These End User Terms of Use (“End User Terms“) for the application, The Mortgage Map (the “App“) constitute a legal agreement and are entered into by and between you (“you“, “your“, or the “Client“) and The Mortgage Map Inc. (“TMM”, “we”, “us” or “our”). TMM is a Canadian company that provides mortgage professionals with the App, a customer journey mapping application which may be integrated with a customer relationship management solution and a lender submission platform to support borrower clients (“borrowers“) throughout the loan application process. The following End User Terms together with our privacy policy (“Privacy Policy”) incorporated herein by reference (collectively the “Terms”), govern your access to and use of, including any content, functionality, and services offered on or through the App and our website, www.themortgagemap.com (the “Website“). The App and Website are collectively referred to throughout these End User Terms as the “Services”.

 PLEASE READ THESE TERMS CAREFULLY BEFORE ACCESSING OR USING THE SERVICES. BY ACCESSING AND USING THE SERVICES, YOU ACCEPT AND AGREE TO BE BOUND AND COMPLY WITH THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR USE THE SERVICES. THESE TERMS CONTAIN DISCLAIMERS, LIMITATIONS OF LIABILITY AND CLASS ACTION WAIVER.

 The End User Terms are a binding legal contract between you and TMM. All users of the Services (“User“) shall comply with the Terms in respect of such User’s access and use of the Services. If you are accepting the Terms on behalf of an organization or other entity, you represent and warrant that you have the full legal authority to bind the organization or entity to the Terms, and that you have read and understand the Terms. By using the Services, you represent and warrant that you are of the legal age of majority under applicable law to form a binding contract with TMM. You also agree that you are giving TMM permission to contact you as set out further herein. Please note that TMM may, in its sole discretion, immediately amend or terminate the Terms. Your continued access or use of the Services after we make any modifications shall be a clear acknowledgement that you agree with the modified Terms, and you agree to comply with any and all laws and regulations applicable to you when accessing and using the Services.

Understanding Our Role

You may leverage our Services at the invitation of your mortgage professional for the purposes of assembling and submitting to lenders the information package as required for your loan application (“Application”) to prospective lenders.

You and your mortgage professional are solely responsible for compliance with any applicable laws and rules set out by a governmental and regulatory authority in respect of your application.

We are not and should not be considered an agent or representative of a mortgage professional, Client, or lender. Nothing contained in these Terms shall be construed as creating any agency, partnership, joint venture or other form of joint enterprise, employment, or fiduciary relationship between you and TMM, and neither party shall have the authority to contract for or bind the other party in any manner whatsoever. Each party hereby acknowledges and agrees that it will not, and has no authority to, enter into any agreement on behalf of or otherwise obligate or bind the other party.

Though your use of our Services is subject to our Terms, many aspects of the process to submit the Application and receive information from lenders may be subject to third parties’ policies and rules, including those relating to your lender intermediaries and the lenders. We encourage all parties to be aware of those policies and rules, as applicable since we do not control, track, or otherwise influence those third-party rules.

How Our Service Works

Our Service allows mortgage professionals to offer their clients access to the App. Once you create an account and complete a mortgage application, we store this application for the mortgage professional on TMM which will store that data in other third-party applications. The mortgage professional can use our App to follow-up and collect uploaded documents. The mortgage professional, and not TMM, is responsible for getting the proper consent from you for using our App. After collecting your data, the mortgage professional uses our Services and services of other third parties to transmit the deal to the lender for approval.

Account Credentials – Management and Incidents

Your access to our App requires you to be registered and have an account created on your behalf. Once your account is created, you must keep your account credentials confidential and you may not share your account credentials with others. You must inform us immediately if your account has been compromised (e.g. you think someone may be able to use the App by using your credentials or a virus or other malware on your computer is impacting your ability to log in to the App). If we suspect any unauthorized access to your account or if we see or suspect suspicious activity in relation to your account, we retain the right, but do not have the obligation, to suspend your account and take any other related action as we deem reasonable, and you agree to assist in executing such actions, which may involve your resetting of passwords or taking other measures as may be required. Unfortunately, the transmission of information via the Internet is not completely secure. Although we do our best to protect your information, we cannot guarantee the security of your information transmitted to our Services. Any transmission of information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Services. If any communication you receive from us that looks suspicious or has links that you do not expect, please do not open or click through. Instead, email us at info@themortgagemap.com.

