of DIYoffer Inc. (the “Company”)
Last modified: 21-April-2023
Effective date: 21-December-2022
These terms of use (the “Terms” or “Terms of Use”) govern your access of the Company’s operational negotiation platform (“DIY Negotiation portal”), and any other products created by the Company from time to time, whether accessed: (a) on a computer connected to the internet at https://sell.diyoffer.com/ (the “Website”); (b) on the Company’s social media properties; or (c) by mobile device (individually and collectively, (a), (b), and (c) are the “Product”), as owned and operated by DIYoffer Inc., a Canadian federally incorporated company, with a registered address at 200-5063 North Service Road, Burlington ON L7L 5H6 (referred to in these Terms as “we”, “us” or the “Company”). These Terms govern the use of all persons who have registered for the use of the Product (the “User“), and are binding on any use of the Product, and apply to You from the time whenever that You access the Product. For clarification, “You” includes terms such as “your” and “yourself”.
It is important that You read these Terms carefully. If You do not agree to these Terms, please do not use the Product or browse the Website. By accessing or using the Product, You represent, warrant and signify that: (a) You are at least 18 years of age; (b) You have read, understood and agree to be bound by these Terms as they may be amended from time to time; and (c) You have read and understand our Privacy Policy, which can be accessed at https://diyoffer.ca/privacy-policy/ (the “Privacy Policy“), the terms of which are incorporated herein by reference, and agree to abide by the Privacy Policy.
You may not use the Product nor accept these Terms if You are not of a legal age to form a binding contract with us. If You accept these Terms, You represent that You have the capacity to be bound by them, or if You are acting on behalf of a company or entity, that You have the authority to bind such a company or entity (and in which case “You” will refer to the company or entity).
We may add to, discontinue or revise these Terms or any aspect, mode, design, or service provided under the Product pursuant to the privacy legislation and regulations under, but not limited to, the Real Estate and Business Brokers Act, 2002, (the “Act”) which include but are not limited to the:
We may amend the Terms without notice for non-material amendments. In the event of a material change, we will provide You with 15 business days’ notice of a material change in the Terms and conditions (including changes in pricing) via email to the email address supplied to us by You, setting out:
We highly recommend that You carefully read any amendments. Unless explicit consent is required by the law, we have the right to assume that You have accepted the change to the terms and conditions, unless You notify us to the contrary, no later than 15 business days’ after the amendment comes into force, that You desire to cancel the contract or deregister or unsubscribe from access to the Product.
We will post the most current Terms on the Website and your use of the Product will be subject to the most current Terms as posted on the Website at such time. It is your responsibility to visit this page to find any updates that may have been made to the Terms. You hereby agree that the Company shall not be liable to You, your employees, or any other third party for any amendments to the Terms of Use.
Payment of the Fees and the Payment Terms applicable are set out in the Schedule “A” Services and Fees.
All Fees are exclusive of any taxes or duties imposed by jurisdiction tax law. The Company will not be responsible for any taxes or duties owed by You.
Users may be required to provide account information for at least one valid debit or credit card through the Product (“Debit or Credit Card Information”). We will use this Debit or Credit Card Information in accordance with this Agreement and our Privacy Policy.
We are not liable for any payments that are not completed because: (1) your debit or credit card account does not contain sufficient funds to complete the transactions or the transactions would exceed the credit limit or overdraft protection of the debit or credit card account; (2) You have not provided us with correct payment account information; (3) your debit or credit card has expired; or (4) of circumstances beyond our control (such as but not limited to, power outages, interruptions of cellular service, overzealous fraud protection rules applied by your payment card brand or acquirer bank, or any other interface from an outside force).
These Terms are effective on the date that You access the Product and will continue to apply until our relationship with You is terminated. You may terminate your relationship with us by notifying the Company via email at [email protected].
We may terminate our relationship with You immediately at any time and for any reason including, but not limited to, a breach of these Terms under the following circumstances:
In order to use the Product, You must be a seller User listing of property for sale that requires You to register for an account with the Product.
