TERMS OF USE

 

Contractual Relationship

These Terms of Use (“Terms”) govern your access or use, in Canada, of the applications, websites, content, products and services (the “Services”), as more fully defined below, made available in Canada by Deeleeo Inc. PLEASE READ THESE TERMS CAREFULLY, AS THEY CONSTITUTE A LEGAL AGREEMENT BETWEEN YOU AND DEELEEO INC.

 

By accessing or using the Services, you confirm your agreement to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Services. These Terms expressly supersede prior agreements or arrangements with you, if any. Deeleeo Inc. may immediately terminate these Terms or any Services with respect to you, or generally cease offering or deny access to the Services or any portion thereof, at any time for any reason.

 

IMPORTANT: PLEASE REVIEW THE ARBITRATION AGREEMENT SET FORTH BELOW CAREFULLY, AS IT WILL REQUIRE YOU TO RESOLVE DISPUTES WITH DEELEEO INC. ON AN INDIVIDUAL BASIS THROUGH FINAL AND BINDING ARBITRATION. BY ENTERING THIS AGREEMENT, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND ALL OF THE TERMS OF THIS AGREEMENT AND HAVE TAKEN TIME TO CONSIDER THE CONSEQUENCES OF THIS IMPORTANT DECISION.

 

Deeleeo Inc. may amend the Terms from time to time. Amendments will be effective upon Deeleeo Inc.’s posting of such updated Terms at this location. Your continued access or use of the Services after such posting confirms your consent to be bound by the Terms, as amended. If Deeleeo Inc. changes these Terms after the date you first agreed to the Terms (or to any subsequent changes to these Terms), you may reject any such change by providing Deeleeo Inc. written notice of such rejection within 30 days of the date such change became effective, as indicated in the “Effective” date above.  This written notice must be provided either (a) by mail or hand delivery to our registered Support Service for processing, being 10008 6 Ave SW, Edmonton, Alberta T6X 0S8, or (b) by email from the email address associated with your Account to Deeleeo Inc.  In order to be effective, the notice must include your full name and clearly indicate your intent to reject changes to these Terms. By rejecting changes, you are agreeing that you will continue to be bound by the provisions of these Terms as of the date you first agreed to the Terms (or to any subsequent changes to these Terms).

 

Arbitration Agreement

By agreeing to the Terms, you agree that you are required to resolve any claim that you may have against Deeleeo Inc. on an individual basis in arbitration, as set forth in this Arbitration Agreement. This will preclude you from bringing any civil action against Deeleeo Inc., as either a personal action or as a part of a class.

 

Agreement to Binding Arbitration Between You and Deeleeo Inc.

You and Deeleeo Inc. agree that any dispute, claim or controversy arising out of or relating to (a) these Terms or the existence, breach, termination, enforcement, interpretation or validity thereof, or (b) your access to or use of the Services at any time, whether before or after the date you agreed to the Terms, will be settled by binding arbitration between you and Deeleeo Inc., and not in a court of law.

 

Unless both you and Deeleeo Inc. otherwise agree in writing, any arbitration will be conducted only on an individual basis and not in a class, collective, consolidated, or representative proceeding. Provided however, you and Deeleeo Inc. each retain the right to bring an individual action in court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights.

 

Rules and Governing Law

The arbitration will be administered by the Canadian Arbitration Association (“CAA”) in accordance with the CAA’s Arbitration Rules (the “CAA Rules”) then in effect, except as modified by this Arbitration Agreement.

 

The parties agree that the arbitrator (“Arbitrator”) shall have exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or voidable.  The Arbitrator shall also be responsible for determining all threshold arbitrable issues.

 

Process

A party who desires to initiate arbitration must provide the other party with a written Notice of Arbitration as specified in the CAA Rules. The Arbitrator will be appointed in accordance with the CAA Rules.

