Terms & Conditions of Service | Woodard Professional

Terms and Conditions of Service

By starting a job or contracting to Woodard Technical Services or Woodard Process Serving Services you agree to ALL terms and conditions listed below

TERMS AND CONDITIONS

Please read all these terms and conditions.

As we can accept your order and make a legally enforceable agreement without further reference to you, you must read these terms and conditions to make sure that they contain all that you want and nothing that you are not happy with. If you are not sure about anything, just phone us on 1-833-727-7772. Any changes must be made by Brandon Woodard solely and still supersede any other contract agreement. All agreements MUST adhere to the following terms.

Application

These Terms and Conditions will apply to the purchase of the services and goods by you (the Customer or you).
We are Woodard Professional Companies and All subsidiaries (Woodard Technical Services, Woodard Process Serving Services, etc.) a company registered in Ontario, Canada whose registered office is at 12 Flamboro Court, Brantford, ON N3P 1W1 with email address admin@woodardcomp.com; telephone number (1-833-727-7772); fax number 1-833-727-7772 (the Supplier or us or we).
These are the terms on which we sell all Services to you. By ordering any of the Services, or Contracting our companies, you agree to be bound by these Terms and Conditions.

Interpretation

Consumer means an individual acting for purposes which are wholly or mainly outside his or her trade, business, craft or profession;
Contract means the legally-binding agreement between you and us for the supply of the Services and Products;
Delivery Location means the Supplier's premises or other location where the Services are to be supplied, as set out in the Order;
Goods means any goods that we supply to you with the Services, of the number and description as set out in the Order;
Order means the Customer's Work order for the Services from the Supplier as set out overleaf;
Services means the services, including any Goods, of the number and description set out in the Order.

Services

The description of the Services and any Goods is as set out in our website, catalogues, brochures or other form of advertisement. Any description is for illustrative purposes only and there may be small discrepancies in size or colour of any Goods supplied.
In the case of Services and any Goods made to your special requirements, it is your responsibility to ensure that any information or specification you provide is accurate.
All Services are subject to availability and are subject to change without notice.
We can make changes to the Services which are necessary to comply with any law to complete the Order to the fullest extent or safety requirement. We will notify you of these changes.

Customer responsibilities

You must cooperate with us in all matters relating to the Services, provide us and our authorized employees and representatives with access to any premises under your our control as required, provide us with all information required to perform the Services and obtain any necessary licences and consents (unless otherwise agreed and signed in the Order).
Failure to comply with the above is a Customer default which entitles us to suspend performance of the Services until you remedy it or if you fail to remedy it following our request, we can terminate the Contract with immediate effect on written notice to you. If Customer or Supplier terminates contract either before, during or after installation, Customer agrees to pay any outstanding amount within 5 days and may be responsible for a termination fee (maximum amount of fee is $10,000).
If there is a Contractor Agreement or Sub-Contractor Agreement or Business to Business Agreement in place, you are required to give 90 days of notice for termination, services must be continued for those 90 days at a rate of 35 hours a week minimum, if You wish to terminate immediately than you must pay out 35 hours a week for the duration of 90 days (hourly rate - $50, calulated as follows - 50/hourly x 35/hours a week = 1750 x 12/weeks = 21,000 x HST 13% = 23,730)

Basis of Sale

The description of the Services and any Goods in our website, catalogues, brochures or other form of advertisement does not constitute a contractual offer to sell the Services or Goods.
When an Order has been made, we can reject it for any reason, although we will try to tell you the reason without delay. When Quote is issued for an Order – All prices and additional expenses, products, and services may be changed without notice after initial work order (Order) has been placed and agreed to.
A Contract will be formed for the Services ordered, only upon the Supplier sending an email or text to the Customer saying that the Order has been accepted or, if earlier, the Supplier's delivery of the Services to the Customer starts.
Any quotation or estimate of Fees (as defined below) is valid for a maximum period of 15 days from its date, unless we expressly withdraw it at an earlier time or unless otherwise stated in the quotation and may expire at any time without notice given to Customer.
No variation of the Contract, whether about description of the Services, Fees or otherwise, can be made after it has been entered into unless the variation is agreed by the Supplier in writing.
We intend that these Terms and Conditions apply only to all Contracts entered into by you as a Consumer where we, the Supplier and you the Customer, enter the Contract at any of the Supplier's business premises, and where the Contract is not a contract (i) for which an offer was made by the Customer in the Supplier's and the Customer's simultaneous physical presence away from those premises, or (ii) made immediately after the Customer was personally and individually addressed in the Supplier's and the Customer's simultaneous physical presence away from those premises. If this is not the case, you must tell us, so that we can provide you with a different contract with terms which are more appropriate to you and which might, in some way, be better for you, ex. by giving cancellation rights pursuant to the conditions listed in this Terms & Conditions. Business premises means immovable retail premises where we carry on business on a permanent basis or, in the case of movable retail premises, on a usual basis.

