Buy Contracts Terms Conditions
This Contractor Network Agreement (Hereinafter “Agreement”) is made on the signup date between the CONTRACTOR (Hereinafter referred to as “Contractor” “you” or “your”) and 7VENOLOGY LTD (Hereinafter referred to as “7VENOLOGY” “we” “our” or “us”)
This Agreement (the “Agreement”) outlines the terms under which we 7VENOLOGY agrees to provide the Contractor leads of potential Customers who require cleaning services. 7VENOLOGY agrees to provide the leads as per the plan the Contractor selects at the time of signup.
As a member, the Contractor will receive leads & prospects that have requested a cleaning quote for their property, or more information on professional cleaning services
1.2 Term of Agreement
The term of this agreement shall be for a period of 1 Year.
1.3 Labour, Equipment, etc.
You agree to furnish at your expense all supervision, labour, equipment, personnel, cleaning supplies, sanitization/cleaning chemicals and materials necessary for the completion of the Services in satisfactory condition and safe working order.
1.4 Delegation of the Services
You are free to delegate the Services as you so choose and decide how, when and the manner in which the Services are completed. You are free to retain at your expense any other Person(s) in the event more help is needed in order to provide professional quality Services.
1.5 Time & Manner of Services
The Contractor shall control the manner in which the Services are performed and completed and shall be responsible for determining how to do the work, and what resources and time are required or whether or not other people shall be retained by the Contractor for the purpose of completing the Services at the Contractor’s expense. The Contractor warrants that all the services shall be performed and completed within the time frames provided by Customers.
1.6 Attire & Safety Gear
You and or the Person(s) performing the Services must dress in professional attire at your expense that befits the trade and wear proper safety gear at your expense as may be required by law at all times.
1.7 Books and Records
You agree to maintain appropriate books and records in connection with your delivery of the Services and this Agreement, together with such supporting or underlying documents and materials, for the duration of this Agreement and for at least three years following the termination of this Agreement.
We will have access at all reasonable times to the books, accounts, records, and other information connected with this Agreement, both in your possession or control and in the possession or control of any other Person(s). Failure to honour an inspection request will be deemed a material breach of the contract and will result in immediate termination of the Agreement.
1.9 Non-Re-Distribution, Sale, Share Of Leads
The Contractor warrants that all leads or prospects provided by 7VENOLOGY to the Contractor under this Agreement will not be RE-DISTRIBUTED, SOLD, SHARED, or passed to any other party without the prior written consent of 7VENOLOGY. Any breach of this clause may result in automatic termination of this Agreement by 7VENOLOGY along with potential legal action. You will not in any way distribute leads to any party not authorized under this Agreement to receive them.
2.0 Independent Contractor
You are performing the Services herein as an Independent Contractor and not as an employee of 7VENOLOGY. Nothing in the Agreement will be deemed to constitute an employer/employee relationship, partnership or joint venture between 7VENOLOGY and the Independent Contractor, nor will anything in the Agreement be deemed to constitute 7VENOLOGY or Independent Contractor the agent of the other. Under no circumstances will the Independent Contractor, or its employees, agents, or subcontractors, be entitled to participate in any of the benefit plans which 7VENOLOGY may offer to its own employees from time to time.
2.1 Limited Authority and Subcontractors
You have no authority to enter into any contract, commitment, or obligation on our behalf without our prior written consent. You agree to be liable for, and to indemnify us from and against any damage that we suffer as a result of any act or omission by you, or anyone you retain to provide the Services.
The Contractor shall comply with all applicable federal, provincial, and municipal laws, rules and regulations arising out of or connected with the performance of the Services under this Agreement including Health & Safety requirements.
2.3 Contractor’s Filings and Deductions
The Contractor is responsible for the delivery of all filings required in relation to, and the payment of: all taxes, levies, premiums or payments assessed, levied or charged against the Contractor, including any GST/HST, income tax, local tax, Workplace Safety and Insurance Premiums, Canada Pension Plan premiums, Employment Insurance premiums and Ontario Health Insurance Plan premiums or levies or other contributions as required by all laws applicable to the Contractor or to any Assigned Person. Proof of registration and coverage with the Workplace Safety and Insurance Board may be requested from time to time.
The Contractor understands that 7VENOLOGY will not be responsible for any act of God, financial loss, distress, sickness, or death that the Customer may incur during or after the term of this Agreement. We are not responsible for (i) any injury sustained by any Person in connection with this Agreement (including death resulting therefrom); (ii) damage to property (including materials, machinery, tools or equipment); (iii) any negligent or deliberate acts or omissions of any person for whom you are responsible (including any employees); (iv) your failure to fulfil any part of this Agreement; or (v) the breach or incorrectness of any representation or warranty that you have provided. You will fully indemnify 7VENOLOGY, its employees, agents, officers, and directors of each, (each, an “Indemnified Party”) from all costs, damages and reasonable expenses incurred as a result of any Claims relating to the foregoing.