Cancellation

You may decide at any time to cancel your account by contacting us at . We reserve the right to suspend, and if deemed appropriate, cancel your right to use the Services.

Representations, Warranties and Covenants

You acknowledge and agree that: (1) you are 18 years old or older; (2) you have the authority to bind yourself, or such other party which you may be representing, to our End User Terms; (3) your use of the Services shall only be for purposes that are permitted by these End User Terms, and (4) you will comply with all applicable laws, including regulatory requirements and government orders of any kind applicable to your use of the Services.

You promise that you shall not directly or indirectly:

1. 1. 1. reverse engineer, de-compile, disassemble or otherwise attempt to discover the source code or underlying ideas or algorithms in any part of the Services;
      2. use or allow the use of the Services for any purpose other than what is authorized by us;
      3. damage, disable, overburden or impair any part of the Services, including our servers or network, or interfere with any other party’s use and enjoyment of the Services;
      4. access the Services in order to build a commercially available product or service which competes with the Services;
      5. copy any features, functions, integrations, interfaces or graphics which are part of the Services;
      6. violate any laws;
      7. make statements, on any part of the Services on any topic associated with us, which could reasonably be considered false or misleading;
      8. willfully tamper with the security of the Services, including attempting to probe, scan or test the vulnerability of the Services or to breach its security or authentication measures;
      9. transmit any information, through the Services in any other manner, which may be: (i) unlawful, threatening, abusive, libelous, defamatory, obscene, vulgar, indecent, inflammatory, sexually explicit, pornographic or profane; (ii) in violation of a third party’s rights in inventions, discoveries, or improvements (whether patented or able to be patented and whether or not reduced to practice), including patents, patent applications, certificates of invention, utility models, continuations, continuations-in-part, provisionals, divisions, reissues, renewals, re-examinations and extensions thereof, trade secrets, know-how, designs, methodologies, processes, rights in data, and similar rights; the protection of works of authorship or expression and copyright (whether or not registered), trademark, trade names, service marks, logos, domain names and trade dress; and similar rights under any laws or international conventions throughout the world, whether now existing or hereafter arising or developed, including the right to apply for registrations, certificates, or renewals with respect thereto, the rights to prosecute, enforce, and obtain damages (“Intellectual Property Rights”) or is subject to Intellectual Property Rights; (iii) refutes or is contrary to what is set out anywhere in the Services; (iv) is considered “spam” (including machine or randomly-generated, constitutes unauthorized or unsolicited advertising, chain letters, any other form of unauthorized solicitation or any form of lottery or gambling); (v) contains or installs any viruses, worms, malware, Trojan horses or other content that is designed or intended to disrupt, damage or limit the function of any software, hardware or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any third party; and (vi) violates the privacy of any third party; or
      10. attempt to gain unauthorized access to the Services or our computer systems or networks through hacking, password mining or any other means.

We reserve the right to investigate and prosecute, to the fullest extent of the law, any violation of the above. We may suspend, modify or terminate your use of the Services immediately at our sole discretion.

Rights and Ownership

TMM and its licensors own all Intellectual Property Rights in the Services including applicable copyrights, patents, trademarks, and other proprietary rights (“TMM IP”). Our Terms do not transfer any intellectual property between you and us, and we reserve all rights that are not expressly granted under our Terms.

TMM IP. You acknowledge that TMM owns all right, title, and interest, including all intellectual property rights, in and to the TMM IP.

Rights to Handle Data. We process your data in accordance with our Privacy Policy to enable you to utilize the Services, and to generate information derived from your use of the Services, including, usage information, metrics and other data points which are not able to be reverse engineered to reveal your identity (“Anonymized Information”). We will own all Anonymized Information and are free to use it in compliance with our Privacy Policy, including but not limited to improving our Services.

