1CLICK HEATING & COOLING INC. (the “Company”)
TERMS & CONDITIONS
PLEASE READ THESE TERMS & CONDITIONS (these “Terms”) CAREFULLY. THESE TERMS GOVERN THE RELATIONSHIP BETWEEN YOU, THE PROPERTY OWNER OR AUTHORIZED REPRESENTATIVE OF THE PROPERTY OWNER (the “Customer”) AND THE COMPANY REGARDING THE PURCHASE, PRE-INSPECTION, DELIVERY AND INSTALLATION OF HEATING, VENTILATION, AND AIR CONDITIONING (“HVAC”) EQUIPMENT (the “Services”), AT THE ADDRESS SET FORTH IN THE INVOICE (the “Property”). UPON PAYING THE DEPOSIT OR OTHERWISE RECEIVING SERVICES FROM THE COMPANY, YOU ACKNOWLEDGE AND AGREE TO BE BOUND BY THESE TERMS.
1.0 Applicability
1.1 Subject to any changes by the Company to the scope of the Services, pricing or fees, which shall be in writing and delivered to the Customer, these Terms comprise the entire agreement for Services and supersede all prior agreements, negotiations, representations and warranties, and communications, both written and oral.
2.0 Services and Services Providers
2.1 The scope of the Services agreed upon between the Company and the Customer shall be set out in the quote with all associated pricing and fees (such pricing and fees being subject to change or amendment in accordance with these Terms) and delivered to the Customer.
2.2 The Services will be performed by qualified professionals authorized by the Company, and may include contractors, subcontractors, and employees of the Company (“Service Providers”).
3.0 Purchases of HVAC Equipment
3.1 HVAC equipment may be purchased or ordered from the Company on the Company’s website or by telephone. The Company reserves the right to accept or decline any request to purchase or order HVAC equipment or Services in its sole discretion.
3.2 By purchasing HVAC equipment from the Company, the Customer confirms that they are the owner of the Property or have obtained the necessary authorization from the owner of the Property for the purchase, delivery and installation of the HVAC equipment.
3.3 Any pricing and fees for Services provided on the Company’s website, quoted to the Customer by telephone, or set out in an initial invoice may not reflect the final amount for Services, and may be subject to change or amendment by the Company in accordance with these Terms. The Company reserves the right to change or amend the pricing and fees for the Services by delivering an amended or additional invoice to the Customer.
4.0 Invoicing and Payments
4.1 The Customer shall pay the invoiced amounts as follows:
(a) a deposit of twenty-five percent (25%) of the invoiced amounts shall be due and payable upon delivery of the invoice:
(b) a payment of fifty percent (50%) of the invoiced amounts shall be due and payable upon scheduling the installation date.
(c) the remaining balance shall be due and payable on the date of delivery and installation.
4.2 Failure to settle outstanding balances by the due date will incur a monthly late fee of two point five percent (2.5%) applied to the overdue amount
4.3 In the event the customer elects to finance their purchase through a group designated by the Company, a commitment deposit will be required by the Customer, and returned by the Company in full within ten (10) business days of the completion of the installation.
4.4 On the date of delivery and installation, the Company may request a credit card pre-authorization for any amount owing on the delivery and installation date, and a hold may be placed on the authorized credit card for such amount. No charges shall be processed until the completion of delivery and installation. If the Customer does not consent to the pre-authorization and hold, or the pre-authorization is declined for insufficient funds or any other reason, the Company
5.0 Pre-Inspection
5.1 The Customer acknowledges that the pre-inspection is an essential part of the Services and is conducted to assess the compatibility of the HVAC equipment with the Customer’s Property and to identify any necessary modifications to the Property required for the successful installation. Under certain circumstances where appropriate, the pre-inspection may be completed virtually.
5.2 The pre-inspection will be scheduled by the Company and Customer at a mutually agreed upon date and time. On the date of the pre-inspection, the Customer or a representative for the Customer, must be present at the Property during all times that Service Providers are on-site.
5.3 The Company will make reasonable efforts to complete the pre-inspection on the agreed upon date. However, unforeseen circumstances may cause delays, and the Company reserves the right, without being in breach of these Terms, to reschedule the pre-inspection at another mutually agreed upon date and time. The Company shall not be held liable for any resulting inconvenience, loss or damage that may arise due to the Company’s inability to complete the pre-inspection on any agreed upon date.
5.4 During the pre-inspection, Service Providers may determine that the HVAC equipment is incompatible with the Property’s specifications, configuration, or existing infrastructure, and in such circumstances the Company or Service Providers may:
(a) recommend alternative HVAC equipment that may be suitable for installation; and/or
(b) identify any necessary modifications, retrofits, or renovations to the Property to complete installation.
5.5 After the pre-inspection is performed, if it is determined by the Company that the completion of the Services is not feasible for any reason, the Company may terminate the Services. In such event, the Company shall refund amounts paid to date by the Customer.
6.0 Delivery and Installation
6.1 Delivery and installation will be scheduled following the completion of the pre-inspection for a mutually agreed upon date and time. On the date of delivery and installation, the Customer, or the Customer’s representative, must be present at the Property during all times that Service Providers are on-site. If the Customer chooses to have a representative instead of being present themselves, the representative will be deemed to have full authority to make decisions on behalf of the Customer.
6.2 The Company will make reasonable efforts to complete delivery and installation on the agreed upon date. However, unforeseen circumstances may cause delays, and the Company reserves the right, without being in breach of these Terms, to reschedule delivery and installation at another mutually agreed upon date and time. The Company shall not be held liable for any resulting inconvenience, loss or damage that may arise due to the Company’s inability to complete delivery and installation on any agreed upon date.
