SureSwift Capital Inc. (hereinafter “SURESWIFT CAPITAL”), a company incorporated under Canadian laws, corporation number BC1041789, which provides website audit tools and MySiteAuditor Solutions in SaaS mode through its website MySiteAuditor.com or through the MySiteAuditor application.
By registering on the website MySiteAuditor.com or using the Service, the Client acknowledges that he/she/it has read, understood and agreed to the entirety of these Terms of Service. SURESWIFT CAPITAL strongly advises the Client to print and/or save a copy of the Terms of Service.
These Terms of Service may be amended from time to time. It is the Client’s responsibility to review these Terms of Service frequently and to remain informed of any changes implemented. The Client agrees that the continued use of the Service after such changes to the Terms of Services have been published will constitute the Client’s acceptance of such revised terms.
In this Agreement, words or phrases beginning with a capital letter shall have the following meanings:
“Account” means the account of the Client after entering into the Agreement, which enables the Client to use the Service.
"Client" ?means the individual or legal entity, professional only, with whom SURESWIFT CAPITAL entered this Agreement and whose name and address appear on the Account. The Client and SURESWIFT CAPITAL are hereinafter collectively referred to as the “Parties” or individually as a “Party”.
"MySiteAuditor" means the Website Audit MySiteAuditor Tools software, as well as any related applications, developed and published by SURESWIFT CAPITAL.
“Personal Data?” means any information relating to a natural person who is or can be identified, directly or indirectly.
“Content” means any data, whether personal or not, contained in the information processed through Audit Tools by the User Processed Email sent by the Client to the Inbox(es) and processed through the Audit Tools Solution.
"Documentation" ?means all documents that may be viewed, printed, sent and/or downloaded in electronic form from the website MySiteAuditor.com, including the knowledge base help.mysiteauditor.com, and the blog MySiteAuditor.com/blog, describing the functionalities of the Service and the MySiteAuditor Solution.
"Service?" ?means the grant of access to the MySiteAuditor Solution by SURESWIFT CAPITAL and the use of the MySiteAuditor Solution in SaaS mode by the Client, whether through the website mysiteauditor.com or through the MySiteAuditor application, under the terms and conditions set out in the Agreement.
"Subscribed Plan?" ?means the fee-based plan subscribed by the Client for a fixed monthly or an annual period, which appears on the Account (and then possibly modified by the Client). The Service is provided through separate offers, which functionalities are described on the website mysiteauditor.com, or through specific tailored offer (s).
2. PURPOSE OF THE AGREEMENT
The purpose of this Agreement is to set out the conditions under which SURESWIFT CAPITAL provides the Service to the Client, who accepts it, a nonexclusive and nontransferable right to use the MySiteAuditor Solution. In exchange, the Client agrees to pay the contractual fee and to comply with all requirements set out in the Terms of Service.
3. SERVICE DESCRIPTION, ACCESS AND AVAILABILITY
3.1. Description of the Service MySiteAuditor Solution is an website audit form, that can be white-labeled and embedded on MySiteAuditor member sites, to generate leads and sales. The Service does not include any storage service. The Client understands that he/she/it is has the sole responsibility to ensure by all means available that all data contained in Product are saved and registered. SURESWIFT CAPITAL excludes any liability in the event of a loss of User Data.
The Client accesses the Service through his/her/its own and personal Account. The Client’s Account may only be used by one person, a single Account shared by multiple people is not permitted. The Client bears all liability as to the access and the use of the Account. The Account requires the Client to provide his/her/its legal full name, a valid email address, and any other information requested in order to complete the registration process.
3.3. Availability and support The Service is available to the Client 24 hours a day, 7 days a week during the term of the Agreement and within the limits set out in the Agreement. Support for the Services is only available in English, via email [email protected]. Various questions and concerns of the Client may find a quick answer by visiting help.mysiteauditor.com.
4. EMAIL DATA AND EMAIL CONTACTS
4.1. User Data
All data you or your website visitors input into the MySiteAuditor Tools, including info on your Clients will not be freely given to anyone. We do not, under any circumstances, sell either your Email Data or your Email Contacts' Personal Data. Only authorized employees have access to view User Data. If someone originating from your account holder or someone contacted via MySiteAuditor at the User’s discretion playing role of “Client” complains or contacts us, we might then contact that person.
4.3. Data Collected for and by our Users As you use the Service, you may import into our system Personal Data of yourself or that of other individuals. We have no direct relationship with the third parties added to the Product or any person other than you, and for that reason, you are responsible for making sure you have the appropriate permission for us to collect and process information about those individuals.
