Terms of service
Last Modified: May 26, 2022
1. Acceptance of Terms and Amendments
These Terms of Service (the “Terms”) are a binding legal agreement between you and 1266976 BC Ltd., a company doing business as FurrySitter, incorporated under the laws of British Columbia with a registered office at 420 – 744 West Hastings Street, Vancouver, BC, V6C 1A5 (“FurrySitter,” “we,” “us” and “our”). The Terms govern your use of FurrySitter’s software applications, resources and services for pet owners and pet service providers to find each other, communicate with each other, and arrange for the provision of pet care services (collectively, our “FurrySitter Service”).
By either clicking a box or by using the FurrySitter Service, or by otherwise affirmatively indicating your acceptance and subsequently, by continuing to access and use the FurrySitter Service, you agree to be bound by these Terms, as may be amended from time to time, which establishes a contractual relationship between you and FurrySitter. If you do not agree to these Terms, at any time, you should not access or use FurrySitter Services. These Terms expressly supersede prior agreements or arrangements with you and FurrySitter regarding the provision of the FurrySitter Service. FurrySitter may immediately terminate these Terms or any FurrySitter Service with respect to you, or generally cease offering or deny access to the FurrySitter Service, or any portion thereof, at any time for any reason.
FurrySitter may amend the Terms or policies related to the FurrySitter Service from time to time. FurrySitter will provide you with notice in the event of a material change to any of the Terms or policies that detrimentally affects your rights under these Terms, by sending an email, providing notice through the FurrySitter Services or updating the “last modified” date at the top of these Terms. Unless FurrySitter indicates otherwise in its notice (if applicable), the amendments will be effective immediately upon posting of such updated Terms at this location or the updated policies on the applicable FurrySitter Service or at this location (as the case may be). Your continued access or use of the FurrySitter Service after FurrySitter provides such notice, if applicable, or after FurrySitter posts such updated terms, constitutes your acceptance of the changes and consent to be bound by the Terms, and policies as amended. If you do not agree to the amended Terms or policies, you must stop accessing and using the FurrySitter Service.
Subject to your compliance with these Terms, FurrySitter grants you a personal, limited, non-exclusive, non-transferable, non-sublicensable, revocable license to enter and use the Site (as defined in Section 3.1) and other FurrySitter Services.
3. FurrySitter Service
3.1 Nature of the FurrySitter Service
The FurrySitter Service consists of a web application (the “Site”) and other related tools, support, and services (including payment facilitation) that pet owners (“Pet Owners”) and providers of pet-related services (“Service Providers”) can use to find, communicate with, and interact with each other. FurrySitter charges fees for some aspects of the FurrySitter Service, as described below in Section 9.
3.2 FurrySitter does not provide Pet Care Services
FurrySitter is a neutral online venue for Service Providers and Pet Owners. FurrySitter is not a Service Provider and, except for any support that may be specifically described in the FurrySitter Service, does not provide pet care services. FurrySitter is not a party to the contracts entered into directly between Pet Owners and Service Providers. FurrySitter makes no representations or warranties about the safety of any pets or the quality or safety of boarding, pet sitting, pet walking, house sitting, or any other services provided by Service Providers (“Pet Care Services”), or about your interactions and dealings with other users of the FurrySitter Service. Service Providers listed on FurrySitter are not under the direction or control of FurrySitter, and Service Providers determine in their own discretion how to provide Pet Care Services. FurrySitter does not employ, recommend or endorse Service Providers or Pet Owners or their pets, and, to the maximum extent permitted by applicable law, FurrySitter is not responsible or liable for the performance or conduct of Service Providers or Pet Owners whether online or offline, nor is FurrySitter responsible for the conduct or safety of any of pets that a Pet Owner may entrust to a Service Provider’s care. FurrySitter may conduct an initial review of Service Provider profiles and may facilitate Background Checks or Identification Verifications (each as described in Section 10, below) that are conducted by a third party in respect to Service Providers, but, unless explicitly specified in the FurrySitter Service (and then only to the extent specified), does not otherwise screen Service Providers or Pet Owners. You should exercise caution and use your independent judgment before engaging a Service Provider, providing Pet Care Services, or otherwise interacting with users via the FurrySitter Service. Pet Owners and Service Providers are solely responsible for making decisions that are in the best interests of themselves and their pets.
