Terms & Conditions

Introduction

This page contains the Terms and Conditions governing your use of this website New Business Now.com. By accessing this website and/or using its incorporation, business registration, search, company maintenance services or corporate products, you agree to be bound by these Terms & Conditions. You should visit this page periodically to review its contents for updates and changes.

The terms "you", “your” and “yours” as used herein refer to all individuals and/or entities accessing this web site for any reason. The terms and “we”, “us”, “our” and “the Corporation” refer to NBN Business Services Inc. operating as New Business Now.com and/or Eric P. Cohen, Barrister & Solicitor. Throughout this document, “website” refers to www.newbusinessnow.com, unless otherwise specified.

NBN Business Services Inc. (the "Corporation") is an Ontario Corporation that provides information and products related to the incorporation and registration of businesses in Canada. On the New Business Now.com website the Corporation sells a variety of products including, domain registrations, corporate name searches and corporate supplies, such as minute books, corporate seals and share certificates. The Corporation is not a law firm and does not provide legal advice or legal services.

Eric P. Cohen, Barrister & Solicitor is a lawyer entitled to practice law in the Province of Ontario who offers Canadian incorporation services, business registration services, and other related legal services, including CorpComply, preparation of Annual Minutes & Returns, Extra-Provincial Registrations, Corporate Name & Address changes, and Corporate Amendment, Continuance & Dissolution services, (collectively referred to as "Legal Services") on the New Business Now.com website. Legal Services offered in provinces outside of Ontario are provided as a visiting lawyer pursuant to the Federation of Law Societies National Mobility Agreement.

The information provided on our website is just that – information. While we make every effort to provide timely, accurate information, the law is constantly evolving and changing. As a result, this information cannot be expected to replace the advice of a competent, legal professional and is NOT legal advice. Your use of this website does not create a solicitor-client relationship with us and you should not take any action or fail to take any action based upon the information set out on this website. It is strongly recommended that you consult directly with a lawyer, accountant, and/or other professional advisors before, or in conjunction with, using this website.

Please read the following terms and conditions that describe how our website may and may not be used. Your use of our website indicates to us that you have read, understood and accepted the “Terms and Conditions” as outlined below. It also conveys to us that, without duress, you voluntarily agree to be legally bound by all terms and conditions, any pertinent rules or policies that currently exist, or which we may publish or post in future, and that you are 18 years of age or older.

We reserve the right to update or modify these Terms and Conditions at any time, as we see fit, or according to new circumstances that may arise as a result of legal, market, technological or other change. Consequently, we encourage you to review these Terms and Conditions from time to time to ensure your ongoing knowledge of, acceptance of, and compliance with them.

Please ensure that you also read our site disclaimer and understand how it applies to the use of our website and its services.

If, after having carefully read these Terms and Conditions, you do not wish to accept or abide by them, you must terminate your use of our site immediately.

Ownership & Use of Materials

Our website, including its design, text, content, graphics, images, logos, navigation tools, software, and other materials are the exclusive property of NBN Business Services, Inc., and are protected under Canadian and international copyright, trademark, intellectual property and other laws. None of these materials may by reproduced, reposted, republished, distributed, publicly displayed, sold, transferred, modified or used in any other way whatsoever without the advance, express, written consent of NBN Business Services, Inc. The materials may not be used in any way for public or commercial purposes, nor on any other website, nor in a networked computer environment.

Please note that these conditions also apply to the use of the code used to generate our website pages. It, too, is protected by our copyright.

You may view, download or print a single copy of the material presented on our website, provided that it is only for your personal, non-commercial, use.

Unauthorized use of the materials on our website may be in violation of applicable copyright, trademark, intellectual property or other laws. You must retain all copyright and trademark notices, including any other proprietary notices, contained in the materials on any copy you may make of these materials in accordance with these Terms and Conditions.

Use of Our Website

The information contained in this website is of a general nature and does not constitute legal advice or create a solicitor-client relationship, and users should not rely solely on the information provided herein. All responses to email inquiries are intended to be of a general nature only and must not be relied upon without advice from a competent lawyer.

A solicitor-client relationship with Eric P. Cohen, Barrister & Solicitor is only created when payment is made or a signed retainer agreement is received in our office. Prior to either of these events, no solicitor-client relationship exists between Eric P. Cohen and any site user. No client or other user should act or refrain from acting on the basis of any information contained on this website without first obtaining the appropriate legal or other professional advice based on the facts and circumstances of the particular situation.

When using our website and services you agree to provide complete, truthful, accurate and current information, not to create a false identity or otherwise attempt to mislead us or others, and to abide by all applicable local, provincial and federal laws & regulations.

