Terms and Conditions of Use – helloDarwin
0) Table of Contents
General Provisions and Purpose
Definitions
Acceptance, Updates, and Consent
Accounts, Access, and Eligibility
Fees, Billing, and Taxes (General)
Permitted Use and Restrictions
Data Sources and Third-Party Licenses
User-Provided Data and Confidentiality
helloDarwin Content – Intellectual Property
Module-Specific Conditions 10.1 Program Database 10.2 Public Acceptance Information 10.3 Grant Chatbot 10.4 Program Tracking Board 10.5 Marketplace
Privacy and Data Protection
Security and Technical Measures
Suspension, Limitation, and Termination
Indemnification and Release
Limitation of Liability
Additional Legal Compliance
Governing Law and Hierarchy
Miscellaneous Provisions
Contact Information
1) General Provisions and Purpose
This website and platform (the “Site” or “Platform”) is provided by Les services helloDarwin (10239232 Canada Inc) (“helloDarwin”, “we”, “us”, “our”). Your use of this Site is governed by the terms and conditions set forth herein (the “Terms of Use” or the “Agreement”). By accessing or using the Site, you agree to be bound by these Terms, our Privacy Policy, and any guidelines or rules referenced herein.
If you do not accept these Terms, you must refrain from using the Site. The right to use the Site is personal to each user and may not be transferred to any other person or entity.
You acknowledge that while the internet is generally secure, service interruptions may occur beyond helloDarwin’s control. helloDarwin is not responsible for lost data during transmission.
We aim to keep the Site available 24/7 but may make it unavailable for maintenance or other reasons. We may modify or discontinue any aspect of the Site, including but not limited to content, hours of availability, and required equipment, without notice.
You must be of legal age to form a binding contract. The Site is intended for users aged 18 and older, or at least 13 with parental consent. The Site is not intended for users under 13.
2) Definitions
(Maintained from French version – includes “Client”, “Supplier”, “Credit”, “Project”, etc.)
3) Acceptance, Updates, and Consent
Acceptance is recorded via a mandatory checkbox upon account creation.
We may update these Terms at any time. Material changes will be notified via the Site or by email.
Continued use of the Site after notice constitutes acceptance of the revised Terms.
4) Accounts, Access, and Eligibility
Access is reserved for individuals with legal capacity to contract.
Login credentials are personal and confidential.
helloDarwin may suspend or refuse access if these Terms are violated.
5) Fees, Billing, and Taxes (General)
Fees are as displayed or agreed in writing.
Payment is due in advance, non-refundable unless otherwise stated.
Taxes are additional.
Late payment may result in suspension and interest charges.
6) Permitted Use and Restrictions
License granted for internal, lawful use only.
Prohibited: scraping, mass extraction without consent, re-identifying anonymized data, competing use.
7) Data Sources and Third-Party Licenses
Data may include public records, enriched datasets, and internal proprietary data.
Third-party data is licensed for use only within the Platform.
8) User-Provided Data and Confidentiality
User-provided data is confidential.
We may use aggregated/anonymized data for statistical, operational, and matching purposes.
Internal (non-public) acceptances will be labeled “Confidential hD Client” and may be included in anonymized reporting.
9) helloDarwin Content – Intellectual Property
All templates, methodologies, and proprietary content are protected.
Strict prohibition on resale, redistribution, or reproduction without express written consent.
10) Module-Specific Conditions
10.1 Program Database
Information is for informational purposes only.
No mass extraction permitted.
10.2 Public Acceptance Information
Combines public acceptance data with helloDarwin enrichments.
Internal acceptances displayed anonymously.
10.3 Grant Chatbot
Informational tool only; not a substitute for professional advice.
10.4 Program Tracking Board
Confidential data; aggregated usage permitted for optimization.
10.5 Marketplace – Full Detailed Terms
General
The helloDarwin Marketplace connects businesses (“Clients”) with service providers (“Suppliers”). These provisions govern use of the Marketplace module.
Offer of Services
When you complete your profile and submit a request specifying the services you need, we share this information with qualified Suppliers in your area. Interested Suppliers may contact you directly with quotes. We do not guarantee that a Supplier will be found or that they serve your location. helloDarwin does not recommend or endorse specific Suppliers.
Information Disclosed in a Service Request
By submitting a request, you consent to helloDarwin and network Suppliers contacting you by phone, email, mail, or other reasonable means at the contact information you provide. If your information is inaccurate, outdated, false, or incomplete, we may refuse to process your request or deny access to the Site.
Personal Use Only
Marketplace services are for your personal, non-commercial use only.
Revocation of Access
We may revoke access at any time without notice, particularly for breaches of confidentiality or misuse of Supplier data.
False Information
Providing false information (name, phone, address, email) that causes losses or damages to helloDarwin, network Suppliers, or other users may result in legal action.
Supplier Selection Criteria
We check for certain civil judgments and other background information. We do not guarantee the accuracy or currency of Supplier profiles. Users must verify Supