Deep Dive Terms & Conditions
TERMS & CONDITIONS OF PURCHASE
​Please READ carefully. By purchasing this consulting product, the following Terms and Conditions are entered into by The Host Approach Inc., Jennifer Spencer, Unit 264 - 1811 4th Street SW, Calgary, AB, Canada, T2S 1W2 (“Company”, “we”, or “us”) and the Client (“Client” or “the Client”) agree to the following terms stated herein.
PROGRAM/SERVICE
The Host Approach Inc., Jennifer Spencer (herein referred to as “The Host Approach Inc.” or “Company”or “Consultant”) agrees to provide Consulting Services, “Deep Dive Audit” (herein referred to as “Consulting Service” or “Coaching”) identified in online commerce shopping cart. As a condition of participating in the Consulting Service, you agree to be bound by and to abide by all policies and procedures set out in this Agreement, including those incorporated by reference.
THE CONSULTING RELATIONSHIP
Client acknowledges that the consulting services are a team effort, and Client will get out of the session(s) only as much as he or she puts into it. Client agrees to fully participate in the consulting process and follow the Consultant’s instructions to his or her best ability. Client agrees to communicate honestly, be open to feedback and assistance and to create the time and energy to participate fully in the Program.
Client acknowledges that Client is solely responsible for creating and implementing his or her own decisions, choices, actions and results based on Consulting calls, sessions, and interactions with Consultant. Client agrees that the Consultant is not and will not be liable or responsible for any action or inaction, or for any direct or indirect result of any services provided by the Consultant.
The Company’s Terms of Use, Privacy Policy, and Disclaimer are hereby incorporated by reference into this agreement. Except as modified by this Agreement, each of those agreements and policies shall apply fully to your participation in the Consulting Service. Client understands Jennifer Spencer and The Host Approach Inc.(herein referred to as “company”), is not an employee, agent, lawyer, manager, public relations or business manager, or financial analyst, or accountant. Client understands that company has not promised, shall not be obligated to and will not; (1) procure or attempt to procure employment or business or sales for Client; (2) Perform any business management functions including but not limited to, accounting, tax or investment consulting, or advice with regard thereto; (3) act as a public relations manager (4) act as a publicist to procure any publicity, interviews, write-ups, features, television, print or digital media exposure for Client; (5) introduce Client to company’s full network of contacts, media partners or business partners. Client understands that a relationship does not exist between the parties after the conclusion of this Consulting Service. If the Parties continue their relationship, a separate agreement will be entered into.
CONSULTING SERVICES
Consultant agrees to provide the Deep Dive Product Package services to Client, subject to the terms and conditions of this Agreement. As part of the Deep Dive Product, the Consultant will perform an audit of the OwnerRez account setup. The session will provide recommendations either written or by video explainer on the Client’s OwnerRez setup. The Deep Dive audit can include a 20 minute meeting by phone or video at the start of the session to clarify all areas to be reviewed. The consultant agrees to review the following (collectively, “Consulting”):
- Full Setup Review
- Property Details (Quote / Security Holds)
- Guest Instructions
- Property Photos & Captions
- Pricing / Seasons
- Cancel Policies
- Check Out Flow & Photo ID
- Legal Agreement & House Rules
- Surcharges & Discounts
- Email Templates & Triggers
- Theming
- Custom Fields
- Listing Analyzer
- API Integrations with Airbnb and Vrbo
- Team Access & Third Party Alerts
Post Report Support - Provide support for questions that may arise within 14 days of the report being delivered to the client. Client agrees that the post report support is limited to the 14 days and is not a 24/7 service. Clients are encouraged to try to discover solutions or reference the explainer videos first, prior to reaching out for post report support. Additional support sessions can be purchased beyond the 14 days.Â
Consultant has full discretion in the project work but shall not engage in any services which are not expressly set forth in this Agreement without the prior written permission from Client. Consultant may, upon Client’s request and at Consultant’s sole discretion, provide the following additional services (“Additional Services”):
A. Additional 1:1 consulting or support by video, email, text or messenger at $197/Hour
B. Guest Templates at $98
C. Implementation of recommendations as requested by client as quoted
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FEES
In consideration of your access to the Deep Dive Product Service, you agree to pay the following fees of $597 US (“Contract Price”) paid in full online at time of booking. In the event Client requests and Consultant provides any of the Additional Services, Client shall pay the Consultant the following additional amount at an hourly rate of $197 per hour, payable upon Client’s receipt of Consultant’s invoice. All payments under this Agreement are non-refundable
CLIENT RESPONSIBILITIES
The Deep Dive setup service is custom to the client’s business and the review process requires the client’s input and involvement. Client agrees to cooperate with Consultant to provide all information and materials necessary for Consultant to provide the Service. Client agrees to provide, at a minimum, the following: Provide login access to OwnerRez for Consultant to review and provide timely answers to questions so Consultant can provide recommendations and complete the service based on the client’s business.