FurrySitter has no liability for any claims, injuries, loss, harm and/or damages arising from and/or in any way related to your interactions or dealings with other users or their pets and the acts and/or omissions of Service Providers and Pet Owners, whether online or offline. You acknowledge and agree that, to the maximum extent permitted by the applicable law, your use and/or provision of pet care services is at your sole and exclusive risk.
3.4 Transactions are between Pet Owners and Service Providers
FurrySitter Service may be used to find and offer Pet Care Services and to facilitate payment, but all transactions conducted via FurrySitter Service are between Pet Owners and Service Providers. You acknowledge that FurrySitter has no liability for any losses, damages, or any other claims associated with Pet Care Services, including, but not limited to those related to the loss, injury, or death of a pet, bodily injury to a person, loss or damage of property, medical expenses, and veterinary expenses.
Pet Owners and Service Providers transact with each other when they both agree to a “booking” that specifies the fees, time period, cancellation policy, and other terms for provision of Pet Care Services via the booking mechanism provided on the FurrySitter Service (a “Booking”). If you are a Pet Owner and you initiate a Booking, you agree to pay for the Pet Care Services as described in the Booking. The receiving party is not obligated to accept your (or any) request and may, at their discretion, decline for any reason. You acknowledge that, once a Booking is made, you agree to honor the price and other terms of that Booking, as acknowledged in the Booking confirmation.
3.6 Pet Owners’ responsibility of evaluating Service Providers
Pet Owners are solely responsible for evaluating the suitability of Service Providers for the services they offer to provide. Though FurrySitter may perform a limited review of Service Provider profiles and facilitate Service Provider Background Checks or Identity Verifications, any such screening is limited, and FurrySitter does not warrant that any such screen is accurate, complete, conclusive, or up-to-date.
3.7 Handling of abandoned pet
Pet Owners who arrange for Pet Care Services and fail to retrieve their pet after the service period identified in a Booking (an “Abandoned Pet”) agree that the Service Provider may, in his or her sole discretion, place the pet in foster care, transfer care to animal control or other law enforcement authorities, or find other alternate care. Pet Owner agrees to reimburse the Service Provider for all costs and expenses associated with an Abandoned Pet, within seven (7) days of receiving an invoice. If Pet Owner fails to pay such an invoice within seven (7) days, the Pet Owner acknowledges that the Service Provider and/or FurrySitter may engage in collection efforts to recover the amount of the invoice from the Pet Owner. FurrySitter may, but is under no obligation to, assist the Service Provider in recovering the amount of the invoice, including, but not limited to, by charging the amount of the invoice to the method on payment on file for the Pet Owner. FurrySitter is under no obligation to compensate the Service Provider for any unrecoverable costs from the Pet Owner, in relation to an Abandoned Pet.
3.8 Emergencies handling
FurrySitter strongly recommends that Pet Owners give their Service Providers contact information where they can be reached in the event medical care for a pet becomes necessary. Service Providers agree to immediately attempt to contact Pet Owners at the contact information provided, in the event such care becomes necessary or, if the Pet Owner is not available, to contact FurrySitter. If the Pet Owner cannot be reached and it is reasonably urgent that a medical decision be made without delay, the Pet Owner authorizes the Service Provider to, acting reasonably with respect to the need, nature, and cost, make decisions regarding a pet’s medical care. Owners are responsible for the costs and expenses of any such medical treatment and handling of emergencies for pets (the “Emergency Expenses”). Pet Owner agrees to reimburse the Service Provider for all Emergency Expenses, within seven (7) days of receiving an invoice. If Pet Owner fails to pay such an invoice within seven (7) days, the Pet Owner acknowledges that the Service Provider and/or FurrySitter may engage in collection efforts to recover the amount of the invoice from the Pet Owner. FurrySitter may, but is under no obligation to, assist the Service Provider in recovering the amount of the invoice, including, but not limited to, by charging the amount of the invoice to the method on payment on file for the Pet Owner. FurrySitter is under no obligation to compensate the Service Provider for any unrecoverable costs from the Pet Owner, in relation to Emergency Expenses.
3.9 Remedies and Good faith co-operation
You agree that the Service Provider and/or FurrySitter may pursue against you any remedies it may have available under applicable law, including referral of the matter to a collections agency, and/or pursuit of available causes of action and/or claims against you. You agree to cooperate in good faith, provide any information FurrySitter requests, execute documents, and take further reasonable action, in connection with abandoned pets, emergency handling, complaints, and other claims related to your provision or use of the FurrySitter Service.
