Terms of Service

Last Updated: October 1, 2023

Introduction

Welcome to OptiGain Consulting. These Terms of Service ("Terms") govern your access to and use of the OptiGain Consulting website at optigain-consulting.com ("Website") and the consulting services ("Services") provided by OptiGain Consulting ("we," "our," or "us").

By accessing or using our Website or Services, you agree to be bound by these Terms. If you do not agree to these Terms, please do not access or use our Website or Services.

Website Use

Acceptable Use

You agree to use our Website only for lawful purposes and in accordance with these Terms. You agree not to:

  • Use the Website in any way that violates applicable laws or regulations
  • Attempt to gain unauthorized access to any portion of the Website or any systems or networks connected to the Website
  • Use the Website to transmit any malicious code, including viruses, malware, or other harmful components
  • Interfere with or disrupt the operation of the Website or servers or networks connected to the Website
  • Collect or harvest any information from the Website, including email addresses, without authorization
  • Impersonate or attempt to impersonate OptiGain Consulting, an OptiGain employee, or any other person or entity
  • Engage in any conduct that restricts or inhibits anyone's use or enjoyment of the Website

Website Content

The content on our Website, including text, graphics, logos, images, audio clips, video, data, and other material ("Content"), is owned by or licensed to OptiGain Consulting and is protected by copyright, trademark, and other intellectual property laws.

You may access and view the Content for your personal, non-commercial use only. You may not:

  • Modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any Content
  • Use any Content for commercial purposes without our prior written consent
  • Remove any copyright, trademark, or other proprietary notices from any Content

User Content

If you submit, post, or share any content on our Website, including through contact forms, comments, or feedback mechanisms ("User Content"), you grant us a non-exclusive, royalty-free, perpetual, irrevocable, and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such User Content throughout the world in any media.

You represent and warrant that:

  • You own or control all rights to the User Content you submit
  • The User Content does not infringe upon or violate the rights of any third party
  • The User Content is accurate and not misleading
  • The User Content complies with these Terms and all applicable laws and regulations

We reserve the right to review, remove, or modify any User Content at our sole discretion.

Consulting Services

Service Description

OptiGain Consulting provides business consulting services, including business process optimization, employee training and development, and profit analytics. The specific scope, deliverables, timelines, and fees for our Services will be set forth in a separate written agreement between OptiGain Consulting and the client.

Service Engagement

Any information provided on our Website about our Services is for general informational purposes only and does not constitute an offer or contract. To engage our Services, you must enter into a separate written agreement with us that details the specific terms of the engagement.

Client Responsibilities

When engaging our Services, clients are typically responsible for:

  • Providing timely and accurate information relevant to the Services
  • Designating qualified personnel to work with our consultants
  • Making timely decisions and providing approvals necessary for the Services
  • Providing access to facilities, systems, and personnel as required for the Services
  • Paying fees and expenses as outlined in the service agreement

Intellectual Property

Unless otherwise specified in a written agreement, OptiGain Consulting retains ownership of all intellectual property, methodologies, processes, techniques, ideas, concepts, trade secrets, and know-how that we may develop or use in connection with our Services. Upon full payment of fees, clients typically receive a non-exclusive, non-transferable license to use the deliverables provided under the service agreement for their internal business purposes.

Disclaimers and Limitations

Website Disclaimers

THE WEBSITE AND ITS CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE.

We do not warrant that:

  • The Website will function uninterrupted, secure, or available at any particular time or location
  • Any errors or defects will be corrected
  • The Website is free of viruses or other harmful components
  • The results of using the Website will meet your requirements

Service Disclaimers

While we strive to provide high-quality consulting services, we cannot guarantee specific business outcomes or results from our Services. Business success depends on many factors, including market conditions, competitive landscape, implementation effectiveness, and other factors beyond our control.

Limitation of Liability

IN NO EVENT SHALL OPTIGAIN CONSULTING, ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:

  • YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE WEBSITE OR SERVICES
  • ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE WEBSITE
  • ANY CONTENT OBTAINED FROM THE WEBSITE
  • UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT

In any case, our aggregate liability under these Terms shall be limited to the amount you paid to us for the Services during the twelve (12) months preceding the claim or one thousand Canadian dollars (CAD $1,000), whichever is greater.

Indemnification

You agree to defend, indemnify, and hold harmless OptiGain Consulting, its directors, employees, partners, agents, suppliers, and affiliates from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms or your use of the Website or Services.

General Provisions

Governing Law

These Terms and your use of the Website and Services shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without giving effect to any choice or conflict of law provision or rule.

Dispute Resolution

Any dispute arising out of or relating to these Terms or the Website or Services shall be resolved by binding arbitration in Toronto, Ontario, in accordance with the rules of the ADR Institute of Canada. The arbitration shall be conducted by a single arbitrator, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

Changes to Terms

We reserve the right to modify or replace these Terms at any time. The most current version will be posted on our Website with the effective date. By continuing to access or use our Website or Services after any revisions become effective, you agree to be bound by the revised Terms.

Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable, such provision shall be eliminated or limited to the minimum extent necessary, and the remaining provisions of the Terms will remain in full force and effect.

Entire Agreement

These Terms, together with our Privacy Policy and any other legal notices or agreements published by us on the Website, constitute the entire agreement between you and OptiGain Consulting regarding the Website and Services, superseding any prior agreements between you and OptiGain Consulting relating to the Website or Services.

No Waiver

No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

Contact Us

If you have any questions about these Terms, please contact us at:

OptiGain Consulting
123 Business Avenue, Suite 400
Toronto, ON M5V 2L7
Canada

Email: [email protected]

Phone: (416) 555-1234