Aggregated Statistics. Notwithstanding anything to the contrary in this Terms, TMM may monitor any use of the Services and collect and compile data and information related to any use of the Services in an aggregated or anonymized manner, including to compile statistical and performance information related to the provision or operation of the Services (“Aggregated Statistics“.) You acknowledge that TMM may compile Aggregated Statistics based on your use of the Services. As between TMM and you, all right, title, and interest in Aggregated Statistics, and all intellectual property rights therein, belong to and are retained solely by TMM.

You agree that all data which is handled by us may be, without further required consent by you, handled by a third-party for purposes which serve our business requirements, including data processing, monitoring or storage, or for regulatory or other reasons which are imposed on us in Canada. We respect your privacy and will handle your data in ways which is respectful and preserves your privacy as set out in our Privacy Policy.

Rights to Inputs. If you ever make, or are ever invited by us to make comments, improvement, suggestions or provide other content (“Input”), you will do so without any expectation from us and we shall have a royalty-free, worldwide, transferrable, sublicensable, irrevocable, perpetual license to use or incorporate such Input into our Service or our business as we see fit. We have no obligation to monitor the submission of, or make use of, such Input.

Links to Other Materials

Some of the links available to you through the Services will allow you to leave the Services. Such external internet sites and the material are not under the control of TMM, and TMM makes no representations and disclaims all liability with respect to such sites and materials. The links are provided only for your convenience, and their inclusion does not constitute nor imply approval or endorsement by TMM of the sites or their content.

Third Party Vendors

Certain features of the Services incorporate products or software that are developed by third parties (“Third Party Vendors”). You acknowledge and agree that your access and use of the Services provided by Third Party Vendors is governed by the terms and conditions of such Third Party Vendors, which include, but are not limited to Lendesk/Finmo and Zoho. Any breach of the terms of conditions of such third parties, whether identified herein or not, shall constitute a breach of these Terms.

Permission for Communication

We and your mortgage professional may use email to stay in touch with you. You agree that when you use the Services and submit your e-mail address or personally identifying information (e.g. name, phone number) during or prior to access of the Services, you: (1) consent to receive communications from us, your mortgage professional and, in certain circumstances, from Third Party Vendors providing certain portions of the Services which were selected for you by your Mortgage professional, through electronic means, including via the email address or phone number you have provided us; and (2) agree that the Terms, agreements, notices, disclosures and other communications that we provide you electronically satisfy any legal requirement that such communications would satisfy if they were in writing and physically presented to you.

Disclaimers

TMM MAKES NO REPRESENTATION, WARRANTY, COVENANTS, CONDITION OR UNDERTAKING WHATSOEVER, EXPRESS OR IMPLIED, WITH REGARD TO THE SERVICES AND INFORMATION (INCLUDING ANY OF OUR CONTENT) ON OR OBTAINED FROM THE SERVICES OR OTHERWISE IN RESPECT OF THIS AGREEMENT, IN WHOLE OR IN PART, INCLUDING ANY REPRESENTATION, WARRANTY, CONDITION OR UNDERTAKING REGARDING THE CONDITION, ACCURACY, SUITABILITY, OR QUALITY OF OR TITLE TO THE SERVICES OR ANY LICENSED RIGHTS HEREUNDER. TMM EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE AND THOSE ARISING BY STATUTE OR OTHERWISE IN LAW, OF ANY KIND, RELATING TO THE SERVICES OR ANY INFORMATION (INCLUDING ANY OF OUR CONTENT) ON OR OBTAINED FROM OR THROUGH THE SERVICES IN ANY MANNER, OR INTEGRATION WITH ANY SYSTEM, INCLUDING THAT BELONGING TO A LENDER OR A LENDER INTERMEDIARY.

