Unless otherwise agreed in writing and except where they are at variance with mandatory provisions of local law, these Terms and Conditions for Pest Control Services (“Terms and Conditions”) apply to all offers or services and all resulting contractual relationships between Power Pest Control Inc. and its affiliates (“Company”) and any persons or entities (private, public or governmental) issuing instructions (“Client”) (“Contractual Relationship(s)”) in connection with the following services: (i) services in relation with disinfection and pest control and (ii) sale and delivery of pest control related products (“Services”).
2. DELIVERY OF PEST-CONTROL PRODUCTS
(a) Company may sell and/or arrange for delivery of pest-control related products (“Products”) in the quantity required at the location indicated by Client.
(b) Company shall ensure that Products to be delivered to Client are utilized in accordance with the manufacturers’ recommendations. It is agreed that Company does not make any representation or warranty regarding the quality of Products delivered and Company obligation to Client in this respect shall be limited to assigning to Client any rights Company may have against the manufacturers.
3. PROVISION OF PEST CONTROL SERVICES
(a) Company will exercise reasonable care and skill in the performance of the Services on the basis of the information provided by Client or, in the absence of such instructions: (i) the terms of any standard order form or standard specification sheet of Company; and/or (ii) any relevant trade custom, usage or practice; and/or (iii) such methods as Company shall consider appropriate on technical, operational and/or financial grounds.
(b) On the basis of information supplied by Client, Company will advise on the appropriate quantity and type of Products and on an appropriate method and adequate period of exposition to be used to treat a particular premises.
(c) When requested by Client, Company will apply Products to the premises to be treated.
(d) Company may delegate the performance of all or part of the services to an agent or subcontractor and Client authorises Company to disclose all information necessary for such performance to the agent or subcontractor.
(e) When requested to issue a report, Company will issue, to the sole benefit of Client, a Report of Intervention describing the procedures performed by or witnessed by Company.
(f) Reports of Intervention issued by Company will reflect the intervention performed and the facts as recorded by it at the time of its intervention only and within the limits of the instructions received or, in the absence of such instructions, within the limits of the alternative parameters applied as provided for in clause 3(a). Company is under no obligation to refer to, or report upon, any facts or circumstances which are outside the specific instructions received or alternative parameters applied.
(g) Client acknowledges that Company, by providing the Services, neither takes the place of Client or any third party, nor releases them from any of their obligations, nor otherwise assumes, abridges, abrogates or undertakes to discharge any duty of Client to any third party or that of any third party to Client.
(h) While the purpose of the services is to Control pests, Company cannot be held liable if damage by infestation should occur during the period such service is rendered (Control is defined as the periodic eradication of existing infestations and the prevention or limitation or re-infestation within practical limits).
4. OBLIGATIONS OF CLIENT
(a) fully and accurately inform Company in advance and ensure that sufficient information, instructions and documents are given to Company in due time (and, in any event not later than 48 hours prior to the desired intervention) to enable the required services to be performed, notably about (1) the premises to be treated, (including but not limited to quantity, origin, conditions, nature of known infestation, history of previous treatments) and (2) the technical specifications of the premises where the services are intended to be performed. Client represents and warrants to Company that all information given to Company is correct, complete and accurate;
(b) procure all necessary access for Company’s representatives to the premises where the services are to be performed and take all necessary steps to eliminate or remedy any obstacles to, or interruptions in, the performance of the services;
(c) ensure that all necessary measures are taken for safety and security of working conditions, sites and installations during the performance of services, and will not rely, in this respect, on Company’s advice whether required or not, except for ensuring that Company’s guidelines in relation to health and safety, period of exposition to fumigants, ventilation and re-circulation are complied with;
(d) inform Company in advance of any known hazards or dangers, actual or potential, associated with any order or samples or testing including, for example, presence or risk of radiation, toxic or noxious or explosive elements or materials, environmental pollution or poisons;
(e) fully exercise all its rights and discharge all its liabilities under any relevant sales or other contract with a third party and at law.
Company shall not accept any responsibility for the consequences that may result from the failure of Client to comply with its obligations as per this section 4.
5. FEES AND PAYMENT
(a) Fees not established between Company and Client at the time the order is placed or a contract is negotiated shall be at Company’s standard rates (which are subject to change) and all applicable taxes shall be payable by Client.
(b) Unless a shorter period is established in the invoice, Client will promptly pay not later than 30 days from the relevant invoice date or within such other period as may be established by Company in the invoice (the “Due Date”) all fees due to Company failing which interest will become due at a rate of 1.5% per month (or such other rate as may be established in the invoice) from the Due Date up to and including the date payment is actually received.
(c) Client shall not be entitled to retain or defer payment of any sums due to Company on account of any dispute, counter claim or set off which it may allege against Company.
(d) Company may elect to bring action for the collection of unpaid fees in any court having competent jurisdiction.
(e) Client shall pay all of Company’s collection costs, including attorney’s fees and related costs.
(f) In the event any unforeseen problems or expenses arise in the course of carrying out the services Company shall endeavour to inform Client and shall be entitled to charge additional fees to cover extra time and cost necessarily incurred to complete the services.
(g) If Company is unable to perform all or part of the services for any cause whatsoever outside Company’s control including failure by Client to comply with any of its obligations provided for in clause 4 above Company shall nevertheless be entitled to payment of: (i) the amount of all non-refundable expenses incurred by Company; and (ii) a proportion of the agreed fee equal to the proportion of the services actually carried out.