Fees and Payment

The fees (Fees) for the Services, the price of any Goods (if not included in the Fees) and any additional delivery or other charges is that set out in our price list current at the date of the Order or such other price as we may agree in writing. Prices for Services may be calculated on a fixed fee or on a standard rate basis.
Fees and charges include HST at the rate 13% applicable at the time of the Order.
Payment for Services must be made within 15 days You must pay in cash or by submitting your credit or debit card details with your Order only if specified on the Invoice and we can take payment immediately or as per conditions set out on the Invoice.
Certain Payment for Services & Products as per Invoice MAY NOT be paid using credit card or debit card. No Cheques are accepted unless agreed to by Supplier in writing on Invoice. All Payments will be made in cash or interac e-transfer at admin@woodardcomp.com and must be made promptly.

Delivery

We will deliver the Services, including any Goods, to the Delivery Location by the time or within the agreed period or, failing any agreement:
1. in the case of Services, within a reasonable time; and
2. in the case of Goods, without undue delay and, in any event, not more than 30 calendar days from the day on which the Contract is entered into, unless otherwise notified to Customer in writing or in person.
3. Unless contract is terminated early by either party where all services and products will be invoiced and payment arrangements must be made within 5 days.
In any case, regardless of events beyond our control, if we do not deliver the Services on time, you can request us to reduce the Fees or charges by an appropriate amount not exceeding 5% of the total. The amount of the reduction can, where appropriate, be up to the full amount of the Fees or charges only at the discretion of the Supplier only and with no pressure upon the Supplier by anyone, or anything to make such changes to the final invoice.
In any case, regardless of events beyond our control, if we do not deliver the Goods on time, you can (in addition to any other remedies) treat the Contract at an end if:
1. we have refused to deliver the Goods, or if delivery on time or within an additional 60 days is essential taking into account all the relevant circumstances at the time the Contract was made, or you said to us before the Contract was made that delivery on time was essential; or
2. after we have failed to deliver on time, you have specified a later period which is appropriate to the circumstances and we have not delivered within that period within 60 additional days.
If you treat the Contract at an end, we will (in addition to other remedies) promptly return all payments made under the Contract unless Products and Services have been made. All sales are final upon issuing Invoice to Customer and are non-negotiable.
If you were entitled to treat the Contract at an end, but do not do so, you are not prevented from cancelling the Order for any Goods or rejecting Goods that have not been delivered and, if you do this, we will (in addition to other remedies) without delay return all payments made under the Contract for any such cancelled or rejected Goods. If the Goods have been delivered or installed, you must pay for the amount listed on the Invoice and are non-negotiable once delivered or installed.
If any Goods form a commercial unit (a unit is a commercial unit if division of the unit would materially impair the value of the goods or the character of the unit) you cannot cancel or reject the Order for some of those Goods.
We do not generally deliver to addresses outside Ontario, Canada. If, however, we accept an Order for delivery outside that area, you may need to pay import duties or other taxes, as we will not pay them.
You agree we may deliver the Goods in instalments if we suffer a shortage of stock or other genuine and fair reason, subject to the above provisions and provided you are not liable for extra charges.
If you or your nominee fail, through no fault of ours, to take delivery of the Services at the Delivery Location, we may charge the reasonable costs of storing and re-delivering them.
The Goods will become your responsibility from the completion of delivery or Customer collection or completion of each of the stages of installation. You must, if reasonably practicable, examine the Goods before accepting them.

Risk and Title

Risk of damage to, or loss of, any Goods will pass to you when the Goods are delivered to you.
You do not own the Goods until we have received payment in full. If full payment is overdue or a step occurs towards your bankruptcy we can not be included in bankruptcy matters in any way, we can choose, by notice to cancel any future delivery and end any right to use the Goods still owned by you, in which case you must remit payment immediately barring conditions of the Order and Invoice including but not limited to installed products being full and final sale.