TMM MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING: (A) THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY OR AVAILABILITY OF THE SERVICES (B) THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; (C) THAT THE SERVICES IN WHOLE OR IN PART, WILL BE ERROR FREE OR, AS APPLICABLE, WILL OPERATE OR WILL CONTINUE TO OPERATE WITHOUT INTERRUPTION; (D) THAT THERE WILL BE NO DELAYS, FAILURES, ERRORS (INCLUDING TYPOGRAPHICAL) OR OMISSIONS OR LOSS OF TRANSMITTED INFORMATION, THAT ACCESS OVER THE INTERNET WILL BE SECURE, THAT NO VIRUSES OR OTHER CONTAMINATING OR DESTRUCTIVE PROPERTIES WILL BE TRANSMITTED THROUGH THE USE OF THE SERVICES OVER THE INTERNET; OR (E) THAT NO DAMAGE WILL OCCUR TO YOUR TABLET, PERSONAL COMPUTER SYSTEM OR OTHER SYSTEM OR DEVICE RESULTING FROM ACCESSING AND/OR USING ANY OF THE SERVICES.

All implied conditions and warranties regarding the SERVICES are excluded to the fullest extent permitted by Applicable Laws.

ANY INFORMATION PROVIDED ON OR THROUGH THE SERVICES IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE DO NOT WARRANT OR GUARANTEE THE TRUTH, ACCURACY OR COMPLETENESS OF THIS INFORMATION. YOU AGREE THAT WE SHALL HAVE NO LIABILITY WHATSOEVER FOR ANY SUCH MATERIAL, DATA, OR INFORMATION. WE EXPRESSLY DISCLAIM ANY AND ALL LIABILITY WITH RESPECT TO ANY RELIANCE ON OR DECISIONS MADE BY YOU BASED ON THE INFORMATION PROVIDED ON OR THROUGH THE SERVICES. NO ADVISORY, AGENCY, FIDUCIARY OR OTHER RELATIONSHIP IS CREATED BETWEEN TMM AND YOU BY YOUR USE OF THE OF THE SERVICES OR ANY INFORMATION THEREON OR THEREFROM (AS APPLICABLE).  NO ONE SHOULD ACT, OR REFRAIN FROM ACTING, BASED SOLELY UPON THIS OR OTHER GENERAL INFORMATION WITHOUT FIRST SEEKING APPROPRIATE LEGAL OR OTHER PROFESSIONAL ADVICE.

YOU ACKNOWLEDGE AND AGREE THAT: (A) YOUR ACCESS AND USE OF, AND YOUR RELIANCE ON OR DECISIONS MADE REGARDING, THE SERVICES, AND, AS APPLICABLE, ANY INFORMATION (INCLUDING ANY OF OUR CONTENT) ON OR OBTAINED FROM THE SERVICES SHALL BE AT YOUR SOLE RISK; AND (B) YOU SHALL BE SOLELY RESPONSIBLE AND LIABLE FOR YOUR ACCESS AND USE OF, AND YOUR RELIANCE ON OR DECISIONS MADE REGARDING, THE SERVICES INCLUDING AMONG OTHER PROVISIONS SET OUT HEREIN (I) ANY RELATIONSHIP, TRANSACTION, INTERACTION OR OTHER EXCHANGE THAT YOU MAY HAVE WITH ANY OTHER USER OR ANY CONSULTANT OR THIRD PARTY SERVICE PROVIDER THROUGH YOUR ACCESS AND USE OF THE SERVICES AND (II) ENSURING THAT YOU COMPLY AT ALL TIMES WITH ALL APPLICABLE LAWS, REGULATIONS, RULES AND GUIDELINES, INCLUDING IN RESPECT OF ANY PRIVACY LAWS AND RULES THAT MAY BE APPLICABLE TO YOU THROUGH YOUR ACCESS AND USE OF THE SERVICES.