Registration Information: You agree and understand that You are responsible for maintaining the confidentiality of your password, which, together with your name and email address (“User ID”), allows You to access the Product. The User ID and password, together with any other contact information You provide us at the time of
signing up for the Product form your Registration Information, as defined in Schedule “A”. You agree that all Registration Information and later, all Listing Information, provided to us will be accurate and up-to-date. You agree to keep your password secure. We will not be liable if we are unable to retrieve or reset a lost password. If You become aware of any unauthorized use of your password or account, You agree to notify us via email at [email protected] as soon as possible.
Amendments to Listing Price: You agree and understand that changes to your Listing Price once an offer is submitted and being negotiated between You and a buyer, the Product will not allow any amendments to Listing Price.
Amendments to Listing Information. You agree and understand that material changes to your Listing Information that appear on your Listing can be made after your Listing has been published, excluding if there is an active offer on the property, at which point no further edits will be allowed.
Accounts: You may not open an account if You are a competitor of the Company. No User may have more than one Listing per property address.
Permitted Uses: You agree to use the Product only for purposes that are permitted, both by the Terms and by any applicable law, regulation, or generally accepted practices or guidelines, in relevant local, national, and international jurisdictions. You agree to adhere to any applicable privacy of personal information laws and regulations, including as outlined in the privacy legislation.
Unauthorized Access: You agree to only access (or try to access) and use the Product through interfaces provided by us. You shall not access (or try to access) and use the Product through any automated means, including, but not limited to, scrapers, scripts, robots, or web crawlers. You agree not to use or attempt to use another User’s account. You agree not to impersonate any person or entity, or falsely state or otherwise misrepresent yourself, your personal information, or your affiliations with any person or entity.
Prohibited Uses: You may use our Website, Services, and Product only for lawful purposes. You may not use our Website, Services, or Product in any manner that:
any of the foregoing will result in immediate account termination.
You represent and warrant that You will not use the Product to upload, post, link to, email, transmit, or otherwise make available any material that contains software viruses, or any other computer code, files or programs designed to interrupt, destroy, or limit the functionality of any computer software or hardware or any telecommunications equipment. Nor will You post or distribute any computer program that damages, detrimentally interferes with, surreptitiously intercepts, or expropriates any system, data, or personal information. You further represent and warrant that You will not disrupt the functioning of the Website, in any manner.
Although we’re not obligated to monitor access to or use of the Services or Product or to review or edit any content, we have the right to do so for the purpose of operating the Services or Product, to ensure compliance with these Terms and to comply with applicable law or other legal requirements. We reserve the right, but are not obligated, to remove or disable access to any content, including User Data, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider any content to be objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Services or Product.
We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
Negotiate in Good Faith: You acknowledge and agree that the Product incorporates a locking feature to allow You to negotiate in good faith with all buyers. Your Listing will be locked upon a preliminary agreement has been reached with one buyer, to allow the parties to proceed to their lawyer/real estate agent to prepare and sign the final contract. If for whatever reason the final contract is not signed by the parties, then You will have to indicate in the Product to unlock the listing to continue further negotiations with other buyers. The seller User takes full responsibility to take ownership of managing the listing in the Product. You acknowledge that the locking feature is an intrinsic part of the Product and cannot be opted out of or modified.
Moderation: You understand and agree that although the Company is not required to moderate your use of the Product, it may in its sole judgment review and delete any content in whole or in part, for any reason whatsoever, which without limitation, violate these Terms or which might be offensive, illegal, or that might violate the rights, harm, or threaten the safety of others.
User Responsibility: You agree that You are solely responsible for any breach of your obligations under the Terms and for the consequences of any such breach. We have no responsibility to You or to any third party for such breaches or the consequences of such breaches (including losses or damage that we may incur).
You understand that when using the Product, You may come across material that You find objectionable, offensive or indecent and agree that You are using the Product at your own risk.
Technical Requirements are set out in Schedule “A”.
Your privacy is very important to us. Please review our Privacy Policy. Our Privacy Policy applies to the collection, use, disclosure, retention, protection and accuracy of your personal information and business financial information collected for the purposes of the features offered through the Product.
