Terms of Service

Kinderdrop Inc. (“Kinderdrop”, “We”, “Us”) owns and operates the Kinderdrop website, available at www.kinderdrop.com (the “Website”) which We use to make available the Kinderdrop platform (“Platform”) and the Kinderdrop mobile applications (the “App”), and our child care and daycare listing and booking services (collectively the “Services”).

PLEASE READ THESE TERMS CAREFULLY BEFORE USING THE KINDERDROP WEBSITE, APP OR SERVICES. BY ACCESSING OR USING THE KINDERDROP WEBSITE, APP OR SERVICES, YOU AGREE TO BE LEGALLY BOUND BY THESE TERMS OF SERVICE, AS WELL AS THE KINDERDROP PRIVACY POLICY. IF YOU DO NOT AGREE WITH ANY OF THE TERMS, YOU CANNOT USE THE WEBSITE, APP OR SERVICES.

1. KINDERDROP PLATFORM

1.1 Services. The Kinderdrop Platform helps parents and caregivers with children (“Parent Users”) to connect with and book services from child care providers and daycare providers (both collectively referred to as “Providers”) in their selected geographic area. Parent Users and Providers are collectively referred to herein as “Users”.

1.2 Terms of Service. These Terms of Service (the “Terms”) apply to all visitors and users of the Website, App and Services (“Users”), including Parent Users and Providers. Kinderdrop may modify these Terms at any time in our sole discretion by posting a notice on the Website or App. Any changes will take effect 30 days from the date of posting of an update to these Terms.

2. REGISTRATION AND ACCOUNTS

2.1 Registration. In order to use Kinderdrop Services as a Provider, you must register for an account (your “Provider Account”). By registering for a Provider Account, you represent, warrant and covenant to Kinderdrop that you have the necessary authority to enter into this Agreement on behalf of, and to legally bind, the Provider, the Provider satisfies Kinderdrop eligibility requirements set out herein from time to time. As a Parent User, you may register for a Parent User account (“Parent User Account”) to book child care and daycare services (“Bookings”), as well as save and share information on the Platform. If you register for a Provider Account or a Parent User Account, you agree (a) to provide accurate, current and complete information as may be prompted by any registration forms (“Registration Data”); (b) to maintain the security of your password; (c) to maintain and promptly update the Registration Data as necessary to ensure it is up to date; and (d) that your registration is conditional upon your acceptance of the Terms and that you will comply with the Terms at all times.

2.2 Eligibility. In order to register for a Provider Account, you must be a current Provider who holds all required licenses, permits, and/or other approvals as may be required under applicable governing legislation and regulations and be in full compliance with such governing legislation and regulations (including, but not limited to, the Child Care and Early Years Act, 2014 for a Provider located in the Province of Ontario). To register for a Provider Account, you must also carry adequate insurance coverage in accordance with these Terms and provide a copy of such insurance policy, as well as any and all applicable licenses, to Kinderdrop. In order to register for a Parent User Account, you must be the parent or legal guardian of any child for which you use the Services. Kinderdrop reserves the right to amend its eligibility criteria at any time.

2.3 Personal Information. When registering with Kinderdrop, you may be asked to provide certain personal information. This information will be collected, used and disclosed in accordance with our Privacy Policy. If you are a Provider, certain personal information that you choose to make available to other users will be published on your Platform profile page. If you provide personal information of a third party, you agree that you have received consent from that party to provide the personal information to Kinderdrop in accordance with our Privacy Policy. Kinderdrop may update, revise or change our Privacy Policy from time to time and Users are responsible for regularly reviewing the Privacy Policy to be informed of any such updates, revisions or changes.

2.4 Billing Information. Parent Users who make purchases through the Platform are required to provide valid credit card information or other acceptable payment information to register (collectively known as “Billing Information”), which will be provided to Kinderdrop’s third-party payment processor (“Payment Processor”) and used for payment of fees owed under these Terms for any Bookings made through the Services. Users shall promptly advise Kinderdrop if their Billing Information changes due to loss, theft, cancellation, expiry, or otherwise, and Users shall be liable for any failure to pay Fees caused by out-of-date billing information.