YOU HAVE THE SOLE RESPONSIBILITY FOR ADEQUATE PROTECTION AND BACKUP OF DATA AND/OR EQUIPMENT AND TO TAKE REASONABLE AND APPROPRIATE PRECAUTIONS TO SCAN FOR VIRUSES OR OTHER DESTRUCTIVE PROPERTIES. TMM DOES NOT GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF ANY THIRD-PARTY SERVICE PROVIDERS OR THIRD-PARTY VENDOR. ALTHOUGH THE SERVICE MAY BE INTEGRATED WITH OR RUN ON THIRD PARTY SYSTEMS, WE ASSUME NO OBLIGATION AND PROVIDE NO GUARANTEES WHATSOEVER IN CONNECTION WITH THE PERFORMANCE OF THIRD PARTIES. WE ARE NOT RESPONSIBLE TO YOU FOR THE CONDUCT OF ANY SUCH THIRD PARTY OR FOR ANY RELATED DELAY, ERROR, INACCURACY, OR INACCESSIBILITY OF ANY MATERIAL OR SERVICE THEY SUPPLY. YOU AGREE THAT THE ENTIRE RISK ARISING OUT OF YOUR USE OF THE SERVICES AND/OR ANY INFORMATION (INCLUDING ANY OF OUR CONTENT) ON OR OBTAINED FROM THE SERVICES AND ANY SERVICE OR GOOD REQUESTED OR PROVIDED IN CONNECTION THEREWITH, REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW.

WE DO NOT WARRANT THAT THE SERVICE OR THE FUNCTIONS THEREIN WILL BE UNINTERRUPTED OR ERROR FREE. YOU AGREE THAT YOUR USE OF THE SERVICE CREATES NO OBLIGATION UPON US, OTHER THAN AS AGREED UNDER OUR TERMS AND THERE IS NO RELATIONSHIP (WHETHER CONTRACTUAL, FIDUCIARY OR OTHERWISE) CREATED BETWEEN YOU AND US OTHER THAN PURSUANT TO OUR TERMS.

You agree that from time to time we may prevent you from accessing the Services and/or remove the Services thereon for indefinite periods of time or cancel the Services at any time, without notice to you.

Release and Indemnification

You agree to indemnify, defend and hold harmless TMM, its officers, directors, employees, agents, service providers, contractors, licensors, suppliers, successors, affiliates, shareholders, and assigns from and against any and all expenses, claims, demands, losses, liabilities, costs, damages, actions, suits or other proceedings (“Claims”) including legal and advisor’s fees, costs, and disbursements, incurred or arising out of: (i) your use of the Services, including your violation of any of the provisions in the Terms and any document they incorporate by reference (ii) allegation of facts that, if true, would constitute your breach of any of your representations, warranties, covenants or obligations under the Terms; (iii) negligence or willful misconduct by you or any third party on your behalf in connection with the use of the Services provided by us; (iv) any breach of our Terms; (v) your violation of any law or the rights of any third party; (vii) TMM’s use of the data provided, directly or indirectly, by you while accessing and using the Services in accordance with the Terms; or (viii) any claims by other Users regarding any damages or losses that such Users may have suffered or incurred through your use of the Services.

While you agree to cooperate fully in TMM’s defense of any such Claim, we may, at our sole discretion, choose to assume the exclusive defense and control of any matter otherwise subject to indemnification by you and you shall not in any event settle any matter without our written consent.

Limitation of Liability

EXCEPT WHERE SUCH EXCLUSIONS ARE PROHIBITED BY LAW, UNDER NO CIRCUMSTANCES WILL TMM NOR ITS AFFILIATES OR ITS RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, SHAREHOLDERS, AFFILIATES, OR SUCCESSORS BE LIABLE FOR NEGLIGENCE, GROSS NEGLIGENCE, NEGLIGENT MISREPRESENTATION, FUNDAMENTAL BREACH, DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT, BREACH OF CONTRACT, BREACH OF PRIVACY, OR OTHERWISE, EVEN IF THE PARTY WAS ALLEGEDLY ADVISED OR HAD REASON TO KNOW, ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS, USE, OR INABILITY TO ACCESS OR USE, OR RELIANCE ON, THE SERVICES, ANY LINKED WEBSITES OR APPLICATIONS OR SUCH OTHER THIRD-PARTY WEBSITES OR APPLICATIONS, NOR ANY SERVICE CONTENT, MATERIALS, POSTING, OR INFORMATION THEREON.

