Website Terms and Conditions of Use

1. Acceptance of the Website Terms and Conditions of Use

These website terms and conditions of use for www.getguildyn.com constitute a legal agreement and are entered into by and between you and Guildyn Technologies Ltd. ("Guildyn", "Company," "we," "us," "our"). The following terms and conditions, together with any documents and/or additional terms they expressly incorporate by reference (collectively, these "Terms and Conditions"), govern your access to and use of, including any content, functionality, and services offered on or through www.getguildyn.com (the "Website").

By using this Website, you represent and warrant that you are of the legal age of majority under applicable law to form a binding contract with the Company and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Website.

2. Guildyn

Guildyn is an AI-powered, coordination-first renovation platform that connects users seeking home improvement services ("Homeowners") with skilled trade professionals and apprentices ("Trades Professionals") tailored to Homeowners' specific needs, such as location, project requirements, budget, and availability, for small to medium renovation projects. Homeowners may bring the Trades Professionals they already work with into a project on the Website, Trades Professionals may bring their own clients into a project, or Homeowners may ask Guildyn to recommend Trades Professionals from its network. Only Trades Professionals recommended by Guildyn have been vetted by Guildyn. Trades Professionals invited directly by a Homeowner, or who bring their own clients, are not vetted by Guildyn; they self-attest their licensing and insurance, and the Website labels them as not Guildyn verified.

Guildyn is not a party to the contracts between Homeowners and Trades Professionals. You understand that Guildyn is not a party to any contract made between Homeowners and Trades Professionals. At all times, Homeowners and Trades Professionals are responsible for evaluating their contracts and the other Homeowners and Trades Professionals with whom they choose to enter into such contracts. Guildyn may review and accept or reject proposed project in its sole discretion, but Guildyn does not supervise and is not responsible for the content or fulfilment of any contracts.

3. Contract Fulfilment

When a Homeowner and Contractor enter into a contractual agreement Guildyn must be notified via the web portal. Contract fullfillment (i.e., the Trades Professionals completes the Contractor Services with Homeowner), will also be communicated to Guildyn via the web portal.

Homeowner must then either: (A) communicate to Guildyn that the Contractor Services as complete, or (B) identify deficiencies in the Contractor Service that need to be completed before Homeowner agrees to mark the Contractor Services as complete.

In the event of contract completion Guildyn shall oversee the disbursement of funds (less any transaction fees owed to Guildyn and any amounts for Contractor Services already marked as complete) in accordance with the agreed terms within 30 days. Payments for Contractor Services are made through the Website milestone by milestone, once the Homeowner approves each milestone, and are processed by our payment processor, Stripe. Guildyn's fees, and which party pays them, are set out on the Pricing page of the Website at www.getguildyn.com/pricing and may be deducted from amounts payable to a Trades Professional as described there.

In the event of a dispute arising from or related to the services facilitated by the aggrieved party ("Complainant") may initiate the conflict resolution process. The Complainant shall identify and detail the nature of the dispute and communicate this to Guildyn in writing to support@getguildyn.com.

If the Trades Professional neglects to properly perform the Contractor Service or otherwise fails to comply with the requirements of this Contract to a substantial degree, the Homeowner may, without prejudice to any other right or remedy the Owner may have, give the Trades Professional notice in writing that they are in default of their contractual obligations and instruct the Trades Professional to correct the default in the 5 Working Days immediately following the receipt of such notice in writing.

If the default cannot be corrected in the 5 working days specified or in such other time period as may be subsequently agreed in writing by the parties, the Trades Professional shall be in compliance with the Homeowner's instructions if the Contractor commences the correction of the default within the specified time, provides an acceptable schedule to the Homeowner for such correction, and corrects the default in accordance with the Contract terms and with such schedule.

In the event that a resolution cannot be reached independently, Guildyn may, at its sole discretion, provide mediation services or assign a neutral third-party moderator to facilitate the resolution process within 30 days of the initial complaint. A mediation fee, proportional to the amount in dispute, may be applied. Guildyn reserves the right to choose whether to mediate using a Guildyn representative or an external mediator.

Upon reaching an agreement, Guildyn shall oversee the disbursement of funds (less any transaction fees owed to Guildyn and any amounts for Contractor Services already marked as complete) in accordance with the agreed terms within 14 days of the agreement being reached. This may involve releasing a portion of the funds to the Respondent, as proposed by the Complainant, or any alternative arrangement mutually agreed upon by both parties. Following resolution, both parties will be guided towards a review process within 7 days of the resolution.

All communications, proposals, and agreements made during the conflict resolution process shall be documented and preserved. This ensures transparency, accountability, and provides a reference for any future disputes or clarifications.