3. DISCLAIMERS

3.1 Provider Listings. WE HAVE NO CONTROL OVER THE CONDUCT OF OUR USERS OR PROVIDERS OR THE TRUTH OR ACCURACY OF THE INFORMATION THAT THEY SHARE ON KINDERDROP. WE CANNOT GUARANTEE THE TRUE IDENTITY OF ANY INDIVIDUAL. YOU ARE RESPONSIBLE FOR DETERMINING THE IDENTITY AND SUITABILITY OF ANY PERSON OR ENTITY YOU MAY CONTACT BY MEANS OF THE PLATFORM. ALL PROVIDERS ARE INDEPENDENT THIRD PARTIES. WE DO NOT ENDORSE ANY PERSONS WHO USE OR REGISTER FOR OUR SERVICES. USE OF THE SERVICES ARE AT YOUR OWN RISK. KINDERDROP SHALL NOT BE LIABLE FOR ANY DAMAGES, INCLUDING PERSONAL INJURY, DEATH OR PROPERTY DAMAGE, ARISING OUT OF YOUR USE OF THE SERVICES OR CAUSED BY ANOTHER USER OF THE SERVICES.

3.2 RELATIONSHIP BETWEEN KINDERDROP AND PARENT USER. Kinderdrop only connects Parent Users with Providers and facilitates the ability for Parent Users to reserve bookings with Providers and pay for said services. FOR GREATER CERTAINTY, KINDERDROP IS NOT RESPONSIBLE FOR NOR DOES KINDERDROP DIRECTLY PROVIDE CHILD CARE OR DAYCARE SERVICES TO/FOR PARENT USERS NOR ARRANGE FOR THE PROVISION OF CHILD CARE OR DAYCARE SERVICES BY A THIRD PARTY.

3.3 RELATIONSHIP BETWEEN KINDERDROP AND PROVIDER. Kinderdrop only connects Parent Users with Providers and facilitates the ability of Parent Users to reserve bookings with Providers and pay for said services. FOR GREATER CERTAINTY, KINDERDROP IS NOT RESPONSIBLE FOR THE PROVISION OF CHILD CARE SERVICES OR DAYCARE SERVICES BY A PROVIDER NOR IS KINDERDROP RESPONSIBLE FOR OVERSEEING OR APPROVING PROVIDERS OR THEIR EMPLOYEES, PREMISES OR SERVICES.

4. PAYMENT TERMS

4.1 Fees. There are no fees to register for the Kinderdrop Services as a Parent User. However, Kinderdrop charges a fee of $2.95, plus applicable taxes, to Parent Users for each Booking (“User Fee”). Kinderdrop does charge an annual platform fee for each Provider. In addition to the User Fee, Kinderdrop retains 25% of the proceeds from each Booking organized through the Services as a fee (plus applicable taxes) payable to Kinderdrop for the use of the Kinderdrop platform and processing services (the fee is deducted from the Booking proceeds paid by the Parent User). If you list your child care facility or daycare as a Provider on the Services, you agree that Kinderdrop shall collect and hold the proceeds from any Bookings organized through the Services, deduct the fees payable to Kinderdrop (“Kinderdrop’s Fees”), plus applicable taxes and pay the net proceeds to you on a monthly basis. Providers are responsible for setting and updating the fees charged for child care or daycare services offered through the platform (“Provider Fees”). Kinderdrop may, in its sole and absolute discretion, change any of the aforementioned fee(s) in accordance with the Terms of Service provision in section 1.2 of these Terms.

4.2 Cancellation and Refund. Cancellation of a Booking may incur a cancellation fee. Parent Users who cancel a Booking within 48 hours of the appointment will be subject to a cancellation fee of 50% of the cost of the Booking. Parent Users who cancel a Booking within 24 hours of the appointment will be subject to a late cancellation fee of 100% of the cost of the Booking. The late cancellation fee, (less the User Fee) will be credited to the applicable Provider. If a Provider cancels a Booking, any fee paid by the Parent User in relation to that Booking will be credited to the Parent User and the Provider will be charged a cancellation administration fee of $15.00 plus applicable taxes. Notwithstanding the foregoing, any refund provided to a Parent User upon cancellation shall be net (and therefore not include) any applicable Payment Processor service charges and/or any other third party charges or fees.