Pet Owners and Service Providers are strongly urged to obtain insurance in respect to their use of or provision of Pet Care Services, that benefit third parties to the same extent they benefit you.
4. Compliance with Applicable Law
By accessing and using the FurrySitter Service, you certify that you: (1) are at least 18 years of age, or the age of legal majority in your jurisdiction (if different that 18) whichever is higher, and (2) will comply with all laws and regulations applicable to your activities conducted through, or related to, the FurrySitter Service. For Pet Owners, this means, among other things, that you warrant that your pets are vaccinated, licensed, identification-tagged and/or microchipped as required by local laws or regulations. For Service Providers, this means, among other things, that you warrant that you are legally eligible to provide Pet Care Services in the jurisdiction where you provide Pet Care Services and that you have complied and will comply with all laws and regulations that are applicable to you.
You acknowledge that FurrySitter relies on these warranties from you, and is not responsible for ensuring that all users have complied with applicable laws and regulations, and will not be liable for a user’s failure to do so.
5. Use of FurrySitter Service and suspension
5.1 Conduct on the FurrySitter Site
- To use the FurrySitter Service only in a lawful manner and only for its intended purposes.
- Not to use the FurrySitter Service to arrange for the care of: (a) exotic or inherently dangerous pets which, for the purposes of these Terms, includes, but is not limited to venomous snakes or constrictors, primates, wolves or wolf hybrids, non-domesticated cats, alligators, horses or other livestock; (b) any animal whose ownership or third-party care is prohibited under applicable law; or (c) any animal that has a history of, or which has been trained for, attacks on pets or people.
- Not to submit viruses or other malicious code to or through the FurrySitter Service.
- Not to use the FurrySitter Service, or engage with other users of the FurrySitter Service, for purposes that violate the law.
- Not to post reviews about Service Providers that aren’t based on your personal experience, that are intentionally inaccurate or misleading, or that violate these Terms.
- Not to post content or materials that are pornographic, threatening, harassing, abusive, or defamatory, or that contain nudity or graphic violence, incite violence, violate intellectual property rights, or violate the law or the legal rights (for example, privacy rights) of others.
- Not to post “spam” or other unauthorized commercial communications.
- To use the FurrySitter Service only for your own purposes, and not to impersonate any other person.
- Not to transfer or authorize the use of your account for the FurrySitter Service by any other person, or to engage in fraudulent transactions.
You understand and agree that FurrySitter has no obligation to provide the FurrySitter Service in any specific location or territory, nor to continue providing it once it has begun.
FurrySitter reserves the right to suspend or terminate your access to the FurrySitter Service: (1) if, in FurrySitter’s sole discretion, your conduct on the Site or FurrySitter Service is inappropriate, unsafe, dishonest, or in breach of these terms;
(2) if necessary in our discretion to protect FurrySitter, its users, pets, or the public; or (3) for any other reason in FurrySitter’s sole discretion.
You may suspend or terminate your use of the FurrySitter Service at any time and for any reason. If you wish to deactivate your account, please contact FurrySitter.
6. User profile and security
In order to use some aspects of the FurrySitter Service, you will be required to create a FurrySitter account that includes your user profile (an “Account”). If you elect to use the FurrySitter Service, you agree to provide accurate information about yourself in your Account and keep this information up-to-date. You agree not to impersonate anyone else and not to maintain more than one Account (or, if FurrySitter suspends or terminate your Account, not to create additional Accounts). To create an Account, you may be asked to create authentication information, which may include a username and password (“Authentication Information”). You must keep your Authentication Information secret. You are responsible for all activities connected to your Account when conducted using your Authentication Information. If you forget your Authentication Information, FurrySitter may assist you to recover it; however, if FurrySitter cannot authenticate you to its satisfaction, you will not be able to access your Account.
You must notify FurrySitter immediately of any unauthorized use of your Account and/or Authentication Information, or any other security breach of which you become aware or reasonably suspect. FurrySitter may suspend or cancel your Account in such circumstances, but you will be responsible for all activity connected to your Account before any suspension or cancellation takes effect.
You must not use anyone else’s Account or Authentication Information.
FurrySitter may, at any time, require you to change any of your Authentication Information.