Responsible use of website

Homeowners are solely responsible for determining the suitability of Trades Professionals to provide the requested Contractor Services and for paying for the Contractor Services. Guildyn hereby disclaims all liability for any claims arising from, in respect of, or relating to the suitability of a Contractor to provide the requested Contractor Services. Homeowners will not use or access the website or request Contractor Services: (A) in violation of any applicable law or a third party's rights; (B) in a manner that threatens the security or functionality of the Guildyn website; or (C) in any manner not expressly permitted in these Terms of Use; or (D) submit or request any Contractor Services that would require action or inaction by Trades Professionals or any third party that would violate any applicable law or a third party's rights.

(ii) Trades Professionals are solely responsible for (A) determining which requests for Contractor Services to accept; (B) which Contracts to enter into; (C) providing the Contractor Services; and (D) ensuring that Contracts and Contractor Services comply with all applicable laws, including applicable building code and consumer protection laws. Trades Professionals will not use or access the Guildyn website or enter into Contracts: (1) in violation of any applicable law or a third party's rights; (2) in a manner that threatens the security or functionality of the Guildyn website; or (3) in any manner not expressly permitted in these Terms of Use.

4. Modifications to the Terms and Conditions and to the Website

We reserve the right in our sole discretion to revise and update these terms and conditions from time to time. Any and all such modifications are effective immediately upon posting and apply to all access to and continued use of the Website. You agree to periodically review the terms and conditions in order to be aware of any such modifications and your continued use shall be your acceptance of these.

The information and material on this Website may be changed, withdrawn, or terminated at any time in our sole discretion without notice. We will not be liable if, for any reason, all or any part of the Website is restricted to users or unavailable at any time or for any period.

5. Your Use of the Website and Account Set-Up and Security

The security of your personal information is very important to us. We use physical, electronic, and administrative measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration, and disclosure.

The safety and security of your information also depends on you. Users are responsible for obtaining their own access to the Website. Users are required to ensure that all persons who access the Website through a user's internet connection are aware of these Terms and Conditions and comply with them. The Website, including content or areas of the Website, may require user registration. It is a condition of your use of the Website that all the information you provide on the Website is correct, current, and complete.

Unfortunately, the transmission of information via the Internet is not completely secure. Although we do our best to protect your personal information, we cannot guarantee the security of your personal information transmitted to our Website. Any transmission of personal information is at your own risk. We are not responsible for circumvention of any privacy settings or security measures contained on the Website.

Your provision of registration information and any submissions you make to the Website through any functionality such as applications, chat rooms, e-mail, message boards, personal, or interest group web pages, profiles, forums, bulletin boards, (collectively, "Interactive Functions") constitutes your consent to all actions we take with respect to such information consistent with our Privacy Policy, found at www.getguildyn.com/privacy.

Any username, password, or any other piece of information chosen by you, or provided to you as part of our security procedures, must be treated as confidential, and you must not disclose it to any other person or entity. You must exercise caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. You understand and agree that should you be provided an account, your account is personal to you and you agree not to provide any other person with access to this Website or portions of it using your username, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your username or password or any other breach of security. You also agree to ensure that you logout from your account at the end of each session. You are responsible for any password misuse or any unauthorized access.

We reserve the right at any time and from time to time, to disable or terminate your account, any username, password, or other identifier, whether chosen by you or provided by us, in our sole discretion for any or no reason, including any violation of any provision of these Terms and Conditions.

You are prohibited from attempting to circumvent and from violating the security of this Website, including, without limitation: (a) accessing content and data that is not intended for you; (b) attempting to breach or breaching the security and/or authentication measures which are not authorized; (c) restricting, disrupting, or disabling service to users, hosts, servers, or networks; (d) illicitly reproducing TCP/IP packet header; (e) disrupting network services and otherwise disrupting Website owner's ability to monitor the Website; (f) using any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website; (g) introducing any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful; (h) attacking the Website via a denial-of-service attack, distributed denial-of-service attack, flooding, mailbombing, or crashing; and (i) otherwise attempting to interfere with the proper working of the Website.

6. Intellectual Property Rights and Ownership

You understand and agree that the Website and its entire contents, features, and functionality, including, but not limited to, all information, software, code, data text, displays, graphics, photographs, images, video, audio, music, broadcast, design, presentation, website layout, selection, and arrangement, are owned by the Company, its licensors, or other providers of such material and are protected in all forms by intellectual property laws including, without limitation, copyright, trademark, patent, trade secret, and any other proprietary rights.