 

Location and Procedure

Unless you and Deeleeo Inc. otherwise agree, the arbitration will be conducted in the jurisdiction where you reside. If your claim does not exceed $10,000.00, then the arbitration will be conducted solely on the basis of documents you and Deeleeo Inc. submit to the Arbitrator, unless you request a hearing, or the Arbitrator determines that a hearing is necessary. If your claim exceeds $10,000.00, your right to a hearing will be determined by the CAA Rules. Subject to the CAA Rules, the Arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.

 

Arbitrator’s Decision

The Arbitrator will render an award within the time frame specified in the CAA Rules. Judgment on the arbitration award may be entered in any court having competent jurisdiction to do so. The Arbitrator may award declaratory or injunctive relief only in favour of the claimant and only to the extent necessary to provide relief warranted by the claimant’s individual claim. An Arbitrator’s decision and judgment thereon shall have no precedential or collateral estoppel effect.

 

Fees

Your responsibility to pay any Arbitrator fees will be solely as set forth in the CAA Rules, or as otherwise agreed between yourself and Deeleeo Inc., or as directed by the Arbitrator.

 

The Services

The Services comprise mobile applications, website and related services, and website integrations, which enable Customers (each, a “Customer”) to arrange and schedule delivery of goods (each, a “Deeleeo”) by a third-party provider (each, a “Delivery Agent”) from a ‘pickup’ location to a ‘drop off’ location.

 

A Customer may initiate a Deeleeo through Deeleeo’s Platform (Mobile App, Web App or eCommerce plug-in/app). Through the Deeleeo Platform, the Customer requests the delivery of a Deeleeo, and a qualified, certified, and insured Deeleeo Delivery Agent (“Delivery Agent'') can accept responsibility for the Deeleeo. As a Customer, you acknowledge that the Delivery Agent chosen through the Deeleeo Platform will be fully responsible for your Deeleeo and delivering it to the Drop Off Location. As a Customer, you also acknowledge that the Delivery Agent can utilize route optimization and other features that Deeleeo Inc. provides to its Delivery Agents to assist them in a successful Deeleeo. 

 

The Customer acknowledges that the use of the Deeleeo Platform may result in fees for services you request, including all applicable taxes and related charges (collectively, “Fees''). You agree to pay all Fees that are associated with your account. Deeleeo Inc. will charge your credit card or other payment resource (Google Pay, Apple Pay and/or dollar credit amount) associated with your account in full for Fees when they become payable. Deeleeo Inc. will make any applicable refunds as dollar credits associated with your Deeleeo account. Credits will be used towards future Deeleeo transactions. 

 

When a Customer submits a delivery request (each a “Deeleeo”) through the Deeleeo Platform, the Fees for such Deeleeo become due and payable by the Customer. A Customer has the right to cancel a Deeleeo, with no Fee (full credit refund to the Customer’s account) between the time of submitting the Deeleeo and when a Delivery Agent ‘accepts’ the Deeleeo.  If a Customer cancels a Deeleeo after the Delivery Agent accepts the Deeleeo and prior to the Deeleeo being picked up, then a cancellation fee of 10% of the total Fees, or $5 base Fee for such a Deeleeo will apply (larger Fee will be applied).  All Deeleeos, when cancelled by a Customer, will be deleted from the Deeleeo Platform and the respective Delivery Agent will be notified.

 

Upon accepting a Deeleeo, Delivery Agents have the right to cancel a Deeleeo before Pickup, if necessary.  Within thirty (30) minutes of acceptance, the Delivery Agent can manually cancel a Deeleeo on the app without a cancellation Fee.  If a Delivery Agent cancels a Deeleeo past (30) minutes of acceptance and before Pickup, cancellation can only be processed through Deeleeo Inc.  The Delivery Agent will need to contact and inform Deeleeo Inc. why the cancellation is necessary for such a Deeleeo.  Upon review of the reason for cancellation, submitted by the Delivery Agent, Deeleeo Inc. will cancel the Deeleeo and apply appropriate cancellation fee charges to either the Delivery Agent or Customer, depending on who is at fault (if applicable).   

