TERMS OF SERVICE

PLEASE READ THE FOLLOWING CAREFULLY. Each time you access and use the Remitian Registration Service and/or the website, you signify your acceptance and agreement, and the acceptance and agreement of any natural person, incorporated or unincorporated entity you purport to represent, without limitation or qualification, to be bound by these Terms of Use, and you represent and warrant that you have the legal authority to agree to and accept these Terms of Use on your own behalf and on behalf of such natural person, incorporated or unincorporated entity you purport to represent. If you do not agree with one or more of these Terms of Use, do not access or use this Remitian Registration Service.

The Remitian software ("Remitian") provides users a secure, online service payment option, where users opt to pay business taxes owing to Canada Revenue Agency by (i) registering to the Remitian service and by (ii) providing the Corporation with pre-authorization to debit the user's bank account(s) for taxes owing to the Canada Revenue Agency, on the terms and conditions detailed herein (the "Remitian Registration Service").

The Remitian Registration Service is not available to minors under the age of 18 or to any users suspended or removed from the system by the Corporation for any reason. If you do not qualify, you may not use the Corporation's Remitian Registration Service.

Your use of the Corporation's Remitian Registration Service and website is governed by these Terms of Service. The Corporation may refuse to provide the Remitian Registration Service with or without prior notice to any user for any or no reason.

You are responsible for maintaining the confidentiality of your password and account and are fully responsible for all activities that occur under your password and/or account with or without your knowledge.

You are responsible for all information provided using your password and/or account, whether or not the use is made by you or by someone else using your password and/or by someone else accessing your account. You are responsible for protecting and securing your username and account from unauthorized use. You are also responsible for the input of all your information, by you or anyone else accessing your account. The Corporation cannot and will not be liable for any loss or damage to you or any third-party arising from your failure to comply with this section. If you believe there has been a breach of security of your username or account, such as theft or unauthorized use, you should notify the Corporation immediately by e-mail to (support@remitian.com).

By completing the registration provided in the Remitian Registration Service and completing and executing the Authorization to Pre-Authorized Debit Form, you agree to the following:

(i) The Corporation shall be authorized to withdraw from your bank account:
a. Eight (8) business days prior to the amount due to be paid to Canada Revenue Agency; and
(the "Withdrawn Amount")

(ii) The Withdrawn Amount shall be held by the Corporation in an interest-bearing trust account, to be applied to the payments due on the user's account to Canada Revenue Agency; Any accrued Interest on the Withdrawn Amount held in the Corporation's trust account, will be retained by the Corporation, and you waive any and all rights thereto and to any notice of any such payment to the Corporation.

(iii) There will be a service charge of $45 for NSF transactions charged by the Corporation. Users will be removed from the Remitian Registration Service after two (2) NSF transactions, unless otherwise agreed to by the Corporation.

(iv) If the NSF occurs after the tax payment to CRA has already been processed. You will have 7 days to supply us with the funds. Any unpaid amounts after 7 days would be subject to a monthly interest rate of 1%.

(v) If the Corporation, for any reason, is unable to withdraw the required Withdrawn Amount in accordance with the Authorization to Pre-Authorized Debit, or if the Withdrawn Amount is revoked, refuted or in any other way cancelled or invalidated for any reason, after being withdrawn, then the user will remain responsible for the Withdrawn Amount plus any fees, and the Corporation may pursue any and all remedies as are available to it against the user.

Termination by Corporation: You agree that the Corporation may, with or without cause, terminate your user account and access to Remitian Registration Service without prior notice. Without limiting the foregoing, the following will lead to a termination by the Corporation of a user's use of the Remitian Registration Service: (a) breaches or violations of these Terms of Service or other incorporated agreements or guidelines, (b) requests by law enforcement or other government agencies, and (c) unexpected technical issues or problems. Furthermore, you agree that all terminations shall be made in the Corporation's sole discretion and that the Corporation shall not be liable to you nor any third-party for any termination of your account or access to the Corporation's Remitian Registration Service or website.

Termination by user: Users may terminate their subscription to the Remitian Registration Service at any time by providing the Corporation with written notice. For terminations of monthly subscriptions, you will continue to be billed and/or responsible for fees until the end of your prepaid billing period, at which point your subscription will terminate. For terminations of annual pre-paid subscriptions, your subscription termination will become effective 45 days following your termination notice and within 30 days of the effective date of termination, the Corporation will issue you a pro-rated refund for the remaining term of your subscription beyond the effective date of termination. Except as expressly stated herein, all fees are non-refundable.

