These Terms & Conditions ("Terms") govern your use of the services provided by Enquisitiv ("we," "us," or "our"). By engaging our IT services, you acknowledge and agree to be bound by these Terms. Please read them carefully before using our services.
1. Service Engagement
1.1 Scope of Services: We will provide IT services as agreed upon in the service agreement or statement of work between you and us. The specific details of the services, including deliverables, timelines, and pricing, will be outlined in the agreement.
1.2 Client Cooperation: You agree to provide us with all necessary information, access, and cooperation required for us to perform the services effectively. Delays or failure to provide necessary assistance may impact the delivery timeline and our ability to provide the services.
2. Service Fees and Payment
2.1 Fees: The fees for our services will be as agreed upon in the service agreement or statement of work. Any additional services or changes to the scope of work may result in additional fees.
2.2 Payment Terms: Payment for our services shall be made according to the agreed-upon terms in the service agreement. Failure to make timely payment may result in a delay in the provision of services or suspension of services until payment is received.
3. Intellectual Property
3.1 Ownership: Unless otherwise specified in the service agreement, all intellectual property rights, including copyrights and any developed or pre-existing materials, associated with the services provided by us shall remain our exclusive property.
3.2 License: Upon receipt of full payment for the services, we grant you a non-exclusive, non-transferable license to use any deliverables provided to you solely for your internal business purposes.
4. Confidentiality
4.1 Confidential Information: Both parties may disclose confidential information to each other during the course of the service engagement. Confidential information includes any non-public information disclosed in writing, orally, or through any other means. Both parties agree to keep such information confidential and use it solely for the purpose of the service engagement.
4.2 Exceptions: The obligation of confidentiality shall not apply to information that (a) is already in the public domain, (b) was rightfully in the recipient's possession prior to disclosure, (c) is independently developed by the recipient without reference to the disclosed information, or (d) is required to be disclosed by law or court order.
5. Limitation of Liability
To the maximum extent permitted by law, we shall not be liable for any direct, indirect, incidental, consequential, or exemplary damages arising out of or in connection with the use or performance of our services, including any errors, omissions, or delays in the services. Our total liability under these Terms shall be limited to the total fees paid by you for the specific services giving rise to the claim.
6. Termination
6.1 Termination for Convenience: Either party may terminate the service engagement for convenience upon written notice to the other party. In such cases, you will be responsible for payment for the services rendered up to the termination date.
6.2 Termination for Cause: Either party may terminate the service engagement immediately in the event of a material breach of these Terms by the other party. Termination for cause shall not relieve the breaching party from any payment obligations or liabilities incurred prior to termination.
7. Governing Law and Jurisdiction
These Terms shall be governed by and construed in accordance with the laws of Canada. Any disputes arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts in Canada.
8. Changes to the Terms
We reserve the right to modify or update these Terms at any time without prior notice. The most current version of the Terms will be posted on our website.