4.3 Payment Method. In order to use the Services as a Provider or make purchases through the website as a Parent User, Kinderdrop requires Users to provide approved Billing Information. Users hereby agree that all payments will be processed using Kinderdrop’s third-party Payment Processor, Stripe, and that all such payments will be governed by the Payment Processor’s terms and conditions available at https://stripe.com/ca/legal or as otherwise published by the Payment Processor.

4.4 Taxes. Any of Kinderdrop’s Fees collected for Bookings made through the Platform are subject to applicable taxes which will be determined by Kinderdrop and added to the respective fees. Kinderdrop reserves the right to deduct Kinderdrop’s Fees and any applicable taxes from payments made by Parent Users.

4.5 Provider Taxes. Providers are responsible for determining the amount of applicable taxes to be charged on Provider Fees received in respect of Bookings and are responsible for posting such fee, inclusive of all applicable taxes, on the Platform. Accordingly, Kinderdrop is not responsible for calculating, reporting, remitting and/or withholding any applicable federal, provincial, goods, services, value-added, municipal or other taxes associated with the Provider’s services rendered or income earned. Any and all liability arising out of a failure to remit, withhold or pay any applicable federal, provincial, goods, services, value-added, municipal or other taxes associated with the Provider’s services shall be the sole responsibility of the Provider.

5. LICENSE; INTELLECTUAL PROPERTY

5.1 License. Subject to your compliance with these Terms and your payment of any of Kinderdrop’s Fees owed hereunder, Kinderdrop grants you a non-transferable, non-exclusive, license to (a) access and use the Website and the Services, and (b) download, install and use one copy of the App on each mobile device that you own or control for your use (the “License”). The App is licensed to you and not sold. The License does not grant any ownership or security rights or title in any intellectual property right related to the App or Platform. Except as explicitly provided herein, nothing in the Terms gives you a right to use the Kinderdrop names, trademarks, logos or other distinctive brand features without our prior written consent.

5.2 Reservation of Rights. The Services and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, and music (the “Kinderdrop Content”), and all intellectual property rights related thereto, are the exclusive property of Kinderdrop and its licensors. Use of the Kinderdrop Content for any purpose not expressly permitted by this Agreement is strictly prohibited.

5.3 Feedback. You may choose to or we may invite you to submit comments or ideas about the Website, App, and Services, including but not limited to, about how to improve the Services or our products (“Feedback”). By submitting any Feedback, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Kinderdrop under any fiduciary or other obligation, and that we are free to use the Feedback without any compensation to you, and free to disclose the Feedback on a non-confidential basis or on any other basis, to anyone.

5.4 User Content. Kinderdrop does not claim ownership of the data, materials and/or content created, uploaded or otherwise transmitted by you through use of the Kinderdrop Website, App or Service, including but not limited to reviews, photos, and comments (“User Content”). However, by using the Website, App and/or Services, you grant Kinderdrop a worldwide, royalty-free, non-exclusive license to collect, use, reproduce, store, display and sublicense such User Content for the purpose of operating the Website, App and Services.

6. RESTRICTIONS

Kinderdrop may impose certain limitations on the use of the Website, App or Services, including, but not limited to restricting the number of accounts for which you may register, and/or imposing charges for certain features of the Services. You agree to use the Kinderdrop Website and the Services only for purposes as permitted by these Terms. Kinderdrop reserves the right to modify or impose any limitations on the use of the Kinderdrop Website, App and the Services at any time, with or without notice to you. We also reserve the right at all times to terminate any use of the Kinderdrop Platform at any time without any liability whatsoever. In using the Kinderdrop Website and/or the Services you shall not:

(a) intentionally or unintentionally violate any of these Terms, or any local, provincial, national or international law or regulation, including without limitation using the capabilities of the Services to transmit any unlawful content, to harass or intimidate others, to spam third parties or to impersonate anyone;