Result of Termination: Upon termination: (i) except as expressly set forth herein, all licenses and rights granted to you by the Corporation hereunder shall terminate; and (ii) each of the parties shall deliver or destroy all confidential information of the other party (including, without limitation confidential information and customer data) which is in its possession, care, or control. Termination shall not relieve user of the obligation to pay any fees accrued or payable to the Corporation up to the effective date of termination. The following provisions shall survive any termination of this Agreement: "Account and Password", "Pre-Authorized Debit ("PAD") and Fees", "Result of Termination", "User Conduct", "International Use", "Access to Service", "The Corporation Communications", "Monitoring and Enforcement", "Fees", "Disclaimer of Warranties", "Entire Agreement", "Limitation of Liability", "Governing Law", and "General Information".

You understand and agree not to:

• Use the Corporation's Remitian Registration Service for any illegal purpose, including but not limited to conspiring to violate laws.
• Falsely state, impersonate, or otherwise misrepresent your identity, including but not limited to the use of a pseudonym, or misrepresenting your affiliations with a person or entity, past or present.
• Upload, email, transmit or otherwise make available any content or initiate communications which include information that you do not have the right to disclose or make available under any law or under contractual or fiduciary relationships.
• Upload, email, transmit or otherwise make available any content or initiate communication that infringes upon patents, trademarks, trade secrets, copyrights or other proprietary rights.
• Upload, email, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment.
• Forge headers or otherwise manipulate identifiers in order to disguise the origin of any communication transmitted through the Corporation's Remitian Registration Service.
• Post content in fields that aren't intended for that content. Example: Putting an address in a name field.
• Interfere with or disrupt the Corporation's Remitian Registration Service or servers or networks connected to the Corporation's Remitian Registration Service and website, or disobey any requirements, procedures, policies or regulations of networks connected to the Corporation's Remitian Registration Service and website.

Recognizing the global nature of the Internet, you agree to comply with all applicable local rules including but not limited to rules regarding online conduct and acceptable content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from Canada or the country in which you reside.

In the course of using the Corporation's Remitian Registration Service or website, users may provide information about themselves or a third-party which is collected by the Corporation (see our Privacy Policy to learn more about information collected on this website). You understand that by uploading information on the Corporation's website or otherwise providing information to the Corporation, you are granting to the Corporation a royalty-free, perpetual, irrevocable license to use this information in the course of offering the Corporation's Remitian Registration Service. Furthermore, you understand that the Corporation retains the right to reformat, excerpt, or translate any information submitted by you. You understand that all information uploaded or transmitted through the Corporation's Remitian Registration Service is the sole responsibility of the person from which such content originated and that the Corporation will not be liable for any errors or omissions in any content. You understand that the Corporation cannot guarantee the accuracy of information uploaded, entered, or transmitted by users in the course of using the Corporation's Remitian Registration Service. Additionally, the Corporation cannot guarantee the authenticity of any data which users may provide about themselves or third-parties.

It is the responsibility of the user to ensure that the information provided is accurate.

By signing up for and using Remitian Registration Service, you grant the Corporation a non-exclusive, royalty-free, worldwide license to use and display your company's name and logo ("Logo") on the Corporation Website website, in its public lists of customers or vendors and in promotional materials. The Logo will be used in accordance with any of your standard Logo guidelines provided to the Corporation (if any). You affirm that you have the right to grant the Corporation this license and that the use of your Logo by the Corporation will not infringe on the rights of any third party. This license is revocable upon written notice to the Corporation and upon receipt of such notice, the Corporation will make commercially reasonable efforts to promptly remove the Logo from its materials.

Use of manual or automated software, devices, or other processes to "crawl" or "spider" any web pages contained in the Corporation website is strictly prohibited. You agree not to monitor or copy, or allow others to monitor or copy, our web pages or the content included herein. You also agree not to "frame" or otherwise simulate the appearance or function of this website. Furthermore, you agree not to take any action that interferes with the proper working of or places an unreasonable load on our infrastructure, including but not limited to unsolicited communications, attempts to gain unauthorized access, or transmission or activation of computer viruses.

In the course of providing you access and services, the Corporation may need to communicate with you via email (see our Privacy Policy to learn more about communications). You agree to receive emails which are specific to your account and necessary for the normal functioning of the Corporation's Remitian Registration Service, including a series of emails which help inform users about various Corporation products or services. You also agree to have your name or your authorizing third-party's name and/or email address listed in the header of certain communications which you initiate through the Corporation's Remitian Registration Service.

While the Corporation has the right to monitor activity and content associated with the Corporation's Remitian Registration Service, the Corporation is not obligated to do so.

The Corporation reserves the right to charge for the Remitian Registration Service or any portion thereof, and to modify the pricing of the Remitian Registration Service or any portion thereof, upon thirty (30) days written notice, by posting amended pricing on the Corporation's website. Your continued use of Remitian indicates your acceptance of the amended pricing.

