Terms of Use.

Effective as of January 2020

1. Object and acceptance

Welcome to goPeer.ca, a website (the “Site”) owned and operated by goPeer Corporation d.b.a. goPeer (“Company” or “we/us/our”). The following terms and conditions (“Terms of Use”) set forth your and Company’s rights and obligations regarding your access to and use of the Site. BY USING THE SITE, YOU AGREE TO BE BOUND BY AND COMPLY WITH THESE TERMS OF USE. IF YOU DO NOT AGREE TO ANY PART OF THESE TERMS OF USE, DO NOT USE THE SITE.

The Site offers a peer-to-peer lending platform that connects creditworthy individuals looking for a loan with people looking to invest, allowing Canadians to invest or borrow money (“Services”). THE SERVICES OFFERED THROUGH THE SITE ARE SUBJECT TO ADDITIONAL TERMS AND CONDITIONS.

2. Age restriction

If you have not reached the age of majority in your province or territory of residence, you must refrain from using the Site.

3. Definitions

Unless the context dictates otherwise, when used in these Terms of Use, the following terms mean:

“Company“: goPeer Corporation and, where applicable and when the context so requires, any wholly-owned subsidiary of Company;

“Content“: Any information, text, image, graphics, video, user or visual interface, trademarks, sounds, artwork, computer code, Document or Data, published, disseminated or accessible through the Site;

“Document“: Any file in any format and on any medium whatsoever accessible on the Site;

“Data”: means any information created, generated, communicated or maintained in connection with access to and use of the Site or otherwise in connection with the performance of these Terms of Use.

“User(s)“: Any person accessing or using the Site, including you, whether as a borrower or an investor;

“Transactions”: Any transfer of funds between you and Company in connection with the Services;

“You/your/yours” (with or without capitalization): These terms refer to you specifically;

4. Prohibited uses of the site

You may not use the Site or any Content for any purpose that is unlawful or prohibited by these Terms of Use.

You must refrain from any action that may affect the accessibility, security, integrity and functionality of the Site or Services, including without limitation:

Any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Site or Company’s systems or networks, or any systems or networks connected to the Site or to Company’s systems or networks;
Any attempt by any means to probe, scan or test the vulnerability of the Site or any network connected to the Site, or to breach the security or authentication measures on the Site or any network connected to the Site;
Any attempt by any means to interfere with the proper working of the Site, any Transaction being conducted on or via the Site or any other User’s use of the Site or Services.

You must refrain from any attempt by any means to gain unauthorized access to other Users’ accounts or Data, any portion or feature of the Site or any other systems or networks connected to the Site, including any Company server, or any of the services offered via the Site.

You must also refrain from:

Using any “deep-link”, “page-scrape”, “robot”, “spider” or similar automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Site or any Content;
Reproducing or circumventing by any means the navigational structure or presentation of the Site or any Content;
Obtaining or attempting to obtain any Data or Documents by any means not purposely made available through the Site at Company’s discretion.

5. Creation, login and use of account

To create a User account on the Site, you must complete the registration form on the Site. Company reserves the right to accept or decline the creation of your User account. You will be required to create a username and password to identify yourself when logging onto the Site.

You agree: (i) not to impersonate any person, (ii) not to create a false identity, and (iii) to update the information provided in case of modification. In addition, you will not create an account for anyone other than yourself, provide any email address that you do not own, or create multiple accounts.

You are responsible for maintaining the confidentiality and security of your access code and password allowing you to connect to your User account (the “Identifiers“). You must maintain the security and confidentiality of your Identifiers at all times and not disclose them to anyone or allow anyone else to use them. You must ensure that any use of the Identifiers is in accordance with these Terms of Use. Once you have accessed the Site using Identifiers, you will not leave the device used to access the Site without first logging out of your account and closing the browser window.

You assume sole responsibility for any activity resulting from the use of your Identifiers by any person who may have obtained them by any means. Company has no obligation to verify the true identity or authority of any person using Identifiers to access and use the Site. Company will be able to act upon and comply with any communication made or instructions given in connection with the use of the Identifiers. Any access to or use of the Identifiers will be deemed to have been made by the actual account holder associated with the Identifiers. However, Company may, in its sole discretion, verify the identity of any person seeking to access and use the Site.