You may not, under any circumstances, use our website to contribute, post or transmit any material of an infringing, illicit, threatening, abusive, hateful, spiteful, harassing, libelous, defamatory, inflammatory, obscene, immoral, indecent, pornographic, profane or socially objectionable nature that could constitute or encourage conduct that would be considered a criminal offence, give rise to civil liability or otherwise violate any law.

You are also prohibited from engaging in any activity that violates or attempts to violate the security of our website, including (but not limited to): accessing data not intended for your use; logging into servers or accounts for whose use you are not authorized; trying to probe, test or scan the system or network’s vulnerability or to breach security measures or authentication procedures without authorization; attempting to interfere with service to any user, host or network, including (but not limited to) via means of submitting a virus, worm, Trojan horse, or any other software, device, engine or routine whatsoever to the website, overloading the system, “flooding”, “mailbombing”, “crashing” or “spamming”; sending unsolicited email, including promotions/advertisements of products or services; posting chain letters or pyramid schemes; forging or falsifying any TCP/IP packet header or any part of the header information in any email or newsgroup posting or impersonating someone else.

You are further prohibited from using any software, device, engine or routine that may interfere with the proper functioning of this website or any activity being conducted on it. If we have issued you a password to access a non-public area of our site, you may not disclose or share that password with any third parties for any unauthorized purpose. Navigating or searching this website by any means other than the search engines and navigation tools offered on our site or by industry-standard, reputable third-party web browsers such as Netscape Navigator and Microsoft Explorer is prohibited, as is any attempt to decipher, decompile, reverse engineer or otherwise interfere with any of the software used on this website.

Security violations of our system or network could lead to civil or criminal prosecution. We will investigate and/or report any or all such occurrences to the proper law enforcement authorities and co-operate fully with them in prosecuting users who perpetrate or participate in such violations.

We reserve the right to expel users and deny them further access to our website, should they be seen as having violated the law, or the terms and conditions outlined here. We may take any action, at our sole discretion, with respect to user-submitted information that we deem necessary or appropriate if we believe it may result in potential liability for us or that it may cause us to lose, in whole or in part, the services of our Internet Service Provider (ISP) or other suppliers. All information you supply to us may, from time to time, be deleted at our discretion.

You agree not to resell or re-assign your rights and/or obligations under the Terms and Conditions outlined in this Agreement. You also agree not to make unauthorized use of this website for commercial purposes or gain.

Your Corporate/Business Name

We make no representations or warranties, express or implied, oral or written, as to the availability of any name in any jurisdiction and we assume no risk or liability for the use of any name selected by you, wither or not such name has been accepted for use by the relevant government department, agency or authority. You accept and assume complete responsibility for any risk of confusion with existing corporate names, business names and trade-marks, including without limitation, any name set out in any search report or name reservation provided by us.

All name searches sold on this site are provided on an “AS IS” basis. We shall not be held liable by any party for the failure of a NUANS Report or a NUANS Database Pre-Search to disclose any name with prior rights. We expressly exclude all liability and damages resulting from the inaccuracy, incompleteness of, or omissions from, any NUANS Report.

The name searches provided on this site should be supplemented by other searches including Internet domain name, yellow pages and telephone directory searches. We take no responsibility for your reliance as to the availability of a given proposed name.

You acknowledge and agree that the act of registering or reserving your corporate name does not make it immune to the possible objections of others. You agree that, should any dispute with a third party arise as a result of a challenge to your registration or corporate name, you will indemnify and save us harmless.

You agree that you cannot assume that your corporation or business has been officially formed until you receive your original Articles of Incorporation/Business Registration Certificate from Eric P. Cohen, Barrister & Solicitor.

Reporting Requirements

You agree that we will not be responsible for advising or reminding you of any requirements or obligations following the incorporation or registration of your business, including (but not limited to) annual meetings, reports, government filings or taxes due. Our involvement with your company ends when your incorporation or business registration is complete. Unless you have contracted for us to complete specific corporate maintenance services, the ongoing maintenance of your business is your sole responsibility.

Your Responsibility to Review & Sign Documents

Certain legal and other documents prepared by us are delivered in paper or electronic format along with instructions regarding review & signature. You agree to follow our instructions and to review and sign those documents as instructed upon receipt, and you agree that you are solely responsible for same. We will not be held responsible for any paper or electronic documents which are not reviewed and/or signed pursuant to our instructions, or for any legal or other consequences which may flow therefrom.

Limitation of Liability

The purpose of our website is to disseminate information relative to business start-up and to provide a means for individuals and businesses to retain the services of a lawyer to complete and file relevant corporate and government documentation.