 

Upon arrival at the Pickup Location, the Delivery Agent has the right to refuse the Deeleeo if it does not meet the details of the job description (‘Deeleeo Details’) as defined on the Deeleeo Platform.  Should the Delivery Agent contact the Customer and agree to the Deeleeo, but additional charges are now required to complete the delivery, the Delivery Agent and Customer must agree upon any additional Fees as well as a payment schedule. These additional Fees are charged outside of the Deeleeo Platform. If a Delivery Agent still refuses to take a Deeleeo upon Pickup, the Delivery Agent must cancel the Deeleeo, and the appropriate steps must be taken as explained in the previous paragraph above.  All applicable Delivery Agent cancellation Fees between thirty minutes after accepting a Deeleeo and before Pickup are charged 10% of the total Fees, or $5 base Fee (larger Fee will be applied).

 

All Deeleeos, when cancelled or rejected by a Delivery Agent (or by Deeleeo Admin on behalf of a Delivery Agent), will be reposted to the Deeleeo Agent App Marketplace and the respective Customer will be notified.

 

No cancellation options are available after Pickup, for both Delivery Agent and Customer accounts. No credit refunds or refunds of any kind are available for Customers after the Deeleeo has been picked up.  If Delivery Agents cannot complete the delivery of a Deeleeo, they must use the “Help Me” option available to them within the Deeleeo Delivery Agent App.  If a Delivery Agents uses Help Me (each considered an “affected Delivery Agent'') they agree to allow a fellow Deeleeo Delivery Agent to accept and relieve the affected Delivery Agent of their Deeleeo (each a “replacement Delivery Agent'') and complete the Deeleeo themselves.  The ‘replacement Delivery Agent’ will accept the Deeleeo upon alert within the Deeleeo Delivery Agent App and receive full payment for such a Deeleeo, when successfully delivered to the correct Drop Off Location.  The ‘affected Delivery Agent’ will not be paid, nor charged a Fee for initiating a Help Me. The ‘affected Delivery Agent’, that requested the Help Me, has the right to cancel the Help Me feature, but only before any ‘replacement Delivery Agent’ has accepted the Help Me alert and only if the ‘affected Delivery Agent’ is again able to continue to complete the Deeleeo Delivery to the Drop Off Location successfully.  Once a ‘replacement Delivery Agent’ has accepted the Help Me call, the ‘affected Delivery Agent’ must comply.

 

Upon accepting a Deeleeo the Delivery Agent is responsible for every kind of permit, insurance requirements and equipment needed to transport such a Deeleeo. As a Delivery Agent, you are responsible for every kind of loss or damage, including, but not limited to, loss or damage to the Delivery Agent’s vehicle, other vehicles and/or trailers, people, and/or the Deeleeos until delivery of the Deeleeo to the Drop Off Location. Delivery Agents will not be permitted to go Off Duty if they have picked up a Deeleeo. When a Delivery Agent is Off Duty, message and chat responding is restricted. A Delivery Agent must be On Duty to respond to a message sent by a Customer and accept a Deeleeo from the Marketplace. Any “accepted” Deeleeos within a Delivery Agent’s My Deeleeos will remain in their My Deeleeos and it is the Delivery Agents responsibility to complete those Deeleeos successfully and on time. Cancellation fees will be applied if applicable. Disbursement of Delivery Agent commissions will be made biweekly to the direct deposit bank account information provided by the Delivery Agent’s Account.

 

The Delivery Agent must pick up and drop off the Deeleeo at the locations and verify within the Deeleeo Agent App that they have uploaded photos on site at the correct location to receive payment for their service.  Delivery Agents acknowledge that they are responsible to appropriately manage and use Deeleeo’s “Help Me” support options, and other route optimization features to enhance the Customer and Delivery Agent delivery experience and efficiency. Delivery Agents are responsible for any misuse or lack of judgement while using these features.  

 

Customers acknowledge that Deeleeo Inc. cannot guarantee that a Delivery Agent will pick up and drop off their Deeleeo in the requested “Drop Off Time”, nor complete the delivery at all. Upon a “Done Deeleeo”, Customers have the right to make a claim in the event they are not fully satisfied with the service. A Customer and Delivery Agent will have a one-day (24 hours) grace period once the Deeleeo has been Dropped Off to submit a claim. All claims and inquiry submissions regarding specific Deeleeos after the one-day period will not be processed.

