Terms and Agreement

Thank you for your interest in Fixed-or-Variable.ca!

Your use of this site or its services confirms your agreement with the following:  
 

1. The Parties:
This Consulting Agreement ("Agreement") is made effective as of the date you first use this website or engage us to provide you services, and is made by and between a business entity known as Imaginative.Online Inc. with a mailing address of 7935 Airport Pulling Rd., 104-313, Naples, Florida, 34109 ("Consultant") and you, and anyone else you allow to utilize our service (collectively, the "Client"). 

Robert McLister is a licensed agent (Level I) with Advent Mortgage Services (FSRA# 10149). However, our flat-fee consultations are a separate service and do not entail the brokering of a mortgage. You must arrange your mortgage from a 3rd party. We do not receive payment of any kind from any other party with respect to your financing.

2. Services:
Consultant agrees to provide the following services ("Services"): Feedback on mortgage selection and strategy. No other services will be provided unless explicitly outlined and agreed to in writing by both parties.

3. Term:
The Services shall commence upon your first use of this website or receipt of Services under this agreement and shall continue until either Consultant or Client gives notice of terminating this Agreement. 

4. Payment:
In consideration for the Services provided, the Consultant is to be paid the following: $380.00 Canadian dollars per hour + HST ("Payment"). Services are billed pro rata in 15-minute increments and based on the time requested by the Client. We do not bill for time unless that time is specifically authorized by the Client. 

5. Payment Interval:
Consultant shall be paid, in accordance with Section 5, when the Consultant emails an invoice to the Client. After the Client receives the invoice by the Consultant, it shall be paid within two (2) business days. 

6. Retainer:
The Client is not required to pay a retainer as part of this Agreement. 

7. Expenses:
The Consultant shall be responsible for all expenses related to providing the Services under this Agreement. This includes, but is not limited to, supplies, equipment, operating costs, business costs, employment costs, taxes, payroll contributions and/or payments, disability insurance, unemployment taxes, and any other cost that may or may not be in connection with the Services provided by the Consultant including out-of-pocket expenses. 

8. Termination Clause:
The Consultant may terminate this Agreement at any time without notice. For the Client, the term is ongoing but Client shall not be responsible for payments to the Consultant for Services if Client chooses not to retain Services.

9. Return of Records:
The Consultant will only use Client information for the purposes authorized by the Client, or to meet the terms of this Agreement. The Consultant shall retain Client records for only the duration required by law, and otherwise destroy such information if permitted by law.

10. Disputes:
If any dispute arises under this Agreement:

a. The offended party agrees to promptly notify the offending party and confirm receipt of said notification.

b. The Consultant and the Client shall negotiate in good faith to settle such dispute.

c. Neither party will take any action against the other in the first ten (10) business days following notification of a dispute.

d. Both parties will keep any disputes confidential unless otherwise required by law.

e. If the parties cannot resolve such dispute themselves, then either party may submit the dispute to mediation by a mediator approved by both parties. 

f. If the parties cannot agree with any mediator or if either party does not wish to abide by any decision of the mediator, they shall submit the dispute to arbitration by any mutually acceptable arbitrator, or the American Arbitration Association (AAA). 

g. The costs of the arbitration proceeding shall be borne by the offended party (the party initiating the dispute) regardless of any finding of fault or lack of good faith by the other party. 

h. Each party agrees that the decision of the arbitrator will be final unless the Client has breached its obligations related to Confidentiality or sharing or misusing Consultant’s data or proprietary information, as per sections 19 and 21 below. Barring that exception case, there will be no further recourse in the courts or law for disputes. 

i. The jurisdiction for any dispute shall be administered and decided upon the Consultant. 

11. Liability:
MAXIMUM LIABILITY FOR DAMAGES. IN NO EVENT SHALL CONSULTANT’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE AMOUNTS PAID TO THE CONSULTANT BY CLIENT PURSUANT TO THIS AGREEMENT IN THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
The Consultant shall not be required to have liability insurance unless required by law.

12. Legal Notice:
All notices required or permitted under this Agreement shall be in writing and shall be deemed delivered when delivered by email with confirmed receipt. 