(b) license, sell, rent, lease, transfer, assign or otherwise commercially exploit the Kinderdrop Website, App or the Services;

(d) modify, translate, make derivative works of, disassemble, decompile, reverse compile or reverse engineer any part of the Kinderdrop Website, App or any software provided by us;

(e) use our Services to transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others without their permission, personal contact information or credit, debit, calling card or account numbers;

(f) “stalk” or harass any other User of our Services or collect or store any information about any other User other than for purposes of transacting with one another;

(g) register for more than one User account or register for a User account on behalf of an individual other than yourself;

(h) impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity;

(i) use automated scripts to collect information or otherwise interact with the Services or the Website; or

(j) advocate, encourage, or assist any third party in doing any of the foregoing.

7. ASSUMPTION OF RISK

As a User, upon registering with Kinderdrop, you assume all risk of loss, liability or demand, including reasonable legal fees, whether suffered/claimed by you or suffered/claimed by a third party, relating to or arising from: (a) any content you create, submit, post, transmit, or otherwise make available through the Website, App or Services or receive therefrom; (b) your use of the Website, App or Services; (c) any dealings between you and any persons to whom you send or otherwise transmit links or any content regarding using the Service, including without limitation claims relating to misrepresentation; (d) any violation by you of these Terms; (e) your violation of any rights of another, including any intellectual property rights or privacy rights; (f) your negligence of willful misconduct; (g) your violation of any contract you enter into with another User of the Service; (h) your provision of child care or daycare services, as applicable; and (i) your use of child care or daycare services.

As a User, you hereby expressly waive and release any and all claims which you (and your dependants, as applicable), have or may in the future have against Kinderdrop, its affiliates, and their respective directors, officers, employees, agents, representatives, shareholders, successors, and assigns (collectively, “Releasees”), on account of injury, harm, loss, death, or property damage arising out of or attributable to your use of the Website, App, or Services, due to any cause whatsoever, including without limitation the negligence of Kinderdrop or any other Releasee, breach of contract, or breach of any statutory or other duty of care owing under liability legislation or otherwise. You covenant not to make or bring any such claim against Kinderdrop or any other Releasee, and forever release and discharge Kinderdrop and all other Releasees from liability under such claims.

As a Parent User, you acknowledge and confirm that you are aware and understand that using the Website, App, or Services, and engaging with Provider(s) may involve many risks, dangers, and hazards, including but not limited to the risk of serious injury, harm, loss, death, or property damage. You acknowledge that you are voluntarily engaging with Kinderdrop and Provider(s). You freely accept and fully assume any and all of the risks, dangers, and hazards involved and the possibility of injury, harm, loss, death, or property damage, whether caused by the negligence of the Kinderdrop or otherwise. You acknowledge that Kinderdrop shall not be responsible or liable, in law or in equity, for any injury, harm, loss, death, or property damage that may result from your engagement with a Provider.

As a Provider, you acknowledge and confirm that any and all risk related to the provision of childcare or daycare services rests solely with you. As such, you, as a Provider are solely responsible to Parent Users for any and all injury, harm, death, or property damage arising out of or relating to the provision of childcare or daycare services or otherwise.

The obligations and covenants in this Article shall survive the termination or expiration of these Terms and/or your use of the Services and continue indefinitely.

8. INSURANCE

At all times while a Provider uses the Services and/or maintains a Provider Account, and for a period of one (1) year thereafter, Provider shall procure and maintain, at its sole cost and expense, the types and amounts of insurance in the greater of: (i) as required by applicable governing legislation and regulations (including but not limited to, the Child Care and Early Years Act, 2014 for a Provider located in the Province of Ontario); (ii) in accordance with industry standards; or (iii) Five Million Dollars ($5,000,000.00) in the aggregate. Notwithstanding the foregoing, a Provider shall carry in full force and effect at least the following types of insurance coverage:

(a) Commercial general liability with limits no less than Five Million Dollars ($5,000,000.00) for each occurrence and Five Million Dollars ($5,000,000.00) in the aggregate, including bodily injury and property damage, which policy will include contractual liability coverage insuring the activities/business of the Provider under this Agreement;
(b) A worker's compensation and insurance account in good standing with the applicable provincial workers' compensation board, as applicable; and
(c) Commercial automobile liability with limits no less than Five Million Dollars ($5,000,000.00), combined single limit for each occurrence involving personal injuries and/or property damage.