Complete privacy or security in respect to internet transmission can never be fully assured. Despite any security measures that FurrySitter may have in place, unauthorized parties might intercept any information transmitted within, to or from our Site, or improperly access any data pertaining to you that we store. You assume all risk that unauthorized interception or access might occur, even if FurrySitter has stated that a particular transmission (for example, credit card information) is secure and/or encrypted.
FurrySitter’s collection and use of your personal information on the FurrySitter Service is described in our Privacy Statement, located at www.furrysitter.com/privacy-policy/. By accessing or using the FurrySitter Service, you acknowledge that you have read and understand the Privacy Statement.
8. Content on FurrySitter
8.1 Your Content
FurrySitter may require or allow you to submit or upload text, photographs, images, videos, reviews, information, and other materials to your profile on the FurrySitter Service or otherwise make such available to FurrySitter in connection with your use of FurrySitter Service and including for the purpose of participating in promotional campaigns (collectively, “Your Content”).
8.2 Content License
Except for any limitations on FurrySitter’s use and disclosure of personal information described in FurrySitter’s Privacy Statement, to the maximum extent and duration permitted under any applicable law, you grant FurrySitter an irrevocable, perpetual, non-exclusive, fully paid worldwide license to use, copy, perform, publicly display, reproduce, adapt, modify, transmit, broadcast, prepare derivative works of, and/or distribute Your Content in connection with the provision or promotion of the FurrySitter Service, and to sublicense these rights to third parties.
If your name, voice, image, persona, likeness, or performance is included in any of Your Content, you hereby waive, and release FurrySitter and its users from, any claim or cause of action, whether known or unknown, for defamation, copyright infringement, invasion of the rights of privacy, publicity, or personality, or any similar claim arising out of the use of Your Content in accordance with the license in Section 8.2 and the other provisions of these Terms.
8.4 Representations and warranties about Your Content
You represent and warrant that (1) you are the owner or licensor of Your Content, and that you have all rights, consents and permissions necessary to grant the license in Section 8.2 and make the release in Section 8.3 with respect to Your Content, (2) that you have any necessary consents and releases from individuals who appear or whose pets appear in Your Content; and (3) Your Content does not violate the law or these Terms.
8.5 Right to remove or screen Your Content
FurrySitter reserves the right to monitor, screen and/or remove Your Content on the FurrySitter Service. FurrySitter’s enforcement of these Terms with respect to Your Content is at FurrySitter’s discretion, and failure to enforce the Terms in one instance does not create a waiver of FurrySitter’s right to enforce them in another instance. FurrySitter has no obligation to retain or provide you with copies of Your Content, nor will FurrySitter have any liability to you for any deletion, disclosure, loss or modification to Your Content. It is your sole responsibility to maintain backup copies of Your Content.
The FurrySitter Service may provide the ability to leave public and/or private reviews of users or their pets. You acknowledge that even private reviews may be shared with third parties in accordance with applicable law and our Privacy Statement and that FurrySitter has no obligation to preserve or indefinitely store any reviews. If you are a Service Provider, FurrySitter has no obligation to provide you with the content of any reviews about you submitted by other users of the FurrySitter Service.
FurrySitter has no liability to you for any deletion, disclosure, loss or modification of these reviews. We reserve the right to screen, edit or remove these reviews from the FurrySitter Service at any time.
9. Fees and payment
All fees, deductible amounts and other payments referenced will be charged in Canadian dollars.
9.2 Fees for Pet Owners
Pet Owners may purchase Pet Care Services from a Service Provider by making a Booking as described in Section 3.5. If you are a Pet Owner, you enter into a transaction with the Service Provider when you accept a Booking, and you agree to pay the total fees indicated in the Booking. As described in Sections 9.3 and 9.4, the total amount Pet Owners are charged for a Booking may also include a service fee payable to FurrySitter. The Service Provider, not FurrySitter, is responsible for performing the Pet Care Services.
9.3 Fees for Service Providers
Service Providers may agree to provide Pet Care Services to a Pet Owner by agreeing to a Booking as described in Section 3.5. If you are a Service Provider, you must confirm the Booking before it expires or the Pet Owner will have no obligation to complete the transaction.
9.4 Service Fees
FurrySitter charges service fees for some aspects of the FurrySitter Service including the costs of processing payments and website maintenance. FurrySitter’s service fees are described below:
Service Providers’ service fees
If you are a Service Provider, except where otherwise specified via the FurrySitter Service, FurrySitter’s service fee is calculated as sixteen (16) percent (plus any applicable taxes) of the (pre-tax) fee a Pet Owner agrees to pay to you in a Booking and is collected from each Booking.