TMM SHALL NOT BE LIABLE FOR ANY DAMAGES OR LOSSES THAT YOU OR ANY USER MAY INCUR OR SUFFER ARISING OUT OF (A) YOUR ACCESS AND USE OF, AND YOUR RELIANCE ON OR DECISIONS MADE REGARDING THE SERVICES AND, AS APPLICABLE, ANY INFORMATION (INCLUDING ANY OF OUR CONTENT) ON OR OBTAINED FROM THE SERVICES (B) YOUR INABILITY TO ACCESS OR USE THE SERVICES (C) YOUR FAILURE TO BACK UP YOUR INFORMATION REGULARLY, (D) LOSS OF USER DATA (E) ANY BREACH OF THESE TERMS BY YOU OR ANY OTHER USER, INCLUDING ALL YOUR AND OTHER USER OBLIGATIONS AS SET OUT IN THE TERMS, THROUGH THE ACCESS AND USE OF THE SERVICES (F) ANY RELATIONSHIP, TRANSACTION, INTERACTION OR OTHER EXCHANGE THAT YOU MAY HAVE WITH ANY OTHER USER OR ANY CONSULTANT OR THIRD PARTY SERVICE PROVIDER IN RESPECT OF YOUR ACCESS AND USE OF THE SERVICES EVEN IF TMM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. TMM SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN PERFORMANCE RESULTING FROM CAUSES BEYOND TMM’S REASONABLE CONTROL.

WITHOUT LIMITING THE FOREGOING IN THIS SECTION ENTITLED “LIABILITY” THE LIMIT ON TOTAL CUMULATIVE LIABILITY OWED BY TMM (INCLUDING OUR REPRESENTATIVES AND AFFILIATES) TO YOU OR ANY PERSON FOR ANY CLAIMS ARISING FROM OR RELATING TO THE SERVICE SHALL BE LIMITED TO A MAXIMUM OF ONE (1) CANADIAN DOLLAR.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

CONFIDENTIALITY AND TRANSMISSION OF DATA

TMM cannot ensure the privacy and authenticity of any information you send to us or that we send to you over the Internet. TMM will not be responsible for any losses or damages you may incur if you communicate confidential information to us over the internet or if we communicate such information to you at your request.

The transmission of data or information over the Internet or other forms of networks may not be secure, and is subject to possible loss, interception, or alteration while in transit. TMM cannot guarantee the security of any communication to or from the Services. TMM does not assume any liability for any damage you may experience or costs you may incur as a result of any electronic transmissions over the Internet, other forms of networks or otherwise while accessing and/or using the Services.

Occasionally there may be information on our Services that contains typographical errors, inaccuracies or omissions that may relate to the Services. We reserve the right to correct any errors, inaccuracies, or omissions, and to take any additional action thereto at any time and without prior notice. We undertake no obligation to update, amend or clarify information in the Services, including pricing information, except as required by law.

Downloading any information, including any content, when accessing or using the Services is solely at your own risk. TMM cannot and does not guarantee or warrant that the content will be free of viruses, worms, trojan horses or disabling devices or other code that manifests contaminating or destructive properties. You are responsible for implementing safeguards to protect the security and integrity of your device and you are responsible for the entire cost of any services, repairs, or connections of and to your device which may be necessary as a result of your access and use of the Services.

Term and Termination

Our Terms shall be deemed to be applicable to you upon your use of the Service and shall only cease to apply to you upon an actual deletion or deactivation of your account through the means stated in our App. Abandonment or non-use of the account will not lead to an automatic termination of your account and our Terms will continue to apply to you.

We may terminate your access to all or any part of the Services at any time, with or without cause and with or without notice, effective immediately and for any reason deemed appropriate in our sole discretion.

Except for the provisions set out in the Surviving Provisions clause, these End User Terms shall no longer be applicable to you if your account is cancelled or terminated and we may disable your access to the Services.

Notwithstanding anything to the contrary in these End User Terms, with respect to information and materials then in our possession or control, we may retain any of your data in our backups, archives and disaster recovery systems until such data is deleted in the ordinary course and all such retained data shall remain subject to all confidentiality, security and other applicable requirements.

Our Terms May Change

We reserve the right, at our sole discretion, to amend these End User Terms at any time.