The Product may link to third-party websites, resources or services. Such links are provided as a convenience to You only and do not imply an endorsement, warranty or guarantee by us of any such linked Website or the company it purports to represent.
We do not assume any responsibility or liability for their availability, accuracy, the related content, products or services. You are solely responsible for use of any such websites or resources and compliance with their policies. Should You elect to enter into a binding contract with any such website or service, You agree to hold us harmless and hereby release us from any liability whatsoever, whether arising out of contract, tort or otherwise, for any liability, claim, injury, loss or damage suffered as a result of your actions or the actions of any user associated with your account, offering
to accept or having accepted any products or services that are available from those sites.
Rights to content provided by us: You acknowledge and understand that we own all right, title and interest in: (a) the Product and any associated data files; and (b) all computer software; advertisements; sponsored content; and intellectual property associated with the Product (all such information, individually and collectively, being the “Product Content”), which You may have access to when using the Product.
Except as set forth in the Agreement, all rights not expressly granted to You are reserved. You agree not to decipher, decompile, disassemble, reconstruct, translate, reverse engineer, or discover any of the intellectual property or ideas, algorithms, file formats, programming, or interoperability interfaces underlying the Product. You may not modify, rent, lease, loan, sell, distribute or create any derivative products or services (or parts of services products or services) based on the Product Content that You do not own or to which You have rights, or to create derivative works based on the Product. You may not infringe upon our intellectual property or adapt, reproduce, publish or distribute copies of any information or material found on the Product in any form (including by email or other electronic means), without our prior written consent.
You are not required to provide the Company with any comments, suggestions, recommendations, requests or any other feedback (“Feedback”). In the event that You do provide the Company with Feedback, the Company may use such feedback to improve the Product or for any other purpose. Furthermore, the Company shall own such Feedback and the Company and its affiliates, licensees, clients, partners, third-party providers and other authorized entitled may use, license, distribute, reproduce and commercialize the Feedback, and You hereby assign, irrevocably, exclusively and on a royalty-free basis, all such Feedback to the Company.
Limited license: We grant You a non-exclusive, non-transferable, revocable, limited license to use the Product in accordance with these Terms. This limited license is subject to full payment of the fees set out in Schedule “A” and adherence to these Terms. This license may be revoked upon breach of these Terms by You and shall automatically be revoked upon termination or expiration of this Agreement.
The Company may, now or in the future, own rights to trademarks, trade names, services marks, logos, domain names and other distinctive brand features which we use in connection with the operation of the Product (each such feature being a “Brand Right” and collectively being the “Brand Rights”). We do not grant You any right or license to use any Brand Right other than as expressly set out in these Terms and in other licenses between You and us.
Rights to content provided by you: The Company does not retain any right, title and interest to the information provided, inputted or uploaded to the Product (“User Data”). You agree that You will defend, indemnify and hold harmless us and our officers, directors, shareholders, employees, agents and representatives, from and against any and all claims, damages, judgments, liability, costs and expenses
(including without limitation any reasonable legal fees), in whole or in part arising out of or attributable to the ownership of User Data.
You also understand that in order for us to operate the Product, User Data may be transmitted by You or us over various public networks and in various media in compliance with our security protocols and we may make changes to User Data to meet the technological requirements of such networks and media. You are responsible for ensuring that User Data is protected and your rights in User Data are enforced; we have no responsibility to protect or enforce your rights on your behalf with respect to User Data.
You may request a copy of all of your User Data from the Product (“Data Dump”) in accordance with our Privacy Policy. You understand and agree that You will no longer have access to such Data Dump after the maximum time permitted by Ontario law for us to keep your User Data has passed.
Product provided as-is: The Product is provided “as-is” without warranties of any kind, either expressed or implied. You acknowledge, agree and understand that You use the Product at your own risk. We will have no responsibility for any harm to your computer system, loss or corruption of data, or other harm that results from your access to or use of the Product.