CANCELLATION
In the event that Client fails to provide any requested information within fourteen (14) days of Consultant's request or specified deadline, Consultant may consider this Agreement terminated and remove Client from Consultant’s schedule. Client may re-initiate the Agreement by paying a restart fee of $195, subject to Consultant’s discretion and availability. Consultant does not guarantee Consultant’s availability to restart or complete the Services after the Agreement has been terminated due to Client’s lack of response.
TERMINATION
All payments under this Agreement are non-refundable. Client shall not be entitled to a refund for any reason, including but not limited to termination of this Agreement. Payment under this Agreement reserves Consultant’s time and prevents someone else from benefiting from Consultant’s services; as such, all funds paid shall be considered compensation for services rendered are not refundable.
FORCE MAJEURE
Consultant shall not be liable for delay or failure in the performance of its obligations under this Agreement if such delay or failure is caused by conditions beyond its reasonable control, including but not limited to, fire, flood, inclement weather, accident, earthquakes, governmental order, pandemic or epidemic, telecommunications line failures, electrical outages, network failures, acts of God, terrorism, civil commotion, or labor disputes.
NO GUARANTEE OF RESULTS
Client acknowledges and agrees that the Consultant cannot guarantee the results or effectiveness of any of the Services. Consultant agrees to conduct his or her operations and provide the Services in a professional manner and in accordance with good industry practice and all federal, state, and local laws. Consultant will use its best efforts and does not promise or guarantee results.
Any projections or predictions that Consultant may have made are based on estimates, assumptions, and forecasts that may prove to be incorrect. No assurance is given that Client’s actual results will correspond with any projected results.
Client acknowledges that any results obtained by Consultant for other clients are not necessarily typical and are not a guarantee that Client will obtain the same or similar results by using Consultant’s services.
CONSULTANT’S WARRANTIES
Consultant hereby represents and warrants to the Company that no other party has exclusive rights to Consultant’s services and that entering this Agreement does not and will not (i) breach or conflict with any prior agreement to which Consultant is bound, (ii) compromise any right or trust relationship between Consultant and a third party or (iii) create a conflict of interest for Consultant or Client.
Consultant warrants that the Services shall be performed in a professional manner conforming to generally accepted industry standards and practices. Client agrees that Consultant’s sole and exclusive obligation with respect to the Services covered by this limited warranty shall be, at Consultant’s sole discretion, to correct the nonconformity or to refund any funds paid for the affected Services.
CONFIDENTIALITY
In performing the Services, Consultant may have access to sensitive or confidential information related to Client’s business (“Confidential Information”). Consultant agrees not to disclose or make use of any Confidential Information, directly or indirectly, except for the sole benefit of Client, as necessary to perform the Services, and in accordance with Client’s instructions. Consultant shall not directly or indirectly disclose or make use of any Confidential Information after the term of this Agreement for any reason. Consultant will use reasonable care in handling Client’s Confidential Information so that it does not enter the public domain. Consultant will return all Confidential Information to Client upon termination of this Agreement.
Consultant may disclose Confidential Information to the extent that: (i) it becomes publicly available or known by no fault of Consultant; (ii) Client grants permission for such disclosure in writing; or (iii) Consultant obtains the information from a third party, without breach of any obligation to the Client; (iv) disclosure is required by any court or government agency; (v) Consultant reasonably believes that there is an imminent or likely risk of danger or harm to the Client or others; or (vi) it involves illegal activity.
“Confidential Information” of Client includes but is not limited to some or all of the following, whether in documentary, electronic or any other form: client or customer lists; prospective client or customer lists; sales leads; Client’s business methods and competitive strategies; information concerning the preferences, requirements, transactions, creditworthiness and characteristics of Client’s clients or customers and prospective clients or customers; pricing lists, policies and practices; sources of supply; negotiating strategies; computer software; technical information; sales techniques; financial information; financial reports; data; books and reports; specifications; strategic and technical data; marketing data; market research data; product research and development data; trade secrets; information concerning Client’s business plans; other information concerning Client’s finances, technology and operations; and any other information about or generated by Client which could, if disclosed, be useful to any competitors of Client.
In receiving the Services, Client will have the benefit of proprietary systems, strategies and techniques developed by Consultant (“Consultant’s Proprietary Information”). Client acknowledges that Consultant’s business relies on Consultant’s ability to provide such insights to various clients. Client agrees not to disclose Consultant’s Proprietary Information to any third party, directly or indirectly, during the term of this Agreement or after it ends.
Consultant and Client agree that any breach of the terms of this section will result in irreparable injury to the injured Party for which monetary damages on their own would be inadequate. As such, the Parties agree that the injured Party shall have the right to seek an immediate injunction enjoining any breach or threatened breach of this section, notwithstanding any other limitation of liability in this Agreement.
NO TRANSFER OF INTELLECTUAL PROPERTY
As used in this Agreement, “Work Product” shall mean all data, materials, documentation, computer programs, inventions (whether or not patentable), patents, ideas, discoveries, products, designs, business methods, picture, audio, artistic works, and all works of authorship, including all worldwide rights therein under patent, trademark, copyright, trade secret, confidential information, or other property right, created or developed, in whole or in part, by Consultant while retained by Client, and within the scope of Consultant’s retention by Client, whether or not developed during work hours.