We do not censor, screen or independently verify any information that you may submit. Consequently, we have no control over the quality, safety or legality of the content or information you submit.

Other than in relation to Legal Services purchased on this website, to the fullest extent permitted by applicable law, under no circumstances, including but not limited to negligence, will we be held liable for any injury, loss, claim, damage or any special, exemplary, punitive, direct, indirect, incidental, special or consequential damages of any kind (including, but not limited to lost profits, savings, goodwill, use, data or other intangible losses), whether based in contract, tort, strict liability or otherwise, which arises out of or in any way whatsoever connected to the use of or access to our website content, products or services, other than Legal Services (incorporations, business name registrations & other corporate services), any failure, delay or inability to use our service, cost of procurement of substitute services, unauthorized access to/alteration of your transmissions or data, statements or conduct of any third party on the service, whether or not we are advised of the possibility of such damages by you or another party.

It is difficult to authenticate users on the Internet; as a result, unless required by law, we cannot and do not verify or confirm that each user is, in fact, who he or she purports to be. We do not, and cannot, be involved in user-to-user dealings nor control the behaviour of those who participate on our website. In the event that you have a dispute with one or more users, you agree to release us, as well as our agents, employees and affiliates, from any or all claims, demands and damages – actual and consequential, direct and indirect, express and implied – of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of, or in any way connected with, such disputes.

We will not be held responsible for any inaccuracies or typographical errors on our website, nor make any representation about the accuracy, reliability, completeness or timeliness of either our website or the material contained on it. This website and its material are to be used at your own risk. Our expectation is that you will exercise utmost caution and demonstrate common sense when using this website.

We will not be held responsible for late, lost, incomplete, illegible, misdirected or stolen messages, mail or email, unavailable network connections (cable or phone modem), failed, incomplete, garbled or delayed data transmissions, online failures, hardware, software or other technical malfunctions, disruptions or disturbances or any other communications failures or circumstances that may affect, disrupt or corrupt communications.

Furthermore, we will assume no responsibility, nor shall we be held liable for, any damages to, or viral infection of, your computer system, network or other property on account of your access to, browsing of or use of our website or the downloading of any materials, data, text, graphics, or other material. Any material that you download or otherwise obtain through our service is done at your own risk and discretion. You alone are responsible for any damage to your computer system or any loss of data that may result from the downloading of such material.

You agree that, unless mandated by applicable law, our entire liability, and your exclusive remedy with respect to any products provided by or services rendered by us under this Agreement and any breach of this Agreement is solely limited to the amount you paid us for said products or services.

Disclaimer of Warranty

Except as explicitly provided in the Terms and Conditions of this Agreement, we make no representations or warranties of any kind, express or implied, concerning our website, which is provided on an “as is” and “as available” basis. We do not warrant the accuracy, completeness, reliability, currency, suitability, or timeliness of the material, software, text, graphics, links or information on our site. We also do not represent or warrant that this site or the server that hosts it are free of viruses or other harmful components. We expressly disclaim, to the fullest extent permitted by law, all warranties and conditions, including implied warranties and conditions of merchantability, fitness for a particular purpose, title and non-infringement, as well as those arising by statute or otherwise in law or from a course of dealing or usage of trade.

Please refer to our disclaimer for additional information.

Indemnity

You agree to indemnify and save harmless Eric P. Cohen, Barrister & Solicitor, the Corporation, its officers, directors, employees, agents, subsidiaries, affiliates and representatives from and against any claim, cause of action demand or damage, asserted by any third party due to or arising out of your use of our website material, products or services, or your breach of these Terms and Conditions.

Breach

Failure to abide by any of the Terms and Conditions of this Agreement may be considered as a material breach of contract.

Revocation and Right of Refusal

We reserve the right to cancel, deny or refuse service at our sole option and discretion, with or without cause at any time and effective immediately. We agree to refund, in whole or in part, at our option, your applicable fee(s), should we withdraw or cancel our service.

Links to Other Sites

Our website may, from time to time, provide links to other websites. These links are supplied solely for your convenience and information. Our inclusion of these links on our website does not imply or constitute our endorsement, investigation, verification, recommendation of the linked website content or its owner(s). We do not control any of the information, products or services offered on those linked websites. As a result, we will not be held responsible for the content of other websites and we make no representation or warranty regarding any other websites, their content or materials. If you decide to access other websites, you do so entirely at your own risk.

Privacy and Security of User Information

When you request documents or services, or otherwise access our website, you will be asked to supply us with specific information including, but not necessarily limited to, personal and financial information and a valid email address. All information submitted to us on our website is held in confidence pursuant to our Privacy Policy and, in the case of a purchase of Legal Services, solicitor-client privilege.