6. CHANGES OR CANCELLATION OF AN ORDER
(a) Client shall pay additional costs and shall bear the risks of delay in the event that Client requires that the Services be supplied at a different location than originally agreed or otherwise changes the instructions originally given to Company.
(b) If for whatever reason Client cancels the order, Client shall pay to Company a portion of the agreed fee corresponding to the Services actually carried out by Company prior to the cancellation of the order. Should such termination occur after Company has placed an order with a contractor or third party, then Client shall fully indemnify Company for the related expenses.
7. SUSPENSION OR TERMINATION OF SERVICES
Company shall be entitled to immediately and without liability either suspend or terminate provision of the services in the event of:
(a) failure by Client to comply with any of its obligations hereunder and such failure is not remedied within 10 days that notice of such failure has been notified to Client; or
(b) any suspension of payment, arrangement with creditors, bankruptcy, insolvency, receivership or cessation of business by Client.
(a) Limitation of Liability:
Unless specifically agreed in writing by Company, Company does not make any representation or warranty that the premises treated will be free from live insects or infestation after the provision of the Services. Client understands and agrees that insects sometimes become resistant and are not affected by the fumigation.
If there are pre-existing conditions or subsequent conditions that facilitates the pests or infestation, including but not limited to structural and/or sanitation issues, to the extent that they are discernable to Company, they shall be reported to Client, however if there are conditions that may not be discernable or apparent, for which Company disclaims liability and Client recognizes Company’s limitations. If Company requires Client to take remedial action and Client fails to take such action consistent with Company’s recommendations, Client shall have no recourse against Company with respect to any pests or infestation, directly or indirectly, arising therefrom, same applying to issues that Company reasonably was unable to discern.
Company is neither an insurer nor a guarantor and disclaims all liability in such capacity. Clients seeking a guarantee against loss or damage should obtain appropriate insurance.
Reports of Intervention are issued on the basis of information, documents and/or samples provided by, or on behalf of, Client and/or developed based on the intervention of Company and solely for the benefit of Client who is responsible for acting as it sees fit on the basis of such Reports of Intervention. Neither Company nor any of its officers, employees, agents or subcontractors shall be liable to Client nor any third party for any actions taken or not taken on the basis of such Reports of Intervention nor for any incorrect results arising from unclear, erroneous, incomplete, misleading or false information provided to Company.
Company shall not be liable for any delayed, partial or total non-performance of the Services arising directly or indirectly from any event outside Company’s control including failure by Client to comply with any of its obligations hereunder.
The liability of Company in respect of any claim for loss, damage or expense of any nature and howsoever arising shall in no circumstances exceed a total aggregate sum equal to the amount of the fee paid in respect of the specific service which gives rise to such claim or $1,000.00, whichever is the lesser.
Company shall have no liability for any indirect or consequential loss including without limitation loss of profits, loss of business, loss of opportunity, loss of goodwill and cost of product recall. It shall further have no liability for any loss, damage or expenses arising from the claims of any third party that may be incurred by Client.
In the event of any claim, Client must give written notice to Company no later than 20 days after the Services have been rendered and, in any case, Company shall be discharged from all liability for all claims for loss, damage or expense unless suit is brought within one year from: (i) the date of performance by Company of the service which gives rise to the claim; or (ii) the date when the service should have been completed in the event of any alleged non-performance.
(b) Indemnification: Client shall guarantee, hold harmless and indemnify Company and its officers, employees, agents or subcontractors against all claims (actual or threatened) by any third party for loss, damage or expense of whatsoever nature including all legal expenses and related costs and howsoever arising relating to the performance, purported performance or non-performance, of any services.
(a) If any one or more provisions of these Terms and Conditions are found to be illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
(b) Use of Company’s corporate name or registered marks for advertising purposes is not permitted without Company’s prior written authorisation.
10. APPLICABLE LAW AND JURISDICTION
Unless specifically agreed otherwise, all disputes arising out or in connection with Contractual Relationship(s) hereunder shall be governed by the laws of the Province of Ontario and shall be finally settled by binding arbitration pursuant to the Arbitration Act (Ontario). The arbitration shall take place in Toronto, Ontario and be conducted in the English language.
BUYERS RIGHT TO CANCEL
You may cancel this contract from the day you enter into the contract until ten (10) days after you receive a copy of the contract. You do not need a reason to cancel.
If you do not receive the goods or services within 30 days of the date stated in the contract, you may cancel this contract within one (1) year of the contract date. You lose that right if you accept delivery after 30 days. There are other grounds for extended cancellation. For more information, you should contact the Ontario consumer affairs office.
If you cancel this contract, Company has 15 days to refund your money and any trade-in or the cash-value of the trade-in, subject to such further and other offsets. You must then return the goods.
To cancel, you must give notice of cancellation at the address in this contract. You must give notice of cancellation by a method that will allow you to prove that you gave notice, including registered mail, fax or personal delivery.
PLEASE REFER TO ANY AND ALL SAFETY WARNINGS AND/OR INSTRUCTIONS THAT ARE PROVIDED BY COMPANY OR OTHERWISE SET FORTH WITH RESPECT TO THE SERVICES AND PRODUCTS. IF YOU HAVE ANY QUESTIONS OR CONCERNS, PLEASE CONTACT US IMMEDIATELY.