5. PRICING, INVOICING AND PENALTIES
A specific pricing applies to any monthly or annual subscription plan, which are detailed under the page mysiteauditor.com/pricing, except for the free Account for a limited period of 10 days. The pricing is exclusively in the expressed currency. All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities, and the Client shall be responsible for payment of all such taxes, levies, or duties in its jurisdiction.
The Client may have access to a free Account for a period of 14 calendar days, during which the Client uses the Service free of charge. Each Client may subscribe only once to a free Account and shall not maintain more than one free Account. At any time during the trial period, the Client may opt for a Subscribed Plan, which will be charged automatically. For any upgrade or downgrade of the Subscribed Plan, the new price will apply as of the day following the date of the change in the Subscribed Plan. The billing cycle remains unchanged and the invoicing will include the details as to the pro rata. In the event of an amendment of the Client’s Subscribed Plan or a change from the Subscribed Plan to a free Account, the Client shall not be entitled to a refund. Further details on how changes and cancellations of Subscribed Plans are handled can be found here: https://support.stripe.com/questions/handlingsubscriptionchanges
5.2. Payment and Invoicing
All Subscribed Plans must be paid, through SURESWIFT CAPITAL payment service provider Stripe, PayPal, and Authorize.net, for in full using a credit card, exclusively with one of the following credit card : Visa, Mastercard, Amex. The Client must enter valid credit card information.
The Service is billed in advance on a monthly or annual basis, irrespective of the use of the Service made by the Client. The amount already paid is neither fully or partially refundable. The lack of use or the temporary discontinuance of the Service during the duration of the Subscribed Plan shall not have the effect of extending the duration of the Agreement or the Service, nor qualify for a refund or any compensation whatsoever.
SURESWIFT CAPITAL will provide no refunds or credits for partial months of service, upgrade/downgrade refunds, or refunds for months unused with an open account. SURESWIFT CAPITAL shall automatically send the Client an email receipt for each payment. In addition, the Client may also download a PDF version of the invoice including the Client’s details in his/her/its Account in MySiteAuditor dashboard at this link: https://mysiteauditor.com/users.
5.3. Penalties In the event of lack of payment on the due date, the features of the Product available due to a typical scheduled payment will be temporarily suspended until proper payment is made, at the Service’s discretion.
6. MODIFICATION OF SERVICE AND PRICING
SURESWIFT CAPITAL reserves the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice at any time. Prices of all Services, for the monthly or annual subscription plan to the Service, are subject to changes at any time. Such notice may be provided at any time by posting the changes on the website MySiteAuditor.com, the MySiteAuditor application or the Service itself. Such changes shall not apply for the ongoing Subscribed Plans and shall only apply for the Subscribed Plans entered after the modification of pricing.
The Agreement will be effective after the creation of an Account by the Client, including a free Account, and will remain in effect until its termination by either Party. The minimal duration of the Agreement is one (1) month as from the date of the subscription of a monthly Subscribed Plan and one (1) year as from the date of the subscription of an annual Subscribed Plan.
All Subscribed Plans will renew for successive periods of the same duration by tacit agreement, unless terminated by either Party by email (for the Client: to the Client’s email address provided in the Account? for SURESWIFT CAPITAL : [email protected] at least 7 (seven) working days before the end of the Subscribed Plan. It is the sole responsibility of the Client to anticipate the end of the Subscribed Plan, which consequences will be borne exclusively by the Client. No amount received in advance by SURESWIFT CAPITAL for the Subscribed Plan will be refunded. All Content and Parsed Content will be automatically deleted from the Service at the termination date of the Agreement. The Client is aware that the Content and the Parsed Content cannot be recovered after the termination date of the Agreement.
8. GRANTING AND UNDERTAKING OF SURESWIFT CAPITAL
SURESWIFT CAPITAL undertakes to use all reasonable and human resources to provide the Service, subject to (i) the full payment by the Client of the contractual fees and (ii) interruptions, suspension or discontinuance of all or any portion of the Service due to maintenance, service disruption or failure external to SURESWIFT CAPITAL. For maintenance operations, SURESWIFT CAPITAL will endeavour to inform the Client in advance by email or via the website MySiteAuditor.com or the MySiteAuditor application. The temporary interruptions of the Service, of any kind, will under no circumstances give rise to indemnification of any kind to the Client’s benefit. Any service not expressly provided for in the Agreement, such as training, support, etc., shall be subject to a separate agreement, based on a quotation established according to SURESWIFT CAPITAL’s applicable rates.
9. GRANTINGS AND UNDERTAKINGS OF THE CLIENT
The Client, who enters into the Agreement on behalf of a company or other legal entity, grants that he/she/it has the authority to bind such entity and its affiliates. The Client grants to be a natural or a legal entity, acting as a professional, excluding any robots. Accounts registered by "bots" or other automated methods are not permitted.