All insurance policies required under this Article shall:

(a) be issued by financially sound and reputable insurance companies;
(b) provide that such insurance carriers give Kinderdrop at least 90 days' prior written notice of cancellation or non-renewal of policy coverage; provided that, before such cancellation, the Provider shall have new insurance policies in place that meet the requirements of this Article;
(c) waive any right of subrogation of the insurers against Kinderdrop; and
(d) name Kinderdrop, and any of its affiliates, including, in each case, all successors and permitted assigns, as additional insureds.

Upon registering for a Provider Account and/or the written request of Kinderdrop, Provider shall provide Kinderdrop with copies of the certificates of insurance and policy endorsements for all insurance coverage required by this Article, including the Provider’s workers’ compensation registration number (as applicable), and shall not do anything to invalidate such insurance. Provider shall provide to Kinderdrop the aforementioned copies of the certificates of insurance and policy endorsements on an annual basis for so long as Provider is required to maintain such insurance under this Article. Provider shall provide Kinderdrop with ninety (90) days’ advance written notice in the event of a cancellation or material change in Provider’s insurance policy.

This Article shall not be construed in any manner as waiving, restricting, or limiting the liability of Provider for any obligations imposed under these Terms (including any provisions requiring a Provider to indemnify, defend, and hold Kinderdrop harmless under these Terms).

9. INDEMNITY

Whether you are a Parent User or a Provider, you agree to defend, indemnify and hold Kinderdrop, its affiliates, subsidiaries, directors, officers, shareholders, employees, agents, partners and licensors harmless from any claim, loss, damages, actions, judgments, interest, awards, penalties, fines, costs, liability or demand, including reasonable legal fees, (collectively, “Claims”) relating to or arising from: (a) any content you create, submit, post, transmit, or otherwise make available through the Website, App or Services; (b) your use of the Website, App or Services; (c) any dealings between you and any persons to whom you send or otherwise transmit links or any content regarding using the Service, including without limitation claims relating to misrepresentation; (d) any violation by you of these Terms; (e) your violation of any rights of another, including any intellectual property rights or privacy rights; (f) your negligence of willful misconduct; (g) your violation of any contract you enter into with another User of the Service; (h) your provision of child care or daycare services, as applicable; and (i) any bodily injury, harm, loss, death, or damage to property resulting from your acts or omissions. This obligation shall survive the termination or expiration of these Terms and/or your use of the Services and continue indefinitely.

All Providers hereby covenant and agree that they are solely responsible and liable, in law and equity, for any injury, harm, loss, death, or damage to property that may result from your provision of child care or daycare services, and as such, shall defend, indemnify, and hold harmless Kinderdrop, its affiliates, subsidiaries, directors, officers, shareholders, employees, agents, partners and licensors against any and all Claims which may be brought against Kinderdrop by Parent User(s) arising out of or resulting from your provision of child care or daycare services. This obligation shall survive the termination or expiration of these Terms and/or your use of the Services and continue indefinitely.

10. TERM; TERMINATION

10.1 Termination by Kinderdrop. Kinderdrop may, at any time and at its sole discretion, without prior notice, immediately suspend all or a portion of your Account and/or access to the Website, App or Services. Cause for such termination shall include, but not be limited to: (a) violations of the Terms, or any other policies or guidelines that are referenced herein and/or posted on the Website, App or through the Services; (b) discontinuance or material modification to the Services or any part thereof; (c) a request and/or order from law enforcement, a judicial body, or other government agency; (d) where provision of the Kinderdrop Website, App or the Services to you is or may become unlawful; (e) unexpected technical or security issues or problems; or (f) your participation in fraudulent or illegal activities. Any such termination or suspension shall be made by Kinderdrop in its sole discretion, and Kinderdrop will not be responsible to you or any third party for any damages of any kind whatsoever (including direct, indirect, incidental, exemplary or special damages with respect to loss of data or profits or goodwill or business interruption) that may result or arise out of such termination or suspension of your Account and/or access to the Services.