Not an Agent/Broker: The Company is only providing the Services, as defined in Schedule “A”. You acknowledge and agree that the Company is not acting as your real estate agent or real estate broker or real estate brokerage, and You acknowledge that the Company is not providing representation of any kind or otherwise trading in real estate. You acknowledge sole responsibility for and assume all risk arising from the Listing of your property and the Company has no liability in this regard.
Licensed Agent/Broker as a seller User: The User acknowledges that if they are a licensed real estate agent/broker acting for a third-party seller or representing Yourself, the User warrants that there is no such conflict and will disclose to any buyer that You are licensed.
Closing Costs: Upon a preliminary agreement, the User and the buyer shall agree who shall be responsible for their legal fees and other expenses incurred in connection with the performance of any of its obligations thereunder. The Company is not a party to such agreement.
If seller User is licensed: If the seller User is a licensed real estate agent/broker acting for a third-party seller or representing Yourself, the licensed real estate agent/broker must comply with the appropriate jurisdiction governing laws and any applicable Code of Conduct. The licensed real estate agent/broker warrants that there is no such conflict and will disclose to all buyers that You are licensed.
No other Agent/Broker for a seller User: This Product and the Services are not intended to be used by a seller who has a licensed real estate agent or brokerage acting for the seller User. In accordance with the below, the User has warranted that there is no such conflict and the User is not subject to the obligations of any other agreement which would be breached by entrance into these Terms.
Disclosures: The User acknowledges that You are permitted under, including but not limited to, the Real Estate and Business Brokers Act, 2002, (the “Act”) to sell your own property and that You have legal obligations to disclose all relevant property information to a buyer prior to an offer. It is recommended the User seek legal advice prior to listing any property for sale.
No Professional Representation: You acknowledge that You are permitted under the Act to sell your own property, and that under the Act You have legal obligations to disclose all relevant property information to a buyer prior to an offer. It is highly recommended that You seek legal advice through qualified legal counsel prior to the commencement of these Services. You acknowledge that the Company does not provide any such real estate advice or representation, any legal advice, any financial advice or professional advice of any kind. Any information contained in any document or any discussions between You and the Company shall not be taken as real estate advice, legal advice or financial advice. You shall be responsible for confirming all real estate, legal or financial matters with third party professionals such as a lawyer, accountant, mortgage broker, financial advisor, especially if the property is subject to any encumbrances or liens, such as a mortgage.
Ownership of the property: If You are or will be the sole owner of the property, You acknowledge that if You have a spouse or a common-law partner such person may have an interest in the property, and it is recommended You seek legal advice prior to the Listing if your spouse or common-law partner is not registered on the title to the property. The Company will not be responsible in any way whatsoever for any claims arising under, including but not limited to the Family Law Act R.S.O 1990 as may be amended from time to time.
Acting under a Power of Attorney: If You are entering into these Terms under a will, or Power of Attorney or as an executor/estate trustee, You will be required to provide additional documentation in the course of closing such property transaction and it is recommended that You seek legal advice before entering into these Terms or any execution of the Agreement of Purchase and Sale. The Company will not be responsible in any way whatsoever for any claims arising in contract law, tort law or pursuant to any applicable law on wills and estates, including but not limited to the Substitute Decisions Act S.O. 1992.
Listing Price or Closing: You acknowledge that the Company does not and has not made any guarantee to You regarding the assurance of a sale or purchase of a property or the achievement of any particular purchase price or listing price.
Showings: The User acknowledges that the User must obey all public health restrictions in effect in the region of the property, particularly during showings. In addition, You agree that You will at no time conduct yourself in a manner discriminatory to any potential buyers of your property. If the User does not adhere to such public health restrictions and non-discriminatory conduct, the User will be in breach of this Agreement and the Company will remove the Listing, without any reimbursement or liability owed to the User.
Signage and Condominiums: You acknowledge it is your responsibility to determine if the municipality or any condominium board has any restrictions on the placement of any signage or any restrictions or requirements on property transfers.
Downtime: The Product may be temporarily unavailable from time to time for maintenance or other reasons. We assume no responsibility for any error, inaccuracy, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any communications between You and the Product.
