1. Online Incorporation Service
(a) Cancellation of Incorporation Order
The Customer may cancel its incorporation order at any time before the incorporation is completed. As used herein, an incorporation shall be considered “completed” at the time that the necessary incorporation filing is submitted to the government. No order may be cancelled thereafter.
All fees are non-refundable except as otherwise expressly provided herein. If an order is cancelled before the incorporation is completed, Simply Legal will refund the portion of the Customer’s payment that represents the unpaid government fee. The balance of our fees will be kept by Simply Legal and shall be considered earned at the time of cancellation. No refund will be made if the Customer attempts to cancel its order after the incorporation is completed.
(b) No Professional Advice
Simply Legal’s client in connection with its incorporation services is the corporation being created. Simply Legal will not provide any legal, tax or other professional advice in connection with any of its services. Simply Legal will simply assist the Customer with its incorporation based on the instructions and information the Customer provides to us, which Simply Legal will use on an “as is” basis without any independent verification so it is important that the Customer ensures its instructions and information are correct.
The information contained on our website or otherwise provided by us to the Customer is intended only as general information and should not be received as applying to any particular situation or set of circumstances and should not be received as being everything a person should know or should consider prior to incorporating. We recommend that all parties involved in any of our online services obtain independent advice regarding their particular situation and circumstances before using our services.
(c) Corporate Name and Infringement
The Customer is responsible for ensuring that the name of its corporation will not infringe upon the rights of any other person or legal entity. Before proceeding with our online service, the Customer should look into the existence of any business names, trade-names, trade-marks or corporate names that are similar to the name the Customer intends to use for its corporation. The Customer should not rely solely on government approval of its name choice.
Simply Legal is not responsible for looking into whether any similar names or trade-marks exist that may be infringed upon and will not provide any advice to the Customer regarding such matters.
(d) Incorporation Authorization
By completing and submitting an online incorporation form, the Customer irrevocably authorizes and directs Simply Legal to proceed with the incorporation contemplated thereby.
As part of each British Columbia incorporation Simply Legal will take the first share in the corporation and then immediately upon incorporation Simply Legal will surrender the share to the corporation for cancellation so Simply Legal will no longer be a shareholder. This is a standard incorporation practice in British Columbia and as your incorporator this is required. The records you’ll receive with your reporting package will include the documents that will put in place the actual shareholders of your corporation as instructed in your online form.
All deliveries by Simply Legal will be made by a reputable courier to the address (as hereinafter used, the “delivery address”) indicated by the Customer in the incorporation form for such purpose at the Customer’s sole risk, including, without limitation, risk of loss, destruction and wrong or non-delivery.
Simply Legal is not required to make a delivery to any particular person. The Customer is deemed to appoint the individual who receives the delivery at the delivery address for such purpose.
Deliveries that cannot be delivered for any reason may be handled in accordance with the courier’s usual practices at the Customer’s expense. If the delivery is returned to Simply Legal for any reason, the Customer will be responsible for making other arrangements for delivery at the Customer’s expense.
All Content, including without limitation all designs, graphics, pictures, illustrations, software, artwork, video, music, sound, names, words, titles, phrases, logos and marks displayed on our website, are owned or licensed by Simply Legal and are protected by copyright, trade-mark and other intellectual property laws and treaty provision laws.
The Customer will not use our website or its content for purposes other than for the purposes contemplated thereby. Any reproduction, retransmission, distribution, sale, republication, modification, translation of or creation of derivative works based on our website or its content, in whole or in part, and any decompilation, disassembly, reverse engineering or other exploitation of our website is strictly prohibited.
(c) Third Party Websites
Our website may provide links to third party websites. Simply Legal does not endorse the information contained on those websites or guarantee their quality, accuracy, reliability,
completeness, currency, timeliness, non-infringement, merchantability or fitness for any purpose. The content in any linked website is not under Simply Legal’s control, and if the Customer chooses to access any such website, the Customer will do so entirely at its own risk.
Simply Legal uses 128 bit SSL encryption as a safeguard for information entered on our website but does not guarantee the confidentiality of such information during transmission. No encryption safeguard is used for communications made by way of email. All email transmissions are made at the Customer’s risk.
3. Disclaimer of Warranties
To the fullest extent permitted by applicable law, Simply Legal expressly disclaims all representations, warranties and conditions, express or implied, including, but not limited to, implied warranties and conditions of merchantability, fitness for a particular purpose, performance, timeliness, accuracy or completeness, all of which are hereby disclaimed by Simply Legal to the fullest extent permitted by law. The downloading of content from our website is done at the Customer’s own risk. Simply Legal cannot and does not guarantee or warrant that our website or its content will be free of viruses, worms, trojan horses or disabling devices or other code that manifests contaminating or destructive properties. The Customer is responsible for implementing safeguards to protect the security and integrity of the Customer’s own computer system.
4. Limitation of Liability
In no event shall Simply Legal be liable for any damages that exceed the amount actually paid to Simply Legal by the Customer. In other words, any damages that may be awarded to the Customer shall be limited to the amount actually paid by the Customer to Simply Legal with respect to the services in question.
Simply Legal shall not be liable for any losses or damages caused by events beyond Simply Legal’s control and, to the fullest extent permitted by applicable law, under no circumstances shall Simply Legal be liable for any indirect, incidental, consequential, special, exemplary or punitive damages, including loss of profits, use or data, regardless of whether or not Simply Legal is advised of the possibility of any such damages.
6. Governing Law and Jurisdiction
Our website and online services are intended for use only in jurisdictions where they may lawfully be offered for use.