10.2 Closing of Account by User. At any time a User may terminate the User’s account, provided that all amounts owed to Kinderdrop have been paid.

11. THIRD-PARTY CONTENT

11.1 Advertisements. You acknowledge and agree that the Website may contain advertisements from both Providers and from other third parties. If you elect to have any business dealings with anyone whose products or services may be advertised on the Website, you acknowledge and agree that such dealings are solely between you and such third party and you further acknowledge and agree that Kinderdrop shall not have any responsibility or liability for any losses or damages that you may incur as a result of any such dealings.

11.2 Links. The Website and App may contain links to other websites that are not owned or controlled by Kinderdrop. In no event shall any reference to any third party, advertisement, third-party product or service be construed as an approval or endorsement by Kinderdrop of that third party, third-party product or service. Kinderdrop is not responsible for the content of any linked websites. Any third-party websites or services accessed from the Website or App are subject to the terms and conditions of those websites and or services and you are responsible for determining those terms and conditions and complying with them. The presence on the Website or App of a link to any other website(s) or any advertisements does not imply that Kinderdrop endorses or accepts any responsibility for the content or use of such websites, and you hereby release Kinderdrop from all liability and/damages that may arise from your use of such websites or receipt of services from any such websites.

12. DISCLAIMER OF WARRANTIES AND CONDITIONS

THE WEBSITE, SERVICES AND APP ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. KINDERDROP SPECIFICALLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS OF ANY KIND RELATING TO THE KINDERDROP WEBSITE, APP AND THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY OR MERCHANTABLE QUALITY, SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSE OR THAT THE OPERATION OF THE WEBSITE, APP AND THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE AND THOSE ARISING BY STATUTE OR OTHERWISE IN LAW.

ANY MATERIAL TRANSMITTED, STORED, ACCESSED OR OTHERWISE MAINTAINED THROUGH THE USE OF THE SERVICES IS DONE SO AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR DEVICE OR LOSS OR CORRUPTION OF DATA THAT RESULTS FROM ANY SUCH USE OF THE WEBSITE, APP OR SERVICES. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM KINDERDROP OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY OR CONDITION NOT EXPRESSLY STATED IN THESE TERMS.

13. LIMITATION OF LIABILITY

UNDER NO CIRCUMSTANCES SHALL KINDERDROP BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES THAT RESULT FROM (A) YOUR USE OF OR YOUR INABILITY TO USE THE KINDERDROP WEBSITE, APP OR THE SERVICES, (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS, DATA, INFORMATION OR SERVICES, (C) ERRORS, MISTAKES, OR INACCURACIES IN ANY INFORMATION AVAILABLE ON THE WEBSITE OR PLATFORM, (D) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY KIND WHATSOEVER SUFFERED OR INCURRED BY ANY PERSON ARISING FROM OR RELATING TO YOUR USE OF THE SERVICES, ANY BUGS, VIRUSES OR OTHER FILES OR DATA THAT MAY BE HARMFUL TO COMPUTER OR COMMUNICATION EQUIPMENT OR DATA THAT MAY HAVE BEEN TRANSMITTED TO OR THROUGH THE KINDERDROP WEBSITE, OR (E) ANY DEALINGS OR TRANSACTIONS BETWEEN YOU AND ANY PERSONS OR USERS WHOM YOU SEND OR TRANSMIT ANY CONTENT TO USING THE SERVICE, INCLUDING WITHOUT LIMITATION ANY PRODUCTS OR SERVICES OFFERED BY YOU TO SUCH PERSONS. KINDERDROP SHALL NOT BE RESPONSIBLE FOR MONITORING PROVIDERS AND/OR ENSURING COMPLIANCE OF PROVIDERS WITH ANY APPLICABLE LAWS AND/OR SAFETY STANDARDS.