No endorsement as to accuracy: We accept no responsibility for the accuracy of any User Data provided by or created using the Product except as otherwise set out in these Terms. The provision or storage of User Data through the Product does not constitute our endorsement or warranty as to the compliance of such User Data with applicable privacy legislation, nor to the accuracy, timeliness, materiality, completeness, or reliability of such User Data. You are responsible for ensuring that the information You have entered into our Product in your Listing is accurate, reliable and complete, including disclosure of all material facts relating to the property. In certain instances, some of your User Data (such as posts, comments, or, if applicable, offers and counteroffers You make) may not be completely removed and copies of your User Data may continue to exist on the Services. We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your User Data.
Applicable to Buyers: If You are a buyer User, You may search for properties that are placed by sellers on the Website, and You may also communicate with, and make offers to, sellers to purchase properties, via the Product. If your information has been submitted for verification to us, You will be able to avail of specific features of the Product. You acknowledge and agree that we are not a licensed real estate broker and as a buyer, You should always exercise due diligence and care when deciding to make an offer to purchase a property.
Timing of User actions: We accept no responsibility for disputes in relation to the timing of your actions while using the Product, including in the event that the timing of an offer made, or closing, or similar is missed or delayed as a result of issues with the Product. You understand and agree that timing will be in accordance with the time zone in the location of the property on the Listing.
Ratings and reviews: We accept no responsibility or liability for any ratings or reviews of a User posted to the Product, or any consequences as a result of the ratings or reviews of a User, including but not limited to termination of a User. Ratings and reviews posted to the Product DO NOT reflect our views.
Monitoring: We do not accept any liability for monitoring the Website or for unauthorized or unlawful content on the Website or use of the Website by users.
No warranty as to non-infringement: Except in the manner provided for in these Terms, we disclaim, and expressly do not provide any direct or indirect, express or implied representation or warranty as to title and non-infringement of intellectual property in relation to the Product.
Damage to hardware: Any material downloaded or otherwise obtained through the use of our services and products is done at your own discretion and risk, and You will be solely responsible for any damage to your computer system or other device or loss of data that results from the download of any such material.
The Product may store your data as long as your account is current and active and for the timelines as set out in our Privacy Policy.
Original Data: The Company will retain original data for either (a) up to ten (10) years; or (b) the minimum period required by law to comply with limitation periods in the applicable jurisdiction, whichever is longer.
Back-up Data: On a regular basis we create a backup of all data in our system, which is retained for twelve (12) hours. This backup is for use by the Company only in the case of disaster recovery or to maintain business operations in the case of an emergency. The Company will not restore data unless it determines, in its sole discretion, that a data recovery is necessary.
You hereby agree to release, remise and forever discharge us and our directors, employees, officers, and our affiliates, partners, service providers, vendors, and contractors and each of their respective agents, directors, officers, employees, and all other related persons or entities from any and all manner of rights, losses, costs, claims, complaints, demands, debts, damages, causes of action, proceedings, liabilities, obligations, legal fees, costs and disbursements of any nature whatsoever, and for any special, indirect or consequential, incidental or exemplary damages (collectively, a “Claim”), whether in contract or tort, whether known or unknown, which now or hereafter arise from, to the maximum extent allowed by law, that relate to, or are connected with:
even if You have been advised of the possibility of such Claim, or such Claim was reasonably foreseeable and notwithstanding the sufficiency or insufficiency of any remedy provided for herein or in any license.In the event that we become liable for any damages whatsoever, You agree that such damages shall be limited in the aggregate to the amount of fees or charges which You have paid for the Product in the previous invoice.
To the extent permitted by applicable laws, You agree that You will defend, indemnify and hold harmless us and our officers, directors, shareholders, employees, agents and representatives, from and against any and all damages, judgments, liability, costs and expenses (including without limitation any reasonable legal fees), in whole or in part arising out of or attributable to: (a) generally, your breach of these Terms; your access to and/or use of the Product; and any loss of, or damage to, any property, or injury to, or death of, any person (including You) caused by your access to and/or use of the Product; and (b) specifically, your breach of the intellectual property rights of any third party to these Terms.