Pet Owners’ service fees
If you are a Pet Owner, except where otherwise specified via the FurrySitter Service, FurrySitter’s service fee is $3 per booking for one-time drop-in visit or dog walking and $10 per booking for overnight care or recurring services. This fee for Pet Owners is refundable should the booking be canceled by either the Service Provider or the Pet Owner in accordance with your sitter’s cancellation policy. If the terms of the booking changes, the fee will be updated accordingly.
9.5 Late fees and additional charges
If you are a Pet Owner, you acknowledge and agree that, if you fail to retrieve your pet at the end of the service period agreed in a Booking, you will be charged for additional service time (pro rata for each partial late day) at the daily rate established in the Booking, plus additional Furry Sitter services fees on any additional service time calculated as per section 9.4. In addition, you agree to indemnify, and agree that we may charge your credit card or other payment method for, any additional costs and expenses we or the Service Provider incur as a result of your failure to retrieve your pet at the end of the service period agreed in a Booking.
9.6 Cancellations and refunds
FurrySitter can help you find replacement Service Providers when Service Providers cancel Bookings near the start date of the service period identified in the Booking.
Cancellations by Service Provider
If a Service Provider cancels a Booking prior to or during the service period identified in the Booking, FurrySitter will facilitate a refund the fees paid by the Pet Owner for Pet Care Services not provided, as well as any service charge paid to FurrySitter. If you are a Service Provider, you can appoint a substitute Service Provider as agreed by the Pet Owner and so long as the substitute has an active account with FurrySitter. If you do not find a substitute and repeatedly cancel accepted Bookings without justification, FurrySitter may terminate your account.
Cancellations by Pet Owner
If a Pet Owner cancels a Booking prior to or during the service period specified in a Booking, we will refund fees in accordance with the cancellation policy selected by the Service Provider. All Service Providers are required to select a cancellation policy prior to completing a Booking so that Pet Owners are aware of the cancellation policy prior to Booking.
General terms for cancellations
If you wish to cancel a Booking, you should use the mechanisms available through the FurrySitter Service to do so.
FurrySitter has no obligation to mediate or facilitate any resolution or any payment disputes between the Pet Owner and Service Provider. Also, FurrySitter has no responsibility or liability with respect to any tips, bonuses, or other payments made outside of the FurrySitter Service.
9.7 Authorization to Charge
When you pay for the FurrySitter Service, you will be required to provide us with valid, payment information and to maintain that payment information.
FurrySitter’s role is to facilitate payments from Pet Owners to Service Providers as limited payment agent for the Service Provider. If we cannot charge you for fees when due, or if we do not receive your payment when due, then you understand that neither FurrySitter nor the Service Provider will be responsible for any failure to provide services associated with those fees.
Except for taxes on FurrySitter’s income and gross receipts or where FurrySitter is otherwise required to collect taxes, you acknowledge that you are solely responsible to pay any applicable taxes that arise as a result of your purchase, provision, or use of Pet Care Services via the FurrySitter Service.
9.9 Payment processing
Payment will be processed via INTERAC eTransfer. You further agree to provide accurate and complete information about you, and authorize FurrySitter for the purposes of facilitating the payment. FurrySitter reserves the right to switch payment processing vendors or use alternate or backup vendors in its discretion.
10. Background checks and identity verifications
FurrySitter may provide Service Providers with access to third party consumer reporting agencies that perform, among other things, personal identification verification services (“Identity Verification”) or criminal records checks, sex offender registry checks, motor vehicle records checks and/or identification verifications (collectively, “Background Checks”). We do not provide, and are not responsible or liable in any manner for, the Background Checks or Identity Verifications, and we do not endorse or make any representations or warranties regarding the reliability of such Background Checks or Identity Verifications or the accuracy, timeliness or completeness of any information in the Background Checks or Identity Verifications.
You understand and agree that FurrySitter may, in its sole discretion, review and rely on the information in the Background Check or Identity Verification in deciding whether to suspend or terminate or investigate a complaint about a Service Provider, but also that we are not obligated to do so, and are not responsible or liable in any way in the event that any information in any Background Check or Identity Verification is not accurate, timely or complete. If you are the subject of a Background Check or Identity Verification, you may contact the applicable third-party consumer reporting agency to dispute the accuracy, timeliness or completeness of such information.