13. Waiver of Contractual Right:
The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Agreement. 

14. Independent Contractor Status:
The Consultant, under the code of the Internal Revenue (IRS), is an independent contractor and neither the Consultant's employees or contract personnel are, or shall be deemed, the Client's employees. In its capacity as an independent contractor, the Consultant agrees and represents that to its knowledge: a.) Consultant has the right to perform Services for others during the term of this Agreement; b.) Consultant has the sole right to control and direct the means, manner, and method by which the Services required under this Agreement will be performed; Consultant shall select the routes taken, starting and ending times, days of work, and order the work that performed; c.) Consultant has the right to hire assistant(s) as subcontractors or to use employees to provide the Services under this Agreement. d.) Neither Consultant nor the Consultant's employees or personnel shall be required to perform tasks not mutually agreed to. e.) The Services required by this Agreement shall be performed by the Consultant, Consultant's employees or personnel, and the Client will not hire, supervise, or pay assistants to help the Consultant; f.) Neither the Consultant nor the Consultant's employees or personnel shall receive any training from the Client for the professional skills necessary to perform the Services required by this Agreement; and g.) Neither the Consultant nor Consultant's employees or personnel shall be required by the Client to devote full-time to the performance of the Services required by this Agreement. 

15. Licenses:
The Consultant does not provide any services in relation to mortgages outside of Ontario, Alberta or Prince Edward Island, Canada. The Consultant represents and warrants that all employees and personnel associated shall comply with laws requiring any required licenses, permits, and certificates necessary to perform the Services under this Agreement. 

16. Payment of Taxes:
Under this Agreement, the Client shall not be responsible for Consultant’s payroll-related taxes.

17. Employees' Compensation:
The Consultant shall be solely responsible for all costs related to its employees.

18. Indemnity:
Client shall release, defend, indemnify, and hold harmless the Client and its officers, agents, and employees from all suits, actions, or claims of any character, name, or description, including reasonable legal fees, brought on account of any injuries or damage, or loss (real or alleged) received or sustained by any person, persons, or property, arising out of services provided under this Agreement or Consultant's failure to perform or comply with any requirements of this Agreement including, but not limited to any claims for financial losses, personal injury, property damage, or infringement of copyright, patent, or other proprietary rights. 

19. Confidentiality & Proprietary Information:
Unless required by law, each party shall keep all non-public information about the other party strictly confidential if such information could potentially cause a loss, privacy breach or reputational damage for the other party. For greater clarity:

a. the Consultant will not disclose to any third party non-public information related to the Client’s personal finances and property holdings, and

b. the Client will not disclose to any third party the Consultant’s non-public business methods, advice, techniques, proprietary formulas, reports, projections, forecasts, third-party data or images, emails, texts, voicemails, websites, tools, calculators, spreadsheets, recordings, videos and data.

c. Any non-public information marked "confidential," "proprietary," or the like will be deemed Confidential by both parties.

20. Information sharing:

The Client agrees to provide the Consultant all information the Consultant reasonably requires to carry out its role in this Agreement. The Client agrees that all reports and other written information provided by Consultant to the Client are intended solely for the Client and may not be exploited by the Client for competitive purposes, or any other purposes that would disadvantage or harm Consultant. The Client agrees to our Privacy Policy (link).

21. Technology and data sharing prohibition:

The Client acknowledges that disclosure to a third (3rd) party or misuse of Consultant’s proprietary or confidential information, data or technology would irreparably harm the Consultant, and is grounds for injunction in any court of applicable jurisdiction and potential damages. Such equitable relief shall be in addition to Client's rights and remedies otherwise available at law. 

22. Non-warranty
It is the Consultant’s intention to provide accurate information to the Client but errors and other unforeseen impediments may occur. Therefore, all information provided by Consultant to the Client is provided as-is without warranty of any kind, express or implied. For further clarity, the Consultant makes no guarantees that the information it provides Client will be useful, help the client avoid losses or help the client save money. Before acting on any information supplied by Consultant, the Client agrees to ensure it is suitable for Client’s purposes and seek guidance as may be necessary from competent third-parties. 

23. Advice limits
The Consultant does not provide investment or insurance advice of any kind. Any information the Client receives that might seem similar to investment or insurance advice is not advice but general information, and the Client is cautioned not to act on it unless confirmed by a licensed expert professional in that subject area.

24. Use of name, branding or likeness:

The Client is not entitled to use the Consultant's name, branding and/or likeness in advertising, social media and other materials or ways without the advanced written consent of Consultant. 

25. Assignment and Delegation:
The Consultant may assign rights and may delegate duties under this Agreement to other individuals or entities acting as a subcontractor ("Subcontractor"). 

26. Governing Law:
This Agreement shall be governed under the laws in the State of Florida. 

27. Severability:
This Agreement shall remain in effect in the event a section or provision is unenforceable or invalid. All remaining sections and provisions shall be deemed legally binding unless a court of applicable jurisdiction rules that any such provision or section is invalid or unenforceable, thus, limiting the effect of another provision or section. In such case, the affected provision or section shall be enforced as so limited. 

28. Entire Agreement:
This Agreement, along with any attachments or addendums sent to Client, represents the entire agreement between the parties. Therefore, this Agreement supersedes any prior agreements, promises, conditions, or understandings between the Client and Consultant. This Agreement may be modified or amended at any time without notice.