You agree that You will be solely responsible for all activities that occur under your account, whether You are aware of them or not. You agree to hold us harmless and release us from any loss or liability whatsoever that You may incur as a result of someone other than You using your password or account, either with or without your knowledge. You agree to indemnify us for any damages, third party claims or liabilities whatsoever that we may incur as a result of activities that occur on or through your account, whether or not You were directly or personally responsible.
By visiting the Website or using the Product, You agree that the laws of the Province of Ontario, without regard to the principles of conflict of laws, will govern these Terms and any dispute of any sort that may arise between You and us. With respect to any disputes or claims, You agree not to commence or prosecute any action in connection therewith other than in the Province of Ontario, and You hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to venue and jurisdiction in the provincial courts of Ontario. You agree to pay reasonable attorneys’ fees and court costs incurred by us to collect any unpaid amounts owed by You.
Expenses: Each party shall be responsible for its own legal fees and other expenses incurred in connection with the performance of any of its obligations hereunder.
You agree that we are not liable for a delay or failure in performance of the Product or the provisions of these Terms caused by reason of any occurrence of unforeseen events beyond our reasonable control, including but not limited to, acts of God, natural disasters, power failures, server failures, third party service provider failures or service interruptions, embargo, labour disputes, lockouts and strikes, riots, war, floods, insurrections, legislative changes, and governmental actions.
If any portion of these Terms is deemed unlawful, void or unenforceable by any arbitrator or court of competent jurisdiction, these Terms as a whole shall not be deemed unlawful, void or unenforceable, but only that portion of these Terms that is unlawful, void or unenforceable shall be stricken from these Terms.
The insertions of headings are for convenient reference only and are not to affect the interpretation of these Terms.
You may not, without our prior written consent, assign the Agreement, in whole or in part, either voluntarily or by operation of law, and any attempt to do so will be a material default of the Agreement and will be void. We may assign this Agreement to a third party at any time in our sole discretion. The Agreement will be binding upon and will insure to the benefit of the respective parties hereto, their respective successors in interest, legal representatives, heirs and assigns.
The parties agree that the execution, delivery and performance of these Terms does not and shall not conflict with, breach, violate or cause a default under any contract, agreement, instrument, order, judgment or decree to which any of the parties is a party.
You agree that if we do not exercise or enforce any legal right or remedy which is contained in these Terms or which we have the benefit of under any applicable law, this will not be taken to be a formal waiver of our rights and that those rights or remedies will still be available to us. Waivers must be in written form and signed by an authorized representative of the Company.
All covenants, agreements, representations and warranties made in these Terms shall survive your acceptance of these Terms and the termination of our relationship.
The Agreement will constitute the entire agreement between us and You with respect to the subject matter hereof and all prior oral or written agreements, representations or statements with respect to such subject matter are superseded hereby. In the event of a conflict between these Terms and the Privacy Policy, the terms and conditions found herein shall prevail.
This Agreement may be executed in counterparts, each of which is deemed an original, but all of which together constitutes one and the same agreement. Delivery of an executed counterpart of this Agreement electronically shall be effective as delivery of an original executed counterpart of this Agreement.
By providing us with your email address, You agree to receive all required notices electronically, to that email address or by mobile notifications via the Product. It is your responsibility to update or change that address, as appropriate.
If you have any questions or comments regarding these Terms please contact our head office by email at [email protected].
Eligibility:
Technical Features:
In order to use the Product effectively, You will need to have:
Services to be provided by the Company to the User:
The following “Services” apply to the supply of the Product by the Company to the User, who is a seller:
Registration Information:
The following “Registration Information” will be supplied by the User to the Company upon registration to use the Product:
Listing Information:
The following “Listing Information” will be supplied by the User to the Company when using the Product to make a Listing:
Fees payable by the User and Payment Terms
The “Fees” as set out on our Website here: https://diyoffer.ca/#order-now shall apply to the Services set out above, and the User must make payment to the Company of such fees in accordance with the payment terms set out on our Website at the address above. The Fees on the Website may be updated and amended from time to time, and the Fees that were on the Website on the date of creation of your account will apply to you.