 

If a package must be returned to the pickup location (after the Delivery Agent made honest efforts to deliver the package at the drop off location), the Customer will be charged a $5 Fee or 10% of the delivery Fee (the greater of the two). This Fee will be given to the Delivery Agent to compensate for extra time taken to return to pick up location and ensure the package is safely returned.  

 

Delivery Agents have the option to find a Helper Agent for larger loading and unloading. The Customers agree to allow Delivery Agents to utilize this feature to allow Delivery Agents to gain access to the help they need for larger Deeleeos at either pick up, drop off or both locations. As a Helper Agent you agree to all these Terms of Use and Independent Contractor’s Agreement.

 

As a Customer, I agree to identify if my Deeleeo contains age-restricted items and/or if the Deeleeo requires an in-person delivery confirmation. As such, the Delivery Agent will agree to the appropriate process of delivering age-restricted Deeleeos and in-person delivery confirmations.

 

The Customer has the right and ability to share a Deeleeo to whomever they please via text message or email. As a receiver of a Shared Deeleeo, you agree to this Terms of Use.

 

That said, both the Customer and Delivery Agent acknowledge and agree that Deeleeo Inc. reserves the right to cancel any Deeleeo, at any time, and, as such, apply cancellation Fees to the uncooperative party (Customer or Delivery Agent).

 

Access and Use of the Services

Customer Accounts

To use most aspects of the Services, you must register for and maintain an active personal Customer account (“Account”). You must be at least 18 years of age, or the age of legal majority in your jurisdiction (if different than 18), to obtain an Account, unless a specific Service permits otherwise.  Save and except where a specific Service permits otherwise, by accepting these Terms of Use, you verify that you are at least 18 years of age, or the age of legal majority in your jurisdiction. Account registration requires you to submit to Deeleeo Inc. certain personal information, such as your name, email and at least one valid payment method supported by Deeleeo Inc. You agree to maintain accurate, complete, and up-to-date information in your Account. Your failure to maintain accurate, complete, and up-to-date Account information, including having an invalid or expired payment method on file, may result in your inability to access or use the Services. You are responsible for all activity that occurs under your Account, and you agree to always maintain the security and secrecy of your Account login name and password. 

 

Customer Requirements and Conduct

The Service is not available for use by persons under the age of 18. You may not authorize third parties to use your Account. You may not allow persons under the age of 18 to receive services from Delivery Agents unless they are accompanied by you. You may not assign or otherwise transfer your Account to any other person or entity. You agree to comply with all applicable laws when accessing or using the Services, and you may only access or use the Services for lawful purposes (e.g., no Delivery of unlawful, illegal, or hazardous Deeleeos). You may not use this service for the transportation of any poisonous, unlawful, illegal, or hazardous animal or insect.  You may not use this service to harm any kind of living thing. You may not in your access or use of the Services cause nuisance, annoyance, inconvenience, or property damage, whether to the Delivery Agent or any other party. In certain instances, you may be asked to provide proof of identity or other method of identity verification to access or use the Services, and you agree that you may be denied access to or use of the Services if you refuse to provide proof of identity or other method of identity verification. As a customer you agree to not solicit delivery services from a Deeleeo Agent. You are responsible for the accuracy of each Deeleeo you submit and understand that inaccurate or otherwise misleading information allows for a Deeleeo Agent to refuse to deliver the package in question or ask for extra payment to compensate for the difference in description and actuality. A Deeleeo Agent has 24 hours upon completion of the Deeleeo to put in a request for extra compensation due to misleading or incorrect information. 

 

Age-restricted Delivery Standards for Merchant Partners

As a customer using Deeleeo to have age-restricted material delivered, you agree to list the total price paid for any liquor including tax in the Deeleeo Description for accurate record keeping if you are in the province of Manitoba. You also agree that you may be charged for the return of an age-restricted delivery if a valid ID that matches the name listed when you create your Deeleeo is not presented, or nobody is home to receive the item. It is your responsibility to ensure that you will be home during the delivery period. 