If our Terms are modified in a way we consider significant, we shall post the amended Terms on Website. Although we shall take reasonable steps to notify you of such significant changes made, you are expected to check the Terms periodically for any amendments. Your continued use of our Services following such notification shall constitute your affirmative acknowledgement of the Terms, and your agreement to abide and be bound by our Terms, as amended. If at any time you choose not to accept our revised Terms, including following receipt of notification of any modifications made hereto, then please do not use the Services and as applicable, terminate your account.

Governing Law

Our Terms and any access to or use of the Services shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada therein, without giving effect to any choice or conflict of law provision or rule that would cause the application of the laws of any jurisdiction other than those of the Province of Ontario.

Language

The parties confirm their express wish that this agreement and all documents related thereto be drawn up in the English language. Les parties confirment leur volonté expresse de voir la présente convention et tous les documents s’y rattachant être rédigés en anglais. If these Terms are translated into any other language, the English language version shall prevail.

Quebec Waiver

If and to the extent applicable to the Mortgage professional, the Mortgage professional hereby waives any rights it may have pursuant to articles 2126 and 2129 of the Civil Code of Québec and acknowledges that its sole rights and recourses with respect to termination of these Terms are those set forth in the Term and Termination section.

Waiver of Class Proceedings

 YOU AND ANY USER HEREBY WAIVES ANY RIGHT THEY MAY HAVE TO COMMENCE OR PARTICIPATE IN ANY CLASS ACTION LAWSUIT AGAINST TMM RELATED TO ANY CLAIM, DISPUTE OR CONTROVERSY AND, WHERE APPLICABLE, YOU AND ANY USER HEREBY AGREE TO OPT OUT OF ANY CLASS PROCEEDING AGAINST TMM OTHERWISE COMMENCED.

Severability

If any portion or provision of our Terms shall to any extent be declared illegal or unenforceable by a court of competent jurisdiction, then the remainder of our Terms, or the application of such portion of provision in circumstances other than those as to which it is so declared illegal or unenforceable, shall not be affected thereby, and each portion and provision of our Terms shall be valid and enforceable to the fullest extent permitted by law.

Assignment

We may assign or delegate the Terms in whole or in part, to any entity at any time with or without your consent and without prior notice to you.

You may not assign or delegate any rights or obligations under the Terms without our prior written consent and any unauthorized assignment and delegation by you is void.

Headings and Summaries

The headings, captions and summaries in these End User Terms are for convenience only and in no way define or describe the scope or content of any provision of these End User Terms.

Notices

Except as otherwise stated in our Terms or as expressly required by law, any notice to us, including for purposes of termination, shall be given in writing by certified postal mail to:

701 Coxwell Ave

Toronto, ON M4C 3C1

Any notice to you shall be given to the most current email address in your account.

Other Rules of Interpretation and Definition

Any reference to gender includes all genders; words importing the singular number only shall include the plural and vice versa; the word “or” is not exclusive; the words “including”, “includes” and “include” mean “including without limitation; and “shall” means “will” and “must”, all three of which can be changed interchangeably and shall not mean “may”. “handle” means to process, record, transfer, access, receive, use, disclose, retain, dispose of, destroy, manage, collect, store, or otherwise handle. “law” as used herein, means any statute, ordinance, regulation, rule, code, constitution, treaty, common law, governmental order or other requirement or rule of law of any governmental authority.

No Waiver of Covenants

Failure by any party to insist upon the strict performance of any of the covenants, agreements, terms, provisions or conditions contained in our Terms or to exercise any election shall not be construed as a waiver or relinquishment of such covenant, agreement, term, provision or condition but the same shall continue and remain in full force. No waiver shall be deemed to have been made unless expressed in writing.

Surviving Provisions

Only the clauses in relation to Representations, Warranties and Covenants, Rights and Ownership, Permission for Communication, Release and Indemnification, Liability, Governing Law, Waiver of Class Proceedings, and Surviving Provisions in these End User Terms shall survive following any termination or expiration of your account.

Entire Agreement and Understanding

These End User Terms and the Privacy Policy incorporated herein by reference, constitute the entire agreement and understanding between you and TMM. No other communication, written or oral, with respect to the subject matter of our Terms shall apply.