7.0 Customer Obligations
7.1 The Customer shall:
(a) make every effort to cooperate with the Company, including its Service Providers, in all matters relating to the Services and provide such access to the Customer’s Property, and other facilities as may reasonably be requested by the Service Providers, for the purposes of performing the Services;
(b) respond promptly to any request to provide direction, information, approvals, authorizations, instructions or decisions that are reasonably necessary for the Company and its Service Providers to perform the Services;
(c) provide such materials or information as the Company or Service Providers may request to carry out the Services in a timely and effective manner, and ensure that such materials or information are complete and accurate in all material respects;
(d) abide by any scheduled pre-inspection and delivery and installation dates that have been agreed upon by the Customer and the Company;
(e) treat the Company and its Service Providers with respect, courtesy and professionalism during all sales or customer service calls, pre-inspections, deliveries and installations, and during any other interactions with the Company and its Service Providers; and
(f) ensure the Property, facilities and areas where the HVAC equipment will be installed are safe, clean and free of clutter and debris for Service Providers while they are on-site.
7.2 If at any time, the Customer fails to perform their obligations in accordance with, or otherwise defaults under or breaches these Terms, the Company reserves the right to:
(a) suspend or delay the Services until such time that the Company deems the Customer to be in compliance with their obligations and these Terms; or
(b) terminate the Services;
and such suspension, delay, or termination of the Services by the Company shall not cause the Company to be in violation of any of its obligations or liable for any resulting costs, damages, or losses sustained by the Customer. The Customer agrees that such a breach will result in the forfeiture of their deposit.
8.0 Rescheduling, Cancellation and Termination
8.1 The Customer may cancel their order or otherwise terminate the Services by notifying the Company in writing or by telephone within seventy-two (72) hours of paying the initial deposit, without penalty, cancellation fee, or costs for work performed. Any deposit paid to the Company by the Customer shall be returned within ten (10) business days.
8.2 If the Customer cancels their order or otherwise terminates the Services by notifying the Company in writing or by telephone after more than seventy-two (72) hours of paying the initial deposit, the Customer shall be charged for any and all work performed by the Company including attendances for pre-inspection and delivery and installation, and any costs incurred by the Company in the provision of the Services. Such charges shall be deducted from the Customer’s deposit and any balance shall be returned by the Company within ten (10) business days.
9.0 Warranty and Limitation of Liability:
9.1 Except as expressly set forth in these Terms, the Company makes no representations or warranties of any kind, express or implied, by law, course of dealing or otherwise, as to the quality, capabilities, performance, or suitability of any HVAC equipment purchased by the Customer, including but not limited to warranties and conditions of merchantability or fitness for a particular purpose.
9.2 The Company does not manufacture any HVAC equipment or other products that may be purchased by the Customer from the Company. All HVAC equipment and other products are sold will include only a manufacturer’s warranty, as provided in any manufacturer’s documentation that accompanies such HVAC equipment during delivery and installation. If such manufacturer warranty requires registration, the Customer shall be solely responsible for registering the manufacturer warranty, and the Company shall not be liable for any losses or damages that arise out of the Customer’s failure to do so. In some circumstances, the Company will assist the Customer with the warranty process to ensure compliance. The Company warrants that all workmanship shall be free of defects for a period of one (1) year from the installation date (the “Warranty Period”). The Company agrees to correct promptly, at its own expense, any defects in workmanship which appear during the Warranty Period. In cases where the Customer resides in a remote area, or an area not commonly serviced by the Company, warrant work will be provided at the earliest possible opportunity.
9.3 In no event shall the Company be liable to the Customer or any third party for any loss, or any consequential, incidental, indirect, exemplary, aggravated, or punitive damages, whether arising out of breach of contract, tort (including negligence) or otherwise, regardless of whether such damage was foreseeable and whether or not the Company has been advised of the possibility of such damage, and notwithstanding the failure of any agreed or other remedy of its essential purpose.
9.4 In no event shall the Company’s aggregate liability arising out of or related to these Terms, or the Services, whether arising out of breach of contract, tort (including negligence) or otherwise, exceed the aggregate amounts paid or payable to the Company.
10.0 Indemnification
10.1 The Customer shall indemnify, defend, and save and hold the Company harmless from any and all claims, suits, obligations, damages, losses, costs and expenses (including, without limitation, reasonable legal fees), demands, liabilities, penalties, fines and forfeitures of any nature whatsoever that may be incurred by the Company or its representatives. The foregoing indemnity provision shall survive the cancellation or termination of the Services as to all matters arising or accruing prior to such cancellation or termination and the foregoing shall survive in the event the Company elects to exercise any of the remedies as provided under these Terms following default hereunder.
11.0 Enforcement
11.1 Upon default by the Customer of any of these Terms, the Company may in its sole discretion exercise any and all rights, powers, remedies and recourses available to it under these Terms.
11.2 The Customer agrees to pay all costs, charges, and expenses reasonably incurred by the Company, whether directly or for services rendered (including reasonable solicitors cost and other legal expenses) in enforcing its rights, these Terms, and collecting any and all amounts owed to it for the provision of the Services.
11.3 These Terms 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.
11.4 Any legal suit, action, litigation or proceeding arising out of or relating to the Services or these Terms shall be instituted in the courts of the Province of Ontario and the Company and Customer irrevocably submit to the exclusive jurisdiction of such courts in any such suit, action, litigation or proceeding.