The Company name, the Company logo, and all related names, logos, product and service names, designs, images, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. Other names, logos, product and service names, designs, images, and slogans mentioned, or which appear on this Website are the trademarks of their respective owners. Use of any such property, except as expressly authorized, shall constitute an infringement or violation of the rights of the property owner and may be a violation of federal or other laws and could subject the infringer to legal action.

You may only use the Website for your own use as a Homeowner or Trades Professional in accordance with these Terms and Conditions. You shall not directly or indirectly reproduce, compile for an internal database, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Website, in any form or medium whatsoever. Users are not permitted to modify copies of any materials from this Website nor delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site. You must not access or use any part of the Website, or any services or materials available through the Website, for any purpose other than as expressly permitted in these Terms and Conditions.

7. Conditions of Use and User Submissions and Site Content Standards

As a condition of your access and use of the Website, you agree that you may use the Website only for lawful purposes and in accordance with these Terms and Conditions.

The following site content standards apply to any and all content, material, and information a user submits, posts, publishes, displays, or transmits (collectively, "submit") to the website or to other users or persons (collectively, "User Submissions") and any and all Interactive Functions. Any and all User Submissions must also comply with all applicable federal, provincial, local, and international laws, regulations, and terms of service.

Without limiting the foregoing, you warrant and agree that your use of the Website and any User Submissions shall not:

1. In any manner violate any applicable federal, provincial, local, or international law or regulation including, without limitation, any laws regarding the export of data or software, patent, trademark, trade secret, copyright, or other intellectual property, legal rights (including the rights of publicity and privacy of others) or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms and Conditions and our Privacy Policy found at www.getguildyn.com/privacy.
2. In any manner violate the terms of use of any third-party website that is linked to the Website, including but not limited to, any third-party social media website.
3. Include or contain any material that is exploitive, obscene, harmful, threatening, abusive, harassing, hateful, defamatory, sexually explicit or pornographic, violent, inflammatory, or discriminatory based on race, sex, religion, nationality, disability, sexual orientation, or age or other such legally prohibited ground or be otherwise objectionable, such determination to be made in Company's sole discretion.
4. Involve stalking, attempting to exploit or harm any individual (including minors) in any way by exposing them to inappropriate content or otherwise or ask for personal information as prohibited under applicable laws, regulations, or code.
5. Involve, provide, or contribute any false, inaccurate, or misleading information.
6. Include sending, knowingly receiving, uploading, downloading, using, or reusing any material that does not comply with the Conditions of Use and User Submissions and Site Content Standards.
7. Impersonate or attempt to impersonate the Company, a Company employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).
8. Transmit, or procure the sending of, any advertisements or promotions without our prior written consent, sales, or encourage any other commercial activities, including, without limitation, any "spam", "junk mail", "chain letter", contests, sweepstakes and other sales promotions, barter, or advertising or any other similar solicitation.
9. Encourage any other conduct that restricts or inhibits anyone's use or enjoyment of the Website, or which, as determined by us, may harm the Company or users of the Website or expose them to liability.
10. Cause annoyance, inconvenience, or needless anxiety or be likely to upset, embarrass, or alarm any other person.
11. Promote any illegal activity, or advocate, promote, or assist any unlawful act.
12. Give the impression that they originate from or are endorsed by us or any other person or entity, if this is not the case.

8. User Submissions: Grant of Licence

The Website may contain Interactive Functions allowing User Submissions on or through the Website.

None of the User Submissions you submit to the Website will be subject to any confidentiality by the Company. By providing any User Submission to the Website, you grant us and our licensees, successors, and assigns the right to a world-wide, royalty free, perpetual, irrevocable, non-exclusive licence to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material for any purpose and according to your account settings and/or incorporate such material into any form, medium or technology throughout the world without compensation to you. You further waive any moral rights or other rights of authorship as a condition of submitting any User Submission.

By submitting the User Submissions, you declare and warrant that you own or have the necessary rights to submit the User Submissions and have the right to grant the licence hereof to us and our licensees, successors, and assigns to the User Submissions and comply with these Terms and Conditions. You represent and warrant that all User Submissions comply with applicable laws and regulations and the Conditions of Use and User Submissions and Site Content Standards set out in these Terms and Conditions.

You understand and agree that you, not the Company, are fully responsible for any User Submissions you submit or contribute, and you are fully responsible and legally liable, including to any third party, for such content and its accuracy. We are not responsible or legally liable to any third party for the content or accuracy of any User Submissions submitted by you or any other user of the Website.