2.5 Authority, No Conflict
The Contractor is validly incorporated or registered under the laws of their jurisdiction, and the Contractor has the power and authority to enter into this Agreement and this Agreement will not conflict with any other agreement or obligation by which the Contractor is bound.
The Contractor warrants that all Services provided shall be of professional quality and the Contractor agrees to rectify any deficiencies at the Contractor’s expense immediately upon notification by the applicable customer.
2.7 Quality of Service
The Contractor has the necessary resources, competence, and qualifications to provide the Services. The Contractor will provide the Services promptly and efficiently in accordance with reasonable standards of quality acceptable to the customer. The Contractor warrants that all the Services provided under this Agreement will be free from any defect in workmanship and conform to the standards of the industry and to the requirements of this Agreement in all material respects.
2.8 Assigned Persons
Each Assigned Person has the knowledge, skill and experience to provide the Services. You will ensure that the Services are only provided by Assigned Persons and that such Assigned Persons are available to perform the Services in accordance with a schedule, if any, established by the applicable customer.
2.9 Marketing Material
All marketing material used by you which make any mention or reference to 7VENOLOGY, the service plans we provide, discounts and/or savings, pricing and more must be approved by 7VENOLOGY prior to distribution. 7VENOLOGY retains the right to decide where, how and when the marketing shall be utilized and implemented.
7VENOLOGY will provide the Contractor leads of potential customers. All leads are and will remain property of 7VENOLOGY until the Contractor signs a separate cleaning services contract with the customer. The Contractor is prohibited from sharing any leads details with any other person(s) not authorized by this agreement, and from selling the customer details to any other party not authorized by this agreement.
3.1 Quoting & Contracts
The Contractor is required to contact all leads within four (4) hours and agrees to provide all leads with any quotes or estimates requested. The Contractor agrees to provide 7VENOLOGY with a copy of all quotes provided to customers within twenty four (24) hours, and the Contractor will need to sign another services contract with the customer in order to secure the contract with that Customer. 7VENOLOGY does not guarantee any signed contracts with any leads, nor does 7VENOLOGY make any warranties or representations on any of the leads provided by us.
3.2 Contractor Network Fees
The Contractor agrees to pay 7VENOLOGY the fees as per the plans available here: https://7venology.com/buy-contracts/. All fees are due upon signing with us, and non-refundable. Outstanding balances more than 30 days late will be marked overdue and be subject to a 5% late fee penalty. All outstanding balances more than 45 days late will be subject to a 10% late fee penalty and immediate suspension of the services until outstanding balances are paid. All outstanding balances more than 60 days late will be subject to a 20% late fee penalty and sent to a collection agency for collection of outstanding amounts and reporting to the credit bureaus.
3.3 Termination of Agreement by Contractor
The Contractor may only terminate this Agreement by providing 7VENOLOGY a full thirty (30) days’ notice of Agreement termination in writing. In this case the Contractor forfeits their rights to all services, leads, databases, and any fees paid at signup.
3.4 Termination of Agreement by 7VENOLOGY
7VENOLOGY may terminate this Agreement by providing a full thirty (30) days’ notice of Agreement termination in writing.
3.5 Termination for Breach
If you breach this Agreement and do not remedy that breach within five (5) Business Days of receiving written notice of same, we may terminate this Agreement without further notice to you.
3.6 Copies of Clients / Customers Documentation, Files and Agreements
The Contractor shall retain copies of all conditional or finalized work orders, agreements, invoices, quotes, estimates, and communications for all leads for a period of (3) years and must provide copies to 7VENOLOGY whenever requested within (72) hours. Copies of all conditional and/or finalized transactions must also be filed and submitted to 7VENOLOGY within twenty four (24) hours of signing with the customer.
3.7 Business Activities
The Contractor agrees not to use the lead information for any other purpose or business activities other than providing the services contained herein.
The Contractor acknowledges that through this Agreement and the delivery of the Services it will gain access to and knowledge of 7VENOLOGY, our employees, agents, officers, directors, staff, contractors, subcontractors, suppliers, advertisers, partners, distributors, marketing systems, strategies and techniques, lead generation systems, business contacts, customers, client accounts, and the operations of 7VENOLOGY and our business. The Contractor agrees and warrants that during the term of this Agreement and for a period of twelve (12) months after the termination of this Agreement it will not directly or indirectly in any individual, representative, or participatory capacity solicit or interfere in any way with any Customer account that was serviced by 7VENOLOGY at any time during the Term. Furthermore, the Contractor agrees that if any such Customer accounts are or were part of a chain of premises, the Contractor’s covenants under this paragraph will apply to all premises that are part of those chain(s) in every city or municipality serviced by 7VENOLOGY during the twelve (12) months after the termination of this Agreement. The Contractor also agrees that during the term of this Agreement and for a period of twelve (12) months after the termination of this Agreement it will not directly or indirectly in any individual, representative or participatory capacity, solicit or interfere in any way with 7VENOLOGY, our employees, agents, officers, directors, staff, contractors, subcontractors, suppliers, advertisers, partners, distributors, marketing systems, strategies and techniques, lead generation systems, business contacts, customers, client accounts, and the operations of 7VENOLOGY and our business. If the Contractor is in violation of this section, 7VENOLOGY will be entitled to preliminary and permanent injunction relief without the necessity of proving actual damages.