The Client undertakes to :
acquire the necessary hardware and software, and to subscribe to telecommunications services (internet access) required to remotely use the Service. The costs for such equipment and for Internet access services are exclusively borne by the Client
ensure that the Client is trained to use the Service and Internetbased technologies
maintain the security of the Account and the related password
accurately transmit, under his/her/its sole responsibility, all information required for the performance of the Agreement and warrants the accuracy of such information. The Client hence commits to report any change to these information
pay the contractual fees under the conditions set out in the Agreement
respect SURESWIFT CAPITAL’s intellectual property rights
refrain from using the Service in conditions that may impair the functioning or safety of the Service
refrain from modifying, adapting or hacking the Service or modify another website so as to falsely imply that it is associated with the Service, or with SURESWIFT CAPITAL
refrain from reproducing, duplicating, copying, selling, reselling or exploiting any portion of the Service, use of the Service, or access to the Service without the written permission by SURESWIFT CAPITAL.
Accordingly, the Client is responsible for any damages such data could cause to SURESWIFT CAPITAL, to a third party, to the Service and will hold SURESWIFT CAPITAL harmless against any claims that may be brought against SURESWIFT CAPITAL by a third party because of such data and, more generally, the Client’s use of the Service. While the Agreement prohibits such conduct and Content on the Service, the Client understands and agrees that SURESWIFT CAPITAL cannot be held responsible for the Processed Emails and Content submitted to the Service. The Client therefore agrees to use the Service at his/her/its own risk. SURESWIFT CAPITAL may remove any User Data information that SURESWIFT CAPITAL considers in its sole discretion as unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any Party's intellectual property right(s) or the Agreement.
The Service is provided on an “as is” basis and “as available” basis. The Service shall not substitute any other function in the Client’s organization. The information given by SURESWIFT CAPITAL is provided solely for the use of the Service but not for the Client’s organization. SURESWIFT CAPITAL has an obligation of means and does not provide any implicit or explicit warranty as to the use of the Service.
The use of the Service is provided at the Client's sole risk. The Client understands that the technical processing and transmission of the Service including all content given by and received by Users may be transferred unencrypted and involve (a) transmissions over various networks? and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
SURESWIFT CAPITAL does not warrant that (i) the Service will meet the specific requirements of the Client, (ii) the Service will be uninterrupted, timely, secure, or errorfree, (iii) the results that may be obtained from the use of the Service will be accurate or reliable, (iv) the quality of any information, or other material obtained by the Client through the Service will meet the Client's expectations, and (v) any errors in the Service will be corrected.
The Content is kept by SURESWIFT CAPITAL to the extent that it allows performance of the Service, which includes long-term data storage. It is additionally the Client's responsibility to ensure the storage and registration of all of his/her/its data. SURESWIFT CAPITAL shall not be held responsible for any loss of User Data.
SURESWIFT CAPITAL excludes any liability for the suspension of the Account.
The Client understands that SURESWIFT CAPITAL uses third party vendors and hosting partners to provide the necessary hardware, software, networking, billing, storage, and related technology required to run the Service.
The Clients also understands that, while the MySiteAuditor Solution offers tools to easily set up a connection with such systems, External APIs are published and maintained by an independent provider external to SURESWIFT CAPITAL. The Client is therefore solely liable as to the transfer, the download or any use of User Data to or through an External API, excluding any liability of SURESWIFT CAPITAL. The Client is aware that he/she/it may have to enter into a specific and separate agreement as to the use of the External API.
SURESWIFT CAPITAL excludes any liability in the events of:
a downgrading of the Service
loss of User Data, features, or capacity of the Client's Account
a modification, price change, suspension or discontinuance of the Service
a loss or damage from Client’s failure to comply with the Client's undertakings, including his/her/its security obligation
The Client expressly understands and agrees that SURESWIFT CAPITAL shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if SURESWIFT CAPITAL has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the Service? (ii) the cost of procurement of substitute services resulting from any services purchased through or from the Service? (iii) unauthorized access to or alteration of the Processed Emails, Content or Parsed Content? (iv) statements or conduct of any third party on the Service? (v) or any other matter relating to the Service. In any case, the overall liability of SURESWIFT CAPITAL is strictly limited to the overall fees paid by the Client for the ongoing Subscribed Plan.
11. TERMINATION FOR BREACH
Breach(es) of any of the terms and conditions of the Agreement by the Client may result in the termination of the Agreement and the closing of the Client's Account. Should the Client fail to remedy the said breach within seven (7) days from the suspension of his/her/its access to the Service, SURESWIFT CAPITAL shall be fully entitled to terminate the Agreement with immediate effect and without prior notice. From the termination date, the Client will no longer be able to use the Service. The Client's User Data relating to the Client’s Account will be deleted without the Client being entitled to any compensation.
