Member may provide password access to Employees to the Abletribe App. Such authorized users may have access to information and perform various tasks as instructed by Member, which include but are not limited to inputting and updating information, retrieving information and files, administering payroll, managing files, and any other lawful and authorized tasks that Member may prescribe. If you administer your Abletribe account on behalf of a business or corporation, you represent and warrant that you have the right to provide passwords and access credentials to your Employees.
Member and users shall be responsible for maintaining the strict confidentiality of their usernames and password, and Member will be responsible for any and all activities performed under their passwords, as well as unauthorized use.
Abletribe may, without notice or liability, discontinue, add or revise any feature, aspect, mode or design of the Services which include but not limited to the scope of service, time of service, or to the software/hardware required for access to the Services. Abletribe may also limit the geographic locations or jurisdictions where all or certain Services may be available.
Without prejudice to the foregoing, if there is a failure of or error, omission, defect, deficiency, delay causing downtime, or inability of a Member to access the Services for any length of time, including as a result of the permanent termination of service, Member acknowledges and agrees that, except as otherwise set out herein, its only remedy for any such error, omission, defect, deficiency, delay or other failure of the Abletribe App or the Services whatsoever is to discontinue using the Abletribe App and the Services.
If you register to use the Abletribe App, you hereby represent and warrant to us that you have obtained all consents necessary in your jurisdiction to provide us and Abletribe Parties with the information required to provide the payroll Services. This includes consent to access your, your company's, and your employees' bank accounts to process direct deposits of payments and to debit overpayments and payment errors. You expressly authorize Abletribe and Abletribe Parties to process such deposits and debits as required from time to time and you agree to hold harmless and indemnify the Abletribe Parties against any damages, losses or claims arising in respect of payroll processes and access to employee accounts (excepting fraud, willful neglect, or manifest error by Abletribe or Abletribe Parties.)
Abletribe, Abletribe Parties and its licensors and suppliers own both the proprietary rights as well as the intellectual property rights to all URLs, materials, products, web content, webpage designs, webpage layouts, images, text, tools, utilities and software that make up the Services, but excluding your data and information which you provide to us or input using the Abletribe App and the Services. The technical procedures, processes, concepts and methods of operation that are inherent within the Abletribe App constitute trade secrets. The usage of or access to our Services does not constitute a sale or transfer of any intellectual property rights or ownership to the users. Without any prejudice to the foregoing, any information, materials or data entered using the Abletribe App by a user or otherwise provided for accessing the Abletribe App on the user's behalf shall at all material times remain the property of the user. The user hereby grants to Abletribe a worldwide, perpetual, royalty free, non exclusive right and licence to use all content provided by the user in connection with the Abletribe App and the Services for uses related to the delivery and improvement of the Services.
Abletribe takes every commercially reasonable effort to accurately calculate federal, provincial, and local payroll taxes. In the unlikely event such calculations are incorrect due directly to Abletribe's negligence, and such error result in a penalty, Abletribe will pay all or a portion of the penalty in the manner calculated and subject to the limitations below (the "Abletribe Guarantee"). The employer must provide Abletribe with the penalty notice received from the Canada Revenue Agency within 90 days of the date of the first notice. The penalty must be the direct result of incorrect calculations made by Abletribe and not the result of incorrect data provided by or on behalf of an employer or employee. The penalty must apply to a time period during which the employer was a paying Subscriber to and active user of Abletribe. The employer is responsible for any unpaid taxes, fees and interest charges due as a result of the penalty notice. The Abletribe Guarantee will only apply if Member permits Abletribe to act on Member's behalf in any communications and / or negotiations with the Canada Revenue Agency and Member assists Abletribe as reasonably required by Abletribe.
THE GREATER OF (A) THE ACTUAL AMOUNT OF THE PENALTY (NET OF UNPAID TAXES, FEES AND INTEREST) ASSESSED AGAINST YOU, TO A MAXIMUM OF ONE THOUSAND CANADIAN DOLLARS ($1000) AND (B) THE TOTAL AMOUNT (NET OF TAXES) YOU HAVE PAID ABLETRIBE IN THE 12 MONTH PERIOD PRIOR TO THE DATE THE EVENT GIVING RISE TO THE CAUSE OF ACTION OCCURS, TO A MAXIMUM OF THE ACTUAL AMOUNT OF THE PENALTY (NET OF UNPAID TAXES, FEES AND INTEREST) AGAINST YOU.
You agree that any notices, disclosures, agreements and other communications that we may deliver or communicate to you from time to time comply with the terms of any applicable electronic documents legislation, including the requirement that such documents be in writing, are capable of being retrieved, reviewed, printed and stored for further use by you.
You acknowledge that we may communicate with you electronically, including but not limited to email, SMS, instant messaging, on our Sites, and using any other forms of electronic communication. You consent to receiving these electronic communications.
If you choose to access the Services from locations other than Ontario, you will be responsible for compliance with all local laws of such other jurisdiction and you agree to indemnify Abletribe and Abletribe Parties for your failure to comply with any such laws.
To the extent arbitration as described in the immediately preceding paragraph is prohibited by applicable law, you agree that all Claims will be heard and resolved in a court of competent subject matter jurisdiction located in Toronto, Ontario. You consent to the personal jurisdiction of such courts over you, stipulate to the fairness and convenience of proceeding in such courts, and covenant not to assert any objection to proceeding in such courts.
You are not permitted to assign any of your rights or obligations hereunder without the prior written consent of Abletribe, and any such attempted assignment will be void and unenforceable.
No delay or omission to exercise any right or remedy accruing upon any breach or default hereunder shall impair any such right or remedy nor be construed as a waiver of any such breach or default or of any similar breach or default thereafter occurring, nor shall any single or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right or remedy. No waiver (or consecutive waivers) of any single breach or default shall operate or be construed as a waiver of any subsequent breach or default.