The Contractor agrees to keep confidential all Confidential Information, and any uses or disclosures of Confidential Information by or on behalf of the Contractor must be expressly limited to the purpose of this Agreement or such uses, and disclosures as are expressly approved by 7VENOLOGY in writing. The Contractor agrees to protect the Confidential Information and prevent any wrongful use, dissemination or publication of the Confidential Information not permitted hereunder by a reasonable degree of care, but no less than the degree of care than it uses to protect its own confidential information of a like nature.
4.0 Commercial Insurance
The Contractor is required to secure, maintain, and keep in full force during the term of this agreement at the Contractors own expense Commercial General Liability Insurance in the amount of one million dollars ($1,000,000) to fully protect the Contractor, and Customers from any and all claims of any nature for damage to property and/or personal injury including death. The Contractor agrees to provide 7VENOLOGY proof of insurance within (72) hours when requested. Failure to provide proof of valid insurance may result in termination of this Agreement and outstanding services owed to the Contractor being forfeited.
4.1 Workplace Safety Insurance
The Contractor is required to register and maintain insurance with the Workplace Safety and Insurance Board and keep it in full force and effect during the term of this Agreement at the Contractor’s expense. In the event the Contractor is not registered for Workplace Safety Insurance, the Contractor is solely responsible to contact their local Workplace Safety Board to confirm if they are required to be registered.
4.2 Assignment of Agreement
This Agreement may not be assigned by the Contractor to any other person or party without our prior written consent. 7VENOLOGY may assign this Agreement and all rights and or obligations hereunder to any third party without notice for any purpose including without limitation the collection of unpaid amounts, or in the event of an acquisition, corporate or business reorganization, merger or sale of the business or assets to another party or entity.
4.3 Agreement Modification
Any modification to any section or part of this Agreement shall be conducted in writing by both parties.
Any notice that is given hereunder in writing may be delivered (including by commercial courier) or sent by facsimile or other electronic transmission. Delivered notices will be deemed received upon delivery during business hours or upon communication from the parties that the notice was received. Notices sent by facsimile or other electronic transmission or delivered outside of business hours will be deemed received on the next Business Day following the day of transmission or delivery, or upon communication from the parties that the notice was received.
4.5 Governing Law
This Agreement shall be construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein.
Headings are inserted for the convenience of the parties only and are not to be considered when interpreting this agreement.
4.7 Legal Matters
In the event that any of the provisions of this Agreement are held to be invalid or unenforceable in whole or in part, all other provisions will nevertheless continue to be valid and enforceable with the invalid or unenforceable parts severed from the remainder of this Agreement.
Time is of the essence in providing the Services. Whenever any payment is to be made or action to be taken under this Agreement is required to be made or taken on a day other than a Business Day, such payment will be made, or action taken on the next Business Day following such day. Unless otherwise specified, all references to monetary amounts in this Agreement are to lawful currency of Canada.
4.9 Entire Agreement
This Agreement constitutes the entire agreement between the Parties pertaining to the subject matter of this Agreement and supersedes all prior agreements or understandings of the Parties pertaining to that subject matter. No supplement, modification or waiver or termination of this Agreement will be binding unless executed in writing by the Party to be bound thereby.
5.0 Execution and Counterparts
Each Party acknowledges that prior to the execution of this Agreement, it read this Agreement, it had the opportunity to be advised by an independent legal advisor if it so desired, and that it understands and agrees to be bound by this Agreement.
This Agreement may be executed in any number of counterparts, which, taken together, will constitute one Agreement. It is further agreed that faxed or electronically delivered copies of this instrument are deemed as legally binding as the original.
Signatories to this Agreement hereby acknowledge that they have read and understand the terms of this Agreement and acknowledge having full legal authority to execute the document in the name of the party for which they have given their signature. It is further agreed that faxed or electronically executed copies of this instrument are deemed as legally binding as the original.
By placing an order, I the CONTRACTOR acknowledge, represent, and agree that this order is to be implemented, authorize payment under the plan selected, and agree to be bound by all the Terms and Conditions of this Agreement.