You will notify us immediately by sending a message to this effect to [email protected] if you know or suspect that your Identifiers have been lost, stolen, are known to another person or are being used by another person.

6. Termination or suspension of account

Company may, in its discretion, at any time, without prior notice or liability to you or any other person, terminate or suspend, and block your access to, your User account if it has reasons to believe that you are infringing these Terms of Use, using the Site or the Services in an unlawful manner or as means to unlawful ends, or if suspension is necessary to prevent or avoid harm to any third party.

If your User account is terminated or suspended for any reason, this agreement and any other then existing agreements between you and Company will continue to apply and be binding upon you regarding your access to and prior use of the Site and Services as the case may be.

7. Communications to registered users.

When you create a User account, you confirm that the email address you provide as well as your User account itself are and will at all times be active addresses to which you agree to receive documents and information intended for you, including offers and promotions that will be sent to you as part of your access to or use of the Site. It is your responsibility to ensure the email address remains operational and you must immediately inform us of any changes to your email address.

Except where the law requires the use of paper form or another means of communication, as the case may be, you agree that Company may deliver communications and documentation to you electronically over the Internet by either emailing them to the email address you have provided or by posting them on your User account, and such communications and documentation will be deemed to be delivered to you, whether or not you elect to open or view them.

These communications and documentation may include account statements, Transaction confirmations, and other documents or information relating to the activities and status of your account. You hereby acknowledge that it is your obligation to monitor your account, including the My Documents section, on a regular basis (at least every fifteen days). Every account statement, Transaction confirmation or other communication delivered by us to you shall be deemed to have been acknowledged as correct, approved and consented to by you, unless we receive written notice to the contrary within fifteen days after it was delivered to you.

You may request a paper copy of any documents delivered electronically for a fee by contacting us. We reserve the right to charge you for preparation and delivery of documents by means other than electronic.

8. Services

Once your User account has been created, you may apply to use the Services as a borrower and/or an investor, subject to Company’s discretionary approval of your application and any additional terms and conditions as applicable depending on the nature of the Services requested.

Although individuals from all jurisdictions may complete the User account registration process to access the Site where permitted by law, the Site and the Services are only directed at and offered to parties residing or having their principal place of business in one of the provinces or territories of Canada. As such, only parties residing or having their principal place of business in one of the provinces or territories of Canada may be eligible to become a borrower or an investor. The foregoing is subject to applicable securities law and regulation in force in all jurisdictions.

9. Transactions

Users who use the Services agree that (i) Transactions will be conducted electronically over the Internet, and that (ii) statements, disclosures and other communications regarding Transactions will be communicated electronically over the Internet as described in accordance with these Terms of Use, save where specifically required otherwise by applicable law.

We will only authorize transfers of funds to authorized deposit accounts with Canadian financial institutions held in your name. The deposit account indicated in your User account registration form upon will be set as your authorized deposit account by default. It is your responsibility to ensure this deposit account remains operational and you must immediately inform us of any changes to your deposit account.

10. Site availability

Company aims to ensure the highest possible availability of the Site, but cannot guarantee uninterrupted access and availability. Company reserves the right to interrupt the availability of the Site, including but not limited to the following:

For the purposes of maintaining the Site, including updates;
For the improvement and installation of new functionalities;
For the verification and audit of the proper functioning and use of the Site;
In the event of a breakdown or risk of breakdown

11. Intellectual property

All Content, including but not limited to the design, structure, “look and feel” and arrangement of such Content, contained on the Site is owned, controlled or licensed by or to Company, and is protected by various intellectual property rights and unfair competition laws.

The use of the Site does not confer upon you any title of ownership or license to use any Content. Under no circumstances may you modify or create derivative works from the content to which you have access on the Site. No part of the Site and no Content may be copied, reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way to any other computer, server, Web site or other medium for publication or distribution or for any commercial enterprise, without Company’s express prior written consent.

You may use information and documentation purposely made available by Company for downloading from the Site, provided that you (1) do not remove any proprietary notice language in all copies of such documents, (2) use such information and documentation only for your personal, non-commercial informational purpose, (3) make no modifications to any such information and documentation, and (4) make no additional representations or warranties relating to such information and documentation.

12. Personal information

By accepting these Terms of Use and each time you use the Site, you consent to Company’s collection, use and disclosure of your personal information in accordance with its Privacy Policy, available at https://gopeer.ca/privacy-policy/, and which forms an integral part of these Terms of Use. Company may change its Privacy Policy at any time and may notify you by posting a notice on the Site.