9. Site Monitoring and Enforcement, Suspension, and Termination

Company has the right, without provision of notice to:

• Remove or refuse to post on the Website any User Submissions for any or no reason in our sole discretion.
• At all times, take such actions with respect to any User Submission deemed necessary or appropriate in our sole discretion, including, without limitation, for violating these Terms and Conditions.
• Take appropriate legal action, including, without limitation, referral to law enforcement or regulatory authority, or notifying the harmed party of any illegal or unauthorized use of the Website. Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Website.
• Terminate or suspend your access to all or part of the Website for any or no reason, including, without limitation, any violation of these Terms and Conditions.

We have no obligation, nor any responsibility to any party to monitor the Website or its use, and do not and cannot undertake to review material that you or other users submit to the Website. We cannot ensure prompt removal of objectionable material after it has been posted and we have no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party, subject to applicable laws.

10. No Reliance

The content on our Website is provided for general information purposes only. It is not intended to amount to advice on which you should rely. You must obtain more specific or professional advice before taking, or refraining from, any action or inaction on the basis of the content on our site.

Although we make reasonable efforts to update the information on our Website, we make no representations, warranties, or guarantees, whether express or implied, that the content on our Website is accurate, complete, or up to date. Your use of the Website is at your own risk and the Company has no responsibility or liability whatsoever for your use of this Website.

This Website may include content provided by third parties, including from other users and third-party licensors. All statements and/or opinions expressed in any such third-party content, other than the content provided by the Company, are solely the opinions and the responsibility of the person or entity providing those materials. Such materials do not necessarily reflect the opinion of the Company. The Company has no responsibility or liability whatsoever to you, or any third party, for the content or accuracy of any third-party materials.

11. Privacy

By submitting your personal information and using our Website, you consent to the collection, use, reproduction, hosting, transmission, and disclosure of any such user content submissions in compliance with our Privacy Policy, found at www.getguildyn.com/privacy, as we deem necessary for use of the Website.

By using this Website you are consenting to the use of cookies which allow a server to recall previous requests or registration and/or IP addresses to analyze website use patterns. You can set your browser to notify you before you receive a cookie, giving you the chance to decide whether to accept it. You can also set your browser to turn off cookies. If you do, however, some areas of the Website may not function adequately.

12. Third-Party Websites

For your convenience, this Website may provide links or pointers to third-party sites. We make no representations about any other websites that may be accessed from this Website. If you choose to access any such sites, you do so at your own risk. We have no control over the contents of any such third-party sites and accept no responsibility for such sites or for any loss or damage that may arise from your use of them. You are subject to any terms and conditions of such third-party sites.

You may link to our homepage, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it. You must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part where none exists. Our Website must not be framed on any other site, nor may you create a link to any part of our Website other than the homepage. We reserve the right to withdraw linking permission without notice. The website in which you are linking must comply in all respects with the Conditions of Use and User Submissions and Site Content Standards. You agree to cooperate with us in causing any unauthorized framing or linking to immediately stop.

13. Geographic Restrictions

The owner of the Website is based in Ontario in Canada. We provide this Website for use only by persons located in Canada. This Website is not intended for use in any jurisdiction where its use is not permitted. If you access the Website from outside Canada, you do so at your own risk and you are responsible for compliance with local laws of your jurisdiction.

14. Disclaimer of Warranties

15. Limitation on Liability

16. Indemnification

To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless the Company, its parent, subsidiaries, affiliates, and their respective directors, officers, employees, agents, service providers, contractors, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable legal fees) arising out of or relating to your breach of these Terms and Conditions or your use of the Website, including, but not limited to, your User Submissions, third-party sites, any use of the Website's content, services, and products other than as expressly authorized in these Terms and Conditions.

17. Governing Law and Choice of Forum

The Website and these Terms and Conditions will 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, principle, or rule (whether of the laws of the Province of Ontario or any other jurisdiction) and notwithstanding your domicile, residence, or physical location.

Any action or proceeding arising out of or relating to this Website and under these Terms and Conditions will be instituted in the courts of the Province of Ontario and/or the Federal Court of Canada, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such action or proceeding. You waive any and all objections to the exercise of jurisdiction over you by such courts and to the venue of such courts.

18. Waiver

No failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from these Terms and Conditions operates, or may be construed, as a waiver thereof; and no single or partial exercise of any right, remedy, power, or privilege hereunder precludes any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.

19. Severability

If any term or provision of these Terms and Conditions is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of these Terms and Conditions or invalidate or render unenforceable such term or provision in any other jurisdiction.

20. Entire Agreement

The Terms and Conditions and our Privacy Policy constitute the sole and entire agreement between you and Guildyn Technologies Ltd. regarding the Website and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding such subject matter.

21. Reporting and Contact

This website is operated by Guildyn Technologies Ltd.

All other feedback, comments, requests for technical support, and other communications relating to the Website should be directed to support@getguildyn.com