 

Merchant Partner Accounts

To use most aspects of the Services, you must register for and maintain an active Business account (“Account”). You must be at least 18 years of age, or the age of legal majority in your jurisdiction (if different than 18), to obtain an Account, unless a specific Service permits otherwise. You may not authorize third parties outside of your organization to use your Account. Save and except where a specific Service permits otherwise, by accepting these Terms of Use, you verify that you are at least 18 years of age, or the age of legal majority in your jurisdiction. You agree to comply with all applicable laws when accessing or using the Services, and you may only access or use the Services for lawful purposes (e.g., no Delivery of unlawful, illegal, or hazardous Deeleeos). You may not use this service for the transportation of any poisonous, unlawful, illegal, or hazardous animal or insect.  You may not use this service to harm any kind of living thing. You may not in your access or use of the Services cause nuisance, annoyance, inconvenience, or property damage, whether to the Delivery Agent or any other party. You agree to maintain accurate, complete, and up-to-date information in your Account. Your failure to maintain accurate, complete, and up-to-date Account information, including having an invalid or expired payment method on file, may result in your inability to access or use the Services. You are responsible for all activity that occurs under your Account, and you agree to always maintain the security and secrecy of your Account login name and password. You are responsible for the accuracy of each Deeleeo you submit and understand that inaccurate or otherwise misleading information allows for a Deeleeo Agent to refuse to deliver the package in question or ask for extra payment to compensate for the difference in description and actuality. Additionally, a Deeleeo agent has 24 hours upon completion of the Deeleeo to put in a request for extra compensation due to misleading or incorrect information. 

 

Merchant Partner Requirements and Conduct

As a Merchant Partner you agree to not solicit delivery services from any Deeleeo delivery agent. Merchant Partners also agree to inform Deeleeo Inc. immediately if a Deeleeo delivery agent solicits them. By reading this agreement you are acknowledging that you understand that Deeleeo Agents are Agents in name only and do not have an agency relationship with Deeleeo. 

 

Should you encounter any problems or if you would like to provide feedback, the Deeleeo Support team is available by contacting support@deeleeo.com or contacting 825-440-1355.

 

Age-restricted Delivery Standards for Merchant Partners

As a Merchant Partner using Deeleeo to deliver alcohol, you agree to list the total price paid for liquor including tax and the price charged to the customer for delivery in the Deeleeo Description for accurate record keeping if your business is in the province of Manitoba. As a Merchant Partner in any province, you agree not to list any deliveries containing alcohol that would cross a provincial border no matter the actual distance. You also agree that you may be charged for the return of an age-restricted delivery if a valid ID that matches the name of your customer is not presented, or nobody is home to receive the item. It is your responsibility to ensure the customer is going to be home during the delivery. 

 

Delivery Agent Accounts

To be qualified as a Delivery Agent and participate in the Services, you must register for and maintain an active personal Delivery Agent account (“Delivery Agent Account'').  You must be at least 18 years of age, or the age of legal majority in your jurisdiction (if different than 18), to obtain a Delivery Agent Account, unless a specific Service permits otherwise. Save and except where a specific Service permits otherwise, by accepting these Terms of Use, you verify that you are at least 18 years of age, or the age of legal majority in your jurisdiction. Account registration requires you to submit to Deeleeo Inc. certain personal information, such as your name, address, email, mobile phone number, proof of work eligibility, valid Driver’s licence (if applicable), all vehicle and trailer registration and insurance documents, and as well as at least one valid payment method (direct deposit details) supported by Deeleeo Inc. You agree to maintain accurate, complete, and up-to-date information in your Account. Your failure to maintain accurate, complete, and up-to-date Account information, including having invalid direct deposit information on file, may result in your inability to receive earnings for your Deeleeo deliveries, or use of the Services. You are responsible for all activity that occurs under your Account, and you agree to always maintain the security and secrecy of your Account login name and password. Unless otherwise permitted by Deeleeo Inc. in writing, you may only possess one Deeleeo Agent Account.  