You acknowledge that you have read our Privacy Policy. You acknowledge that you understand its terms and find them reasonable. You consent to the use of your personal and financial information as set out in that policy. We may amend our Privacy Policy at any time, and your continued use of our site after such amendments are posted constitutes your acceptance of such amendments.

Pricing

All prices quoted on our website are in Canadian dollars ($CAD) unless otherwise specified.

Applicable taxes are not included in the prices shown, unless displayed separately. Prices are subject to change without notice. Any product or service advertised as “free” on our website will provide full disclosure of any pertinent conditions that may materially affect the procurement of the item so advertised, should any such conditions exist.

Fees and Payments

Under these Terms and Conditions, you agree to pay us all appropriate service fees, disbursements and applicable taxes, which are non-refundable, except where otherwise noted in this Agreement.

If your agent or representative purchases our products or services on your behalf, you are legally bound as principal for all payments, as well as for adherence to these Terms and Conditions.

If you or your agent/representative send us a cheque or cheques which are returned by the bank for any reason, you will be charged administrative fees as follows:

• Bank Charges: as levied
• Administrative Charges: $50.00

If you or your agent/representative dispute a valid credit card charge for any reason and we are required to respond to the disputed charge, or if our account is charged back for the transaction, you will be charged administrative fees as follows:

• Bank Charges:  as levied
• Administrative Charges:  $50.00

Orders

An order is considered to be placed at the time you submit it to us via Internet, phone, fax or mail. We may or may not contact you to verify the accuracy of any submitted information. You may not modify or cancel a submitted order without our prior authorization.

In the event that you request cancellation of an order following submission, you will only be entitled to a refund of government filing fees, if any, provided that your filing has not been submitted to the government or other relevant authority. Once a filing has been submitted, no refund is possible.

Termination

We reserve the right, at our sole discretion, to pursue all of our legal remedies, including but not limited to, deletion of your postings on our website and immediate termination of your registration with or access to our website or any other service which we may provide you, should you be found to be in breach of these Terms and Conditions.

If you do not respond, within 30 days, to communications from us which prevents or hinders us from completing any services, we may, in our sole and absolute discretion, terminate your services with us without refund.

Headings

The headings used in these Terms and Conditions are included for your convenience and ease of reading and sourcing information. They will not limit or otherwise affect these Terms and Conditions.

Severability

In the event that any provision of these Terms and Conditions is determined to be unenforceable, invalid, unlawful or void, by any court having competent jurisdiction, then said provision shall be deemed severable from the remaining provisions and shall not affect their validity and enforceability.

Our failure to insist upon or enforce strict performance of any provision of these Terms and Conditions shall not be construed as a waiver of any provisions or rights.

Notice to Users Outside Canada

Our website provides information for foreign parties that may be interested in doing business in Canada; however, we make no claim that the material on our website may be legally viewed or downloaded outside Canada. Access to our material may or may not be legal for use by certain persons in certain countries. If you access our website from outside Canada, you do so at your own discretion and risk and you are responsible for complying with the laws of your jurisdiction. This also includes but is not limited to foreign investment and securities laws. We provide no legal advice or Legal Services related to non-Canadian law. If legal advice relating to any non-Canadian law is required, you must retain the services of a local lawyer in the relevant jurisdiction(s).

Governing Law

Our Legal Services, this Agreement and its performance are governed by the laws of the Province of Ontario, Canada and the laws of Canada applicable therein, without giving effect to their conflict of laws principles. You hereby expressly consent and submit to the exclusive forum, jurisdiction, and venue of the courts of Ontario located in the City of Toronto, and/or the Federal Court of Canada in Ontario in all disputes that may arise out of, or relate to, the use of our website, our Legal Services, and these Terms and Conditions, and you agree not to dispute such exclusive jurisdiction.

Entire Agreement

The Terms and Conditions outlined above, as well as those areas of our website to which they may have referred the reader, constitute the entire agreement between you and us relating to the subject matter. This Agreement supersedes any prior understandings or agreements (electronic, verbal or written) regarding the subject matter and may not be changed, altered or amended except in writing, or by NBN Business Services Inc. or Eric P. Cohen, Barrister & Solicitor making such modifications, alterations or amendments available to it pursuant to the Terms and Conditions.

You agree that we have the right to revise these Terms and Conditions and change the services provided under this Agreement. You acknowledge that any such revision or change will be binding and will take effect immediately upon posting. You understand that, by continuing to use our services following such notice, you must abide by those revisions and changes.

If you have any questions about any of the terms & conditions listed on this page, please click here to contact us. .

If, after having carefully read these Terms and Conditions, you do not wish to accept or abide by them, you must terminate your use of our site immediately.