Withdrawal and cancellation

You can withdraw the Order by telling us before the Contract is made, if you simply wish to change your mind and with or without giving us a reason, and without incurring any liability unless products or services have been rendered where all products or services shall be invoiced immediately and prompt payment must be made within 5 days and is non-negotiable under no circumstances.
You can cancel the Contract except for any Goods which are made to your special requirements by telling us no later than 5 calendar days from the day the Contract was entered into. If you simply wish to change your mind and with or without giving us a reason, and without liability, except in that case, you must return to any of our business premises the Goods in undamaged and unopened condition at your own expense. Then we must without delay refund to you the price for those Goods which have been paid for in advance, but we can retain a 20% restocking/returning fee for any goods provided and any separate delivery charge. This does not affect your rights when the reason for the cancellation is any defective Goods. Services separate from Goods are non-refundable and are considered final sale. Goods deemed not to be defective or damaged or used for more than 5 days including during installation are non-refundable and are considered final sale.

Conformity and Guarantee

We have a legal duty to supply the Goods in conformity with the Contract, and will not have conformed if it does not meet the following obligation set out on the Order.
Upon delivery, the Goods will:
1. be of satisfactory quality as deemed by the supplier's quality and control policies;
2. be reasonably fit for any particular purpose for which you buy the Goods which, before the Contract is made, you made known to us (unless you do not actually rely, or it is unreasonable for you to rely, on our skill and judgment) and be fit for any purpose held out by us or set out in the Contract; and
3. conform to their description.
4. Supplier deems the Goods as non-refundable and final sale.
It is not a failure to conform if the failure has its origin in your materials.
We will supply the Services with reasonable skill and care. Any damages that were caused due to installation or access to install are the responsibility of the customer and not the supplier and shall not be liable for any damages hereafter.
We will immediately, or within a reasonable time, give you the benefit of the free guarantee given by the manufacturer of the Goods. Details of the guarantee, including the name and address of the manufacturer, the duration and territorial scope of the guarantee, are set out in the manufacturer's guarantee provided with the Goods. This guarantee will take effect at the time the Goods are supplied by our vendor, and will not reduce your legal rights.
We will provide the following after-sales service: Only Maintenance of equipment installed or operated by Woodard Professional Companies. If contract is severed prior to the full completion of contract work, all previous work shall be invoiced, and paid in full (NON-NEGOTIABLE) no court order, bankruptcy or consumer proposal may affect the amount due. Only Business Owner Brandon M. B. Woodard may make changes to amount owing with no bullying or duress or pressure or court order to Business Owner may be applied.
In relation to the Services, anything we say or write to you, about us or about the Services, is a term of the Contract (which we must comply with only if we notified you in writing) if you take it into account when deciding to enter this Contract, or when making any decision about the Services after entering into this Contract. Anything you take into account is subject to anything that qualified it and was said or written to you by us or on behalf of us on the same occasion, and any change to it that has been expressly agreed to by the Supplier (before entering this Contract or later).

Duration, termination and suspension

The Contract continues as long as it takes us to perform the Services.
Either you or we may terminate the Contract or suspend the Services at any time by a written notice of termination or suspension to the other if that other:
1. commits a serious breach, or series of breaches resulting in a serious breach, of the Contract and the breach either cannot be fixed or is not fixed within 30 days of the written notice; or
2. is subject to any step towards its bankruptcy or liquidation notwithstanding the customer liable for payment to the supplier.
On termination of the Contract for any reason, any of our respective remaining rights and liabilities will not be affected.
Any customer that ends up applying for bankruptcy, consumer proposal or court proceedings please note that they are not covered or allowed for any reason to add our company to the proceedings for bankruptcy, consumer proposal or court proceedings of any kind. Failure may result in a fine of up to $250,000 from our company. If Supplier ends up requiring a lawyer for any matters Customer will be fined up to $2,000,000 and court costs plus applicable taxes.
Any customer violating any terms or conditions set out here agrees to a fine of up to $2,500. If Supplier ends up requiring a lawyer for any matters Customer will be fined up to $2,000 and court costs plus applicable taxes.