FurrySitter reserves the right to suspend or terminate your access to the FurrySitter Service based on information in the Background Check or Identity Verification or for any other reason, or no reason, in our sole discretion.
Pet Owners remain fully responsible to evaluate and investigate their Service Providers and be aware of the limitations in Background Checks. Background Checks may vary by type, breadth and depth. Not all arrest logs and records, conviction and correction records, sex offender registries and motor vehicle records are available in all jurisdictions. In many jurisdictions there is a delay before arrest logs and records, conviction and correction records, sex offender registries and motor vehicle records are included in Background Checks. Juvenile records and offenses for minors may not appear in the public record and are therefore not included in the results. Dismissed cases, arrests not resulting in convictions, arrests or convictions in foreign countries and nolle prosequi (abandonment of prosecution) may not be reported. Traffic violations are not included unless a jurisdiction reports them as criminal offenses. In the jurisdictions where traffic violations are reported as criminal offenses, such traffic violations may be included in the results as misdemeanors or felonies.
To the maximum extent permitted under any applicable law and except as otherwise prohibited by applicable law, you agree to defend, indemnify and hold FurrySitter harmless from and against any and all claims, demands, caused of action, losses, expenses, damages and/or liabilities, including reasonable attorneys’ fees and court costs, that are in any way related to your:
(1) transactions and interactions, online or offline, with other users of the FurrySitter Service;
(2) breach of these Terms;
(3) disputes with other users of the FurrySitter Service;
(4) your misstatements, misrepresentations, or violation of applicable law;
(5) property damage or personal injury to third parties caused by your pet or pets in your care;
(6) Your Content; or
(7) your use of any Background Check or Identify Verification information in violation of any applicable law.
You further agree that you will cooperate with us in the defense of such claims. We reserve the right to assume the exclusive defense and control of any matter subject to indemnification under this section, and you will not settle any such claim or matter without our advance written consent.
12. FurrySitter marks
FurrySitter owns all rights in and to its service marks, brand name and logos (the “FurrySitter Marks”).
13. Limitation of Liability
13.1 Limit on our liability to you
Except where prohibited by applicable law, in no event will FurrySitter’s aggregate liability to you or any third party in any matter arising from or relating to the FurrySitter Service or these terms exceed the amounts paid by you to FurrySitter (specifically excluding amount paid to Service Providers) during the twelve (12) months preceding the event that gave rise to liability.
13.2 No liability for non-FurrySitter actions
To the maximum extent permitted by applicable law, in no event will FurrySitter be liable for any damages whatsoever, whether direct, indirect, general, special, compensatory, and/or consequential, arising out of or relating to the conduct of you or anyone else in connection with the FurrySitter Service, including without limitation, property damage, theft, bodily injury, death, emotional distress, and/ or any other damages resulting from reliance on information or content posted on or transmitted through the FurrySitter Service, or for any interactions with other users of the FurrySitter Service, or for any interactions with other users of the FurrySitter Service, whether online or offline. This includes any claims, losses or damages arising from the conduct of users who attempt to defraud or harm you.
14. Governing law and jurisdiction
Any legal suit, action, litigation, or proceeding of any kind whatsoever in any way arising out of, from, or relating to these Terms or your use of the FurrySitter Service shall be instituted in the courts of the Province of British Columbia, and each Party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, litigation, or proceeding. Each Party agrees that a final judgment in any such suit, action, litigation, or proceeding is conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other manner provided by law. The Parties irrevocably and unconditionally waive any objection to the venue of any action or proceeding in such courts and irrevocably waive and agree not to plead or claim in any such court that any such action or proceeding brought in any such court has been brought in an inconvenient forum.
No waiver by any party of any of the provisions hereof shall be effective unless explicitly set forth in writing and signed by the party so waiving. Except as otherwise set forth in this Agreement, no failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from this Agreement shall operate or be construed as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power, or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.
If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.
For purposes of these Terms, (a) the words “include,” “includes,” and “including” shall be deemed to be followed by the words “without limitation”; (b) the word “or” is not exclusive; and (c) the words “herein,” “hereof,” “hereby,” “hereto,” and “hereunder” refer to these Terms as a whole. These Terms shall be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting an instrument or causing any instrument to be drafted.
The headings in these Terms are for reference only and do not affect the interpretation of these Terms.