 

Delivery Agent Status and Requirements

Delivery Agents are not employees of Deeleeo. Delivery Agents are independent contractors. You will be required to agree to the Terms and Conditions within the Independent Contractor Agreement upon Delivery Agent registration.  There is no employer and employee relationship created between Deeleeo and the Delivery Agent as a result of an Delivery Agent qualifying for a Delivery Agent Account.  Further, there is no joint venture, partnership or agency relationship created between Deeleeo Inc. and the Delivery Agent because of a Delivery Agent qualifying for a Delivery Agent Account.  To be qualified as a Delivery Agent you must be at least 18 years of age, or the age of legal majority in your jurisdiction (if different than 18).  You must hold a valid Driver’s licence to register a vehicle and trailer to your Delivery Agent Account.  Your Driver’s license classification must meet or exceed the requirement for the vehicle and trailer you register. You must be legally able to work in your location.  You will be required to pass a criminal background check.  You must have vehicle and trailer registration and insurance with coverage for third party liability to satisfy minimum coverage requirements in your location for each delivery you pursue.  You must have the appropriate permits and equipment used for the deliveries you accept and undergo. Deeleeo Inc. reserves the absolute right and discretion to qualify or reject potential Delivery Agents and their use of the Services.

 

Relationship Clause

Nothing herein contained shall be deemed to authorize or empower either party to act as agent for the other party to this Agreement, or to conduct business in the name, or for the account, of the other party to this Agreement.

 

Delivery Agent Conduct

The observance of appropriate conduct by Delivery Agents is a contractual obligation under our Service agreement.  Once we are made aware of non-compliance or suspected non-compliance with our requirements, we will contact the Delivery Agent.  If Deeleeo Inc. is not satisfied that the Delivery Agent Independent Contractor is acting in accordance with our requirements, action will be taken, including potential suspension or deactivation of the Delivery Agent Account, or termination of the Delivery Agent Account. Deeleeo requires its Delivery Agents to comply with all applicable laws and regulations in relation to the provision of services by the Delivery Agent.  No Delivery Agent can accept a delivery of a Deeleeo for an unlawful purpose (e.g., no Delivery of unlawful, illegal, or hazardous Deeleeos).  No Delivery Agent can accept a delivery of a Deeleeo containing any poisonous, unlawful, illegal, or hazardous animals or insect.  Deeleeo Inc. also requires its Delivery Agents to make best efforts to act with appropriate decorum, professional responsibility, and provide services without nuisance, annoyance, inconvenience, or property damage.  That said, no limits or restrictions are placed upon the absolute discretion provided to a Delivery Agent to accept or reject a Deeleeo for delivery, other than those recognised by applicable law. Delivery Agents agree to not solicit delivery services to any Merchant Partner while also having a Delivery Agent Account with Deeleeo Inc. Delivery Agents (‘the Fiduciary’) under this Agreement are subject to the legal aspects involved with fiduciary duty owed to Deeleeo Inc. (‘the Beneficiary) including but not limited to disclosure of any conflict of interest and the active avoidance of a situation not in the best interest of Deeleeo Inc. 

 

Age-restricted Delivery Standards for Deeleeo Agents

As a Deeleeo Agent, you agree to read all Deeleeo instructions including those that identify the Deeleeo as containing age-restricted items. You agree to abide by all laws and regulations regarding the distribution and delivery of age-restricted items including but not limited to ID verification, returning any items that cannot be delivered to the originating location, and only delivering certain age-restricted Deeleeos if you are licensed to do so by the respective authority in your province or territory. Valid identification must be presented for every Deeleeo containing age-restricted items regardless of the presumed age of the recipient. If a valid ID is not presented you must return it to the pickup point. You also agree to refuse any alcohol purchase requests that come in after a Deeleeo has been accepted as any alcohol being delivered must only go through the app and cannot be done otherwise. As a Deeleeo Agent you agree to not purchase any age-restricted items in advance of an order on the assumption that these items may then be ordered for delivery in the future. As a Deeleeo Agent you agree to refuse to accept any Deeleeo request that would involve crossing a provincial border while in possession of age restricted material. By reading this agreement you also agree to store age-restricted material that is being delivered out of reach of any passenger or driver in the vehicle and somewhere it cannot be easily accessed while driving. You also agree to not smoke while performing any delivery from the Deeleeo platform. By using the Deeleeo platform you understand that any contravention of law or Deeleeo policies surrounding the sales, distribution of age-restricted material and smoking may result in penalties up to and including suspension of your Deeleeo account.