Company will notify you immediately in the event of any incident that may involve the privacy or security of your data or documents, including any act of piracy by a third party. In such an event, you agree to take all necessary steps to minimize any harm that may result.

13. Disclaimer of liability

COMPANY MAKES NO REPRESENTATION OR WARRANTY REGARDING THE COMPLETENESS, SUITABILITY OR ACCURACY OF THE INFORMATION ON THIS SITE FOR ANY PURPOSE. ALL SUCH INFORMATION IS PROVIDED BY COMPANY ON AN “AS IS” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. COMPANY FURTHER DISCLAIMS ALL LIABILITY FOR ANY ERRORS OR OMISSIONS IN THE INFORMATION AT THIS SITE, FOR ANY ACTION TAKEN OR NOT TAKEN BY THE USER IN CONNECTION WITH THIS SITE, FOR ANY DAMAGE TO THE USER’S COMPUTER EQUIPMENT OR DATA, OR FOR ANY OTHER DAMAGE SUFFERED BY THE USER IN CONNECTION WITH THIS SITE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF DAMAGES, SO SOME USERS MAY NOT BE COVERED BY THE ABOVE EXCLUSION.

14. No offering or advice

UNDER NO CIRCUMSTANCES SHOULD ANY INFORMATION ON THIS SITE BE CONSTRUED AS A PUBLIC OFFERING OF SECURITIES IN ANY JURISDICTION. THE CONTENTS ARE PROVIDED SOLELY FOR INFORMATIONAL PURPOSES AND SHOULD NOT BE INTERPRETED AS A RECOMMENDATION OR AS GENERAL OR SPECIFIC FINANCIAL, LEGAL, TAX, INVESTMENT OR PROFESSIONAL ADVICE APPLICABLE TO ANY USER, BORROWER OR INVESTOR’S SPECIFIC CIRCUMSTANCES. THE CONTENTS MAY NOT BE RELIED UPON FOR INVESTMENT PURPOSES AND WE RECOMMEND THAT YOU CONSULT YOUR OWN PROFESSIONAL ADVISORS REGARDING USE OF THE SITE FOR ANY PURPOSE.

15. Indemnification

You agree to indemnify, hold harmless and defend the Company and each of its respective advertisers, agents, officers, suppliers, directors, shareholders, employees, service providers and other contractors from and against all expenses, costs, fees, losses, claims, actions, demands, investigations, damages, obligations and liabilities of any kind incurred as a result of your breach of these Terms of Use or the Privacy Policy. You agree to cooperate with the Company in the contestation of any such claim, action, demand or investigation.

16. Assignment

Company may assign its rights and obligations hereunder. You may not assign your rights and obligations hereunder or the privileges granted to your User account in any form.

17. Amendments

The Company may amend these Terms of Use from time to time and notify you by a notice to that effect published on the Site or sent to the email address associated with your User account. Your access to or use of the Site following such publication or transmission of the notice will confirm that you agree to be bound by the Terms of Use as amended. If you do not agree to the modifications made, you must cease all use of and access to the Site.

18. Links to other sites

This Site may contain links to websites of other independent third-parties (“Third-Party Site(s)”). Links to such Third-Party Sites are provided solely as a matter of convenience. They are not under Company’s control, we are not responsible for them and we do not endorse their content, including any information or materials contained on any Third-Party Site. You will need to review the terms of use posted on such Third-Party Sites and exercise your own judgment.

19. Applicable laws and dispute resolution

These Terms of Use (including the Privacy Policy) are governed by the laws of the Canadian province or territory where you reside and the federal laws of Canada applicable therein, and you and Company both irrevocably attorn to the jurisdiction of the courts of the such province or territory.

If you reside outside Canada, these Terms of Use are governed by the laws applicable in Ontario, and you and Company both irrevocably attorn to the jurisdiction of the courts of Ontario.

20. Complete agreement

These Terms of Use (including the Privacy Policy) supersede any other agreement, written or oral, that may exist between you and the Company regarding access to and use of the Site.

21. Contact us

If you have any questions, comments, complaints or concerns regarding these Terms of Use, we invite you to communicate with us using the contact details available at https://gopeer.ca/contact-us/.