All Work Product is owned by the Consultant, and nothing in this Agreement shall be construed as an assignment of any Work Product to Client. The Consultant grants one revocable, non-exclusive, non-transferable license to Client for the use of the Work Product within Client’s business for its intended purposes. Client hereby agrees that they will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part, provided in the Service.
To the extent any intellectual property developed or known by Consultant prior to the Effective Date of this Agreement is contained in any Work Product that Consultant delivers to Client, Consultant represents and warrants that it has ownership in, or the right to use, such pre existing intellectual property and grants one revocable, non-exclusive, non-transferable license to Client for the use of the Work Product within Client’s business for its intended purposes. Client hereby agrees that they will not modify, publish, transmit, reverse engineer, participate in the transfer or sale, create derivative works, or in any way exploit any of the content, in whole or in part, provided in the Service.
INDEMNIFICATION
Client, at Client’s expense, shall release, indemnify and hold Consultant and its directors, officers, shareholders, employees and agents, and the personal representatives and assigns of each, harmless from and against and all claims, suits, liability, cost and expenses, including without limitation, reasonable attorneys’ fees and expenses, in connection with any act or omission of Consultant in providing the Services and/or arising out of any Work Product, unless due to negligence of the Consultant.
PUBLICITY
Client agrees that Consultant may use the Client’s name, logo, and/or image (but not contact information or personal information) and materials created by Consultant in performance of the Services in Consultant’s advertising or promotional literature and may publish articles, blog posts or other advertising and promotional material relating to the Client and the Services. Consultant agrees to limit the selection, timing, and method of release of any materials under this section as requested by Client. Client releases Consultant from any and all liability, including but not limited to infringement of any right to privacy or right to publicity, relating to or arising out of publicity of Client’s name, logo, and/or image as permitted in this section.
LIMITATION OF LIABILITY
Except as expressly provided in this Agreement, Consultant makes no guarantees, representations or warranties of any kind or nature, express or implied with respect to the Services. In no event shall Consultant be liable to Client for any indirect, consequential or special damages. Consultant’s entire liability for any breach of this Agreement, and Client’s sole remedy, shall be limited to the lesser of the total Contract Price or the amount actually paid by the Client to Consultant under this Agreement.
INDEPENDENT CONTRACTOR
With respect to the Services provided hereunder, Consultant will at all times be an independent contractor. The Parties recognize and agree that Consultant shall not be considered an employee of the Client for any purpose whatsoever. With respect to any Services performed hereunder, nothing in this Agreement shall be construed to give Consultant authority (i) to represent that Consultant is an employee or agent of the Client, (ii) to bind the Client with respect to any contracts or agreements, or (iii) to represent the Client before any court or government or regulatory agency, without the prior, express written authorization of the Client.
RESOLUTION OF DISPUTES
The Client hereby expressly waive any and all claims you may have, now or in the future, arising out of or relating to the Service. To the extent that you attempt to assert any such claim, you hereby expressly agree to present such claim only in the state/province or federal courts that are geographically nearest to Calgary, Alberta, Canada.
SEVERABILITY/WAIVER
The waiver by either Party of a breach or default of any of the provisions of this Agreement by the other party shall not be construed as a waiver of any succeeding breach or default of the same or any other provision of this Agreement, nor shall any delay or omission on the part of either party to exercise or avail itself of any right, power or privilege that it has or may have hereunder operate as a waiver of any breach or default.
If any provision or portion of this Agreement is held by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the remaining provisions or portions shall remain in full force and effect, and the invalid provision or part shall be deleted as narrowly as possible to render this Agreement valid and enforceable. Furthermore, if the scope of any provision of this Agreement is determined to be too broad in any respect whatsoever to permit enforcement to its maximum extent, then such provision shall be enforced to the maximum extent permitted by law.
ASSIGNMENT
Client may not assign this Agreement without express written consent of Company.
MISCELLANEOUSÂ
Governing Law - This Agreement will be governed by and interpreted in accordance with the laws of the State of Calgary, Alberta, Canada, without giving effect to its principles of conflicts of law.
Notices - All notices shall be in writing and deemed effective when received by either electronic mail or paper mail at the address of the party to be notified provided in the introductory provision of this Agreement. Either party may change the address to which notices are to be sent by providing written notice to the other party as provided for in this section.
Entire Agreement - This Agreement sets forth and constitutes the entire agreement of the Parties. No previous statement, promise, inducement, understanding, or agreement made by either party that is not contained in this Agreement shall be binding or valid.
Tax Matters - As an independent contractor, Consultant shall be solely responsible for payment of all federal or state income taxes or social security (FICA) for Consultant, including social security or unemployment tax.
Counterparts - This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
CONTACT US
Please reach out with any questions or comments regarding the Terms:
The Host Approach Inc.
Unit 264 - 1811 4th Street SW
Calgary, AB, Canada, T2S 1W2
Email Address:Â [email protected]
Last Updated:Â April 6, 2024
© 2024 The Host Approach Inc.
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