 

Text Messaging, Telephone Calls and Emails

As a Customer, Merchant Partner or Delivery Agent you agree that Deeleeo Inc. may contact you by telephone, text messages and email (including by an automatic telephone dialing, texting, and email) at any of the phone numbers and email provided by you or on your behalf in connection with a Deeleeo Inc. account, including for marketing purposes. You understand that you are not required to provide this consent as a condition of purchasing or delivering any property, goods, or services.

 

Intellectual Property Rights

The Deeleeo Platform, and its entire contents, features and functionality (including, but not limited to, all information, software, text, displays, images, video and audio, and the design, selection and arrangement thereof) are owned by Deeleeo Inc., its licensors or other providers of such material and are protected by Canadian copyright, trademark, patent, trade secret and other intellectual property or proprietary rights laws.

 

Subject to your strict compliance with these Terms of Use, Deeleeo Inc. hereby grants you a non-exclusive, non-transferable, non-sublicensable, limited license to use the Deeleeo Platform. The foregoing license will terminate immediately upon the removal by Deeleeo Inc. of your authorization to use the Platform for any or no reason.

 

You may not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform or republish any of the material on our Deeleeo Platform.

 

You may not, without Deeleeo Inc.’s prior written consent, modify copies of any materials from the Deeleeo Platform.

 

If you print, copy, modify, download or otherwise use or provide any other person with access to any part of the Deeleeo Platform in breach of the Terms of Use, your right to use the Deeleeo Platform will cease immediately and you must, at our option, return or destroy any copies of the materials you have made.  No right, title or interest in or to the Deeleeo Platform or any content thereon is transferred to you, and all rights not expressly granted are reserved by Deeleeo Inc. Any use of the Platform not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark and other laws.

 

The Company name, the term Deeleeo, the Company logo and all related names, logos, product and service names, designs, colour schemes and slogans are trademarks of the Company or its affiliates or licensors. You may not use such marks without the prior written consent of Deeleeo Inc.

 

Disclaimers; Limitation of Liability; Indemnity

DISCLAIMER

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”. DEELEEO INC. DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, NOT EXPRESSLY SET OUT IN THESE TERMS, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IN ADDITION, DEELEEO INC. MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINES, QUALITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES OR ANY SERVICES OR GOODS REQUESTED THROUGH THE USE OF THE SERVICES, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE.  DEELEEO INC. DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF THE DELIVERY AGENTS.  CUSTOMERS AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICES, AND ANY SERVICE THE CUSTOMER REQUESTED IN CONNECTION THEREWITH, REMAINS SOLELY WITH THE CUSTOMER TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.  LIKEWISE, DEELEEO INC. DOES NOT PROVIDE ANY GUARANTEE RELATING TO THE SAFETY OR QUALITY OF THE DEELEEO TO BE DELIVERED.  DELIVERY AGENTS AGREE THAT THE ENTIRE RISK ASSOCIATED WITH THE DELIVERY, AND ANY SERVICE THE CUSTOMER REQUESTED IN CONNECTION THEREWITH, REMAINS SOLELY WITH THE DELIVERY AGENT TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW. 

 

LIMITATION OF LIABILITY

DEELEEO INC. SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST DATA, PERSONAL INJURY, OR PROPERTY DAMAGE RELATED TO, IN CONNECTION WITH, OR OTHERWISE RESULTING FROM ANY USE OF THE SERVICES, REGARDLESS OF THE NEGLIGENCE (EITHER ACTIVE, AFFIRMATIVE, SOLE, OR CONCURRENT) OF DEELEEO INC., EVEN IF DEELEEO INC. HAS BEEN ADVISED OF THE POSSIBLITY OF SUCH DAMAGES.