Privacy

Your privacy is critical to us. We respect your privacy and comply with the General Data Protection Regulation with regard to your personal information.
These Terms and Conditions should be read alongside, and are in addition to our policies, including our privacy policy and cookies policy which can be found on our website.
For the purposes of these Terms and Conditions:
1. 'Data Protection Laws' means any applicable law relating to the processing of Personal Data, including, but not limited to the Personal Information Protection and Electronic Documents Act (S.C. 200, c. 5).
2. 'GDPR' means the General Data Protection Regulation or Privacy Act (R.S.C. 1985, c. P-21).
3. 'Data Controller', 'Personal Data' and 'Processing' shall have the same meaning as in the GDPR.
We are a Data Controller of the Personal Data we Process in providing the Services and Goods to you.
Where you supply Personal Data to us so we can provide Services and Goods to you, and we Process that Personal Data in the course of providing the Services and Goods to you, we will comply with our obligations imposed by the Data Protection Laws:
1. before or at the time of collecting Personal Data, we will identify the purposes for which information is being collected;
2. we will only Process Personal Data for the purposes identified;
3. we will respect your rights in relation to your Personal Data; and
4. we will implement technical and organisational measures to ensure your Personal Data is secure.
For any enquiries or complaints regarding data privacy, you can contact our Data Protection Officer at the following e-mail address: legal_team@woodardcomp.com. Subject: ATTN: Data Protection Officer.

Successors and our sub-contractors

Either party can transfer the benefit of this Contract to someone else, and will remain liable to the other for its obligations under the Contract. The Supplier will not be liable for the acts of any sub-contractors who it chooses to help perform its duties. Any sub-contractors must have their own liability insurance that covers the Supplier and any contract work for up to $5,000,000. The Customer remains liable for any obligations set out no matter and successor or sub-contractors involved.

Circumstances beyond the control of either party

In the event of any failure by a party because of something beyond its reasonable control:
1. the party will advise the other party as soon as reasonably practicable; and
2. the party's obligations will be suspended so far as is reasonable, provided that that party will act reasonably, and the party will not be liable for any failure which it could not reasonably avoid, but this will not affect the Customer's above rights relating to delivery and the right to cancel below. This shall also not affect the Supplier's rights for due payment within a reasonable amount of time and shall not be negotiable under any circumstances.

Excluding liability

We do not exclude liability for: (i) any fraudulent act or omission; or (ii) death or personal injury caused by negligence or breach of the Supplier's other legal obligations. Subject to this, we are not liable for (i) loss which was not reasonably foreseeable to both parties at the time when the Contract was made, or (ii) loss (ex. loss of profit) to your business, trade, craft or profession which would not be suffered by a Consumer - because we believe you are not buying the Services and Goods wholly or mainly for your personal, business, trade, craft or profession.
All Liability will be determined solely by us The Supplier and will not and can not be changed by court proceedings or any other legal matters whether government or judicial.

Governing law, jurisdiction and complaints

The Contract (including any non-contractual matters) is governed by the law of Ontario and The law of Canada within reason and may only be changed by the Supplier under no court proceedings.
Disputes can be submitted to our Legal Team at legal_team@woodardcomp.com only proper disputes filed within 5 days will be looked over, accepted, changed, or rejected. The Suppliers Legal Team can make an order for any changes to any Invoices. No court proceedings can change the decision set out by The Suppliers Legal Team.
We try to avoid any dispute, so we deal with complaints as follows: If a dispute occurs customers should file a dispute form available on our website within 5 days including weekends.
Any complaints or discrepancies can only be changed by the supplier and shall not be force-ably changed by force, bullying, bankruptcy, consumer proposal or court order. By proceeding with services and goods supplied by the supplier you are hereby bound by all conditions hereinafter and the customer shall be liable for any and all fees associated or invoiced by the supplier.
Non-compete clauses and confidentiality clauses are therefore not enforceable upon the Supplier. Any Contractual or Non-contractual disagreements must be submitted in-full to legal_team@woodardcomp.com ATTN:Contract Dispute. Any disagreements will only be decided by the owner of The Supplier without the threat of Loss of income or any other court proceedings.
Any proceedings must only be filed, and court proceedings MUST take place in Brantford, Ontario, Canada. No other proceedings in any other jurisdiction can be enforced upon The Supplier. Any legal proceedings also must attach an up-to-date copy of our Terms and Conditions of Service as an exhibit ‘A’ to the filing as these Terms and Conditions of Service is the agreement that is enforceable upon The Client.
Bad reviews on social media is 100% unacceptable and can be grounds for court proceedings being filed by The Supplier against the Client. Any complaints must be sent via email to admin@woodardcomp.com ATTN: Service Complaint. All complaints will be reviewed and attempted to be rectified. Malicious or Fraudulent Reviews will be met with serious fines imposed by The Supplier. If not rectified within 5 business days, a fine of $100 plus HST 13% will be imposed per day until it is rectified. Failure to rectify and pay imposed fines will result in amount owing be sent to a collections agency and will affect your credit in a negative manner.

Govern yourself appropriately.