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, KINDERDROP’S LIABILITY:

FOR ANY DAMAGES INCURRED BY ANY PERSON OTHER THAN A PROVIDER FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE LESSER OF (A) ONE THOUSAND FIVE HUNDRED CANADIAN DOLLARS ($1500) OR (B) ALL KINDERDROP’S FEES (IF ANY)PAID BY THE RELEVANT PARENT USER (IF APPLICABLE) IN THE 6 MONTHS PRIOR TO THE EVENT GIVING RISE TO THE CLAIM; OR
FOR ANY DAMAGES INCURRED BY A PROVIDER FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE LESSER OF (A) ONE THOUSAND FIVE HUNDRED CANADIAN DOLLARS ($1500) OR (B) ALL FEES SAID PROVIDER RECEIVED FROM KINDERDROP IN THE 1 MONTH PRIOR TO THE EVENT GIVING RISE TO THE CLAIM (IF ANY);

THE FOREGOING LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, AS SUCH. TO THE EXTENT SUCH EXCLUSIONS OR LIMITATIONS ARE SPECIFICALLY PROHIBITED BY LAW, SOME OF THE EXCLUSIONS OR LIMITATIONS SET FORTH HEREIN MAY NOT APPLY TO YOU.

14. GOVERNING LAW; JURISDICTION

This Agreement shall be governed by the laws in effect in the Province of Ontario, Canada. No choice of laws rules of any jurisdiction shall apply to this Agreement. Subject to the arbitration terms below, the courts of the Province of Ontario located in the Regional Municipality of Peel shall have jurisdiction over any legal action or proceeding arising out of or relating to these Terms, the Kinderdrop Website or the Services and you consent to the jurisdiction of such courts for any such action or proceeding. You waive all rights that you may have or that may hereafter arise to contest such jurisdiction of such courts. The parties waive any right to a jury trial with respect to any action brought in connection herewith. The application of the United Nations Convention on Contracts for the International Sale of Goods to this Agreement is expressly excluded.

15. ARBITRATION

Any controversy, dispute, disagreement or claim arising out of, relating to or in connection with this Agreement, the Kinderdrop Website, the App or the Services, shall be finally and conclusively resolved by arbitration under the Rules of the ADR Institute of Canada. The following provisions shall govern any arbitration hereunder:

The legal seat of arbitration shall be Toronto, Ontario, Canada.
There shall be one arbitrator agreed to by the parties within twenty (20) days of receipt by the respondent of the request for arbitration or in default thereof appointed by a judge of the Ontario Superior Court of Justice.
The language of the arbitration and award shall be English.
The parties shall equally share the fees of the arbitrator and the facility fees.
The parties shall each bear their own legal costs and expenses of the arbitration.
Any decision of the arbitrator shall be final and binding on the parties and their respective successors and assigns and there shall be no right to appeal such decision, whether on a question of law, a question of fact, or a mixed question of fact and law.
The entire arbitration process, including but not limited to the decision of the arbitrator, shall be confidential.

16. ENTIRE AGREEMENT

These Terms, together with the Privacy Policy and the Disclaimer, constitute the entire agreement governing use of the Kinderdrop Website, App and the Services and all related activities. We reserve the right to modify or change the Kinderdrop Website, App and the Services at any time without notice or liability to you. If any part of these Terms is held to be unlawful, void, or unenforceable, that part shall be deemed severed and shall not affect the validity and enforceability of the remaining provisions. Our failure to exercise or enforce any right or provision under these Terms shall not constitute a waiver of such right or provision. You may not assign any part of these Terms or any rights or licenses granted hereunder, whether voluntarily, by operation of law, or otherwise without our prior written consent. Kinderdrop may assign these Terms for any reason without notice to you.

17. ENGLISH LANGUAGE

It is the express wish of the parties that this agreement and all related documents be drawn up in English. C’est la volonté expresse des parties que la présente convention ainsi que les documents qui s’y rattachent soient rédigés en anglais.

18. CURRENCY

Unless otherwise stated, all references in these Terms to dollar amounts, “dollars” or “$” are references to Canadian dollars.

19. CONTACT US

If you have any questions about these Terms or if you wish to receive any additional information, provide feedback or raise any concerns in relation to the Kinderdrop Website, App or the Services, please contact us at: [email protected].

Last Modified: August 29, 2023