 

DEELEEO INC. SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY OR LOSSES ARISING OUT OF: (i) YOUR USE OF OR RELIANCE ON THE SERVICES OR YOUR INABILTY TO ACCESS OR USE THE SERVICES; OR (ii) ANY RELATIONSHIP BETWEEN A CUSTOMER AND ANY DELIVERY AGENT, EVEN IF DEELEEO INC. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.  DEELEEO INC. SHALL NOT BE LIABILE FOR DELAY OR FAILURE IN PERFORMANCE. CUSTOMERS ACKNOWLEDGE THAT DELIVERY AGENTS PROVIDING DELIVERY SERVICES MAY NOT BE PROFESSIONALLY LICENSED, PERMITTED OR INSURED, NOTWITHSTANDING THE DUE DILIGENCE EFFORTS OF DEELEEO INC. TO REQUIRE SAME.

 

THE SERVICES MAY BE USED TO REQUEST AND SCHEDULE DELIVERY SERVICES WITH DELIVERY AGENTS, BUT CUSTOMERS AGREE THAT DEELEEO INC. HAS NO RESPONSIBILITY OR LIABILITY RELATED TO ANY DELIVERY SERVICES PROVIDED TO CUSTOMERS BY DELIVERY AGENTS, OR THE LOSS OR DAMAGE TO ANY DEELEEO HOWEVER CAUSED.

 

THE LIMITATIONS AND DISCLAIMER IN THIS SECTION DO NOT PURPORT TO LIMIT LIABILITY OR ALTER YOUR RIGHTS AS A CONSUMER THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW. THIS PROVISION SHALL HAVE NO EFFECT ON DEELEEO INC’S CHOICE OF LAW PROVISION SET FORTH BELOW.

 

INDEMNITY

CUSTOMERS AND DELIVERY AGENTS AGREE TO INDEMNIFY AND HOLD DEELEEO INC. AND ITS AFFILIATES AND THEIR OFFICERS, DIRECTORS, EMPLOYEES, AND DELIVERY AGENTS HARMLESS FROM ANY AND ALL CLAIMS, DEMANDS, LOSSES, LIABILITIES, AND EXPENSES (INCLUDING ATTORNEYS’ FEES), ARISING OUT OF OR IN CONNECTION WITH: (I) YOUR USE OF THE SERVICES, (II) YOUR BREACH OR VIOLATION OF ANY OF THESE TERMS, OR (III) YOUR VIOLATION OF THE RIGHTS OF ANY THIRD PARTIES.

 

Other Provisions

Choice of Law

These Terms are governed by and construed in accordance with the laws of the Province of Alberta and the Federal Laws of Canada, without giving effect to any conflict of law principles, except as may be otherwise provided in the Arbitration Agreement above or in supplemental terms applicable to your jurisdiction.

 

Notice

Deeleeo Inc. may give notice by means of a general notice on the Services, electronic mail to your email address in your Customer Account or Delivery Agent Account, telephone or text message to any phone number provided in connection with your Customer Account or Delivery Agent Account, or by written communication sent by first class mail or pre-paid post to any address connect with your Customer Account or Delivery Agent Account.  Such notice shall be deemed to have been given upon the expiration of 7 days after mailing or posting (if sent by first class mail or pre-paid post) or 12 hours after sending (if sent by email or telephone). You may give notice to Deeleeo Inc., with such notice deemed given when received by Deeleeo Inc., at any time by first class mail or pre-paid post to our registered Support Services for processing, being 10008 6 Ave SW, Edmonton, Alberta, T6X 0S8.

 

General

As provided above, no joint venture, partnership, employment, or agency relationship exists between a Customer, Deeleeo Inc., or any Delivery Agent as a result of this Agreement or use of the Services. If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law. Deeleeo Inc.’s failure to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Deeleeo Inc. in writing.