAY BE ENTERED AS A JUDGMENT IN ANY COURT OF COMPETENT JURISDICTION.

 

15.       Indemnification

 

15.1.           You agree to indemnify and hold harmless us and our affiliates, subsidiaries, agents, successors, assigns, third party providers, licensors, and suppliers, and each of their respective officers, shareholders, agents, directors, employees, and representatives  (individually and collectively, the “Indemnified Parties”) from and against any and all liability, loss, claim, damages, expense, or costs (including but not limited to lawyers’ fees), incurred by or made against the Indemnified Parties arising out of or in connection with (i) your access and use (or anyone’s access and use of your accounts) of the Rendoodle Platform or Third Party Content, (ii) any breach or violation of these Terms by you or anyone using your account; (iii) your non-compliance with applicable laws; (iv) any data sent, received, posted or otherwise transmitted via the Rendoodle Platform by you; or (v) any act or omission of yours that constitutes a breach of your covenants, representations, warranties, or obligations hereunder.

 

16.       No Waivers

 

16.1.           A failure by us to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision. The waiver of any right or provision will be effective only if in writing and signed by a duly authorized representative of Rendoodle.

 

17.       Changes to these Terms

 

17.1.           We may, at any time and for any reason, amend these Terms with or without notice by publishing the amended Terms on the Rendoodle Platform. You are responsible for regularly reviewing the Terms, including, without limitation, by checking the “last updated” date indicated on this document. Your continued use of the Rendoodle Platform after any such changes shall constitute your consent to be bound by such changes. Your only right with respect to any dissatisfaction with (i) these Terms, (ii) any policy or practice of ours in operating the Rendoodle Platform, or (iii) any content or services available through the Rendoodle Platform, is to stop using the Rendoodle Platform.

 

18.       Severability

 

18.1.           If any provision in the Terms is invalid, illegal, void or unenforceable, then that provision will be deemed severed from these Terms and will not affect the validity or enforceability of the remaining provisions of these Terms. 

 

19.       Assignment

 

19.1.           You hereby agree that we may at any time assign, transfer or sub-contract or otherwise deal with our rights and obligations under these Terms, in whole or in part, without notice to you. You may not assign, transfer, sub-contract or otherwise deal with these Terms without our prior written consent. These Terms will enure to the benefit of and bind you and us and our respective personal and legal representatives, successors and permitted assigns.

 

20.       Relationship of the Parties

 

20.1.           The relationship between you and Rendoodle is solely that of independent contractors, and these Terms shall not establish any partnership, joint venture, employment, franchise or agency between you and Rendoodle. These Terms will not create an exclusive relationship between you and us.

 

21.       Entire Agreement

 

21.1.           These Terms and our Privacy Policy constitute the entire and exclusive agreement between you and us with respect to the subject matter of these Terms. 

 

We hope that you will have a great experience using the Rendoodle Platform.

These Terms were last updated on 2021-02-25