The Client shall be solely responsible for the consequences of the termination of the Agreement, in particular in terms of continuity of its internal management and commercial activities. No amount received in advance by SURESWIFT CAPITAL for the Subscribed Plan will be refunded and the Client shall not be entitled to any compensation whatsoever. Suspension of the Service and/or termination of this Agreement shall not prevent or otherwise impede the claim(s) SURESWIFT CAPITAL may present as a result of the Client’s breach(es).
12. INTELLECTUAL PROPERTY RIGHTS
12.1. SURESWIFT CAPITAL ownership and undertakings
All intellectual property rights on the MySiteAuditor Solution and all content available on the website MySiteAuditor.com or the MySiteAuditor application remain the sole property of SURESWIFT CAPITAL. SURESWIFT CAPITAL warrants that it has developed the MySiteAuditor Solution and owns the intellectual property rights to the MySiteAuditor Solution and all elements used to provide the Service. SURESWIFT CAPITAL undertakes not to claim any ownership on the User Data and Content processed through the Service, which remain the sole property of the Client.
12.2. The Client’s ownership and undertakings
The Client remains the owner of all Data and Content processed under the Agreement. The Clients undertakes to refrain from any act or behavior that may directly or indirectly affect the intellectual property rights owned by SURESWIFT CAPITAL, such as but not limited to, the intellectual property rights owned on the MySiteAuditor Solution, the related trademark and logo used by SURESWIFT CAPITAL.
The Client grants SURESWIFT CAPITAL against any claim, demand, suit or proceedings made or brought against SURESWIFT CAPITAL by a third party alleging that the Content, the use of the Service in violation of the Agreement, infringes, misappropriates the intellectual property rights of a third party or violates applicable law and regulation. The Client undertakes to indemnify SURESWIFT CAPITAL for any damages awarded against, and for reasonable legal fees (including attorney’s fees) incurred by SURESWIFT CAPITAL in connection with any such claim, demand, suit or proceedings, provided that SURESWIFT CAPITAL (i) promptly informs the Client in writing of the claim, demand, suit or proceeding, (ii) gives the Client the sole control of the defense and settlement of the claim, demand, suit or proceedings (such settlement may be entered to the extend that said settlement releases unconditionally SURESWIFT CAPITAL of its liability) and (iii) provides the Client with all reasonable assistance. All fees incurred will be borne exclusively by the Client.
The Client is considered the data controller within the meaning of the Act n°7817 of 6 January 1978 on information technology as well as European Union’s 2018 General Data Protection Regulation, data files and civil liberties, in regards to all User Data provided within the framework of the Agreements. The Client therefore undertakes expressly to comply with all applicable data protection regulations and to carry out any necessary formalities.
14. GDPR COMPLIANCE
SURESWIFT CAPITAL and the Client undertake to keep confidential all information and documents concerning each Party, of any nature whatsoever, to which the relevant Party may have referred to, or provided, during the performance of the Agreement. The above shall not prevent SURESWIFT CAPITAL to mention its commercial relationship with the Client, as provided below.
15. FORCE MAJEURE
SURESWIFT CAPITAL uses all technical means which may be reasonably used for the performance of the Service. SURESWIFT CAPITAL shall therefore not be held liable in the event that the Service is not available in the case of force majeure, including but not limited to, network failure, strike, natural disaster, earthquake, public telecommunication network failure, failure of Internet connection due to private or public agents to which SURESWIFT CAPITAL relies upon. The Client waives any right to indemnity of any nature whatsoever in the event of force majeure and SURESWIFT CAPITAL shall not be held liable for any cost incurred due to the impossibility to use the Service.
At any time and at its own discretion, SURESWIFT CAPITAL reserves the right to assign, subcontract, transfer and / or provide all or part of the rights and obligations subject of the Agreement to a third party in any form whatsoever. This Agreement constitutes the entire Agreement between the Parties with respect to the subject matter hereof. It supersedes all prior negotiations, contracts, and undertakings between the Parties with respect to such matter. The fact that one of the Parties did not request the application of any provision of this Agreement shall in no event be deemed or interpreted as a waiver of the right that Party has under this provision. The Client allows SURESWIFT CAPITAL to mention its company name or name and the Service provided for commercial purpose only.
17. CHOICE OF LAW AND JURISDICTION
The Agreement is subject to the laws of Canada. Any dispute, controversy or claim arising under, out of or relating to the validity, interpretation and performance of the Agreement shall be referred to and finally determined by the competent courts of the Province of British Columbia and British Columbia law shall apply.