By accepting these Terms of Service, you agree to indemnify and otherwise hold harmless the Corporation, its officers, employees, agents, subsidiaries, affiliates and other partners from any direct, indirect, incidental, special, consequential or exemplary damages resulting from i) your use of the Corporation's Remitian Registration Service; ii) unauthorized access to or alteration of your communications with or through the Corporation's Remitian Registration Service; iii) unauthorized use of third-party information; or iv) any other matter relating to the information you provide during the use of the Corporation's Remitian Registration Service. Any business transactions or decisions which may arise as a result of the use of the Corporation are the sole responsibility of the user.

Without limitation of the terms and conditions set forth in our Privacy Policy, you understand and agree that the Corporation may disclose personally identifiable information if required to do so by law or in the good faith belief that such disclosure is reasonably necessary to comply with legal process, enforce these Terms of Service, or protect the rights, property, or safety of the Corporation, its users, and the public.

YOU EXPRESSLY AGREE THAT USE OF THE CORPORATION'S WEBSITE AND THE REMITIAN REGISTRATION SERVICE IS AT USER'S SOLE RISK. THE CORPORATION'S WEBSITE AND THE REMITIAN REGISTRATION SERVICE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. THE CORPORATION EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

THE CORPORATION MAKES NO WARRANTY NOR ARE THERE ANY CONDITIONS THAT THE CORPORATION'S WEBSITE AND THE REMITIAN REGISTRATION SERVICE WILL MEET YOUR REQUIREMENTS, OR THAT THE CORPORATION'S WEBSITE AND THE REMITIAN REGISTRATION SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES THE CORPORATION MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE CORPORATION'S WEBSITE AND THE REMITIAN REGISTRATION SERVICE OR AS TO THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE CORPORATION'S WEBSITE, EVENTS AND THE REMITIAN REGISTRATION SERVICE OR THAT DEFECTS IN THE SOFTWARE WILL BE CORRECTED. THE CORPORATION ASSUMES NO RESPONSIBILITY FOR THE DELETION OF OR FAILURE TO STORE OR DELIVER ANY USER INFORMATION.

YOU UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE CORPORATION'S WEBSITE AND THE REMITIAN REGISTRATION SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA.

THE CORPORATION MAKES NO WARRANTY REGARDING ANY GOODS, EVENTS OR SERVICES PURCHASED OR OBTAINED THROUGH THE CORPORATION'S WEBSITE AND THE REMITIAN REGISTRATION SERVICE, OR ANY TRANSACTIONS ENTERED INTO THROUGH THE CORPORATION'S WEBSITE AND THE REMITIAN REGISTRATION SERVICE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE CORPORATION OR THROUGH THE CORPORATION'S WEBSITE AND THE REMITIAN REGISTRATION SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

THE CORPORATION WILL ATTEMPT IN GOOD FAITH TO RESOLVE ANY TECHNICAL PROBLEMS YOU MAY EXPERIENCE WITH THE CORPORATION'S WEBSITE AND THE REMITIAN REGISTRATION SERVICE. IF YOU EXPERIENCE A PROBLEM WITH THE CORPORATION'S WEBSITE AND THE REMITIAN REGISTRATION SERVICE, YOU CAN SEND AN EMAIL TO (support@remitian.com).

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

These Terms of Service constitute the entire agreement between you and the Corporation and governs your use of the Corporation's Remitian Registration Service and website, superseding any prior agreements between you and the Corporation.

YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE CORPORATION SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF THE CORPORATION HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) RESULTING FROM YOUR USE OR INABILITY TO USE THE CORPORATION'S WEBSITE OR REMITIAN REGISTRATION SERVICE OR WEBSITE.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. NOTWITHSTANDING ANY WARRANTY IMPLIED BY LAW, IN NO EVENT WILL THE CORPORATION'S TOTAL CUMULATIVE DAMAGES EXCEED THE GREATER OF A) CND$100 OR B) THE ANNUAL REMITIAN REGISTRATION FEE PAID BY THE USER, IF ANY.

The User Agreement between you and the Corporation, and all transactions between you and the Corporation will be governed by and construed in accordance with the laws of the Province of Ontario (without regard to conflict of laws principles).

The Corporation, the Corporation logo, and other Corporation logos and names are trademarks (pending or registered or through common law rights) of the Corporation. You agree not to display or use these trademarks in any manner without the Corporation's prior written consent. The section titles of this Terms of Service Agreement are displayed for convenience only and have no legal effect. Please send any questions or comments, or report violations of this Terms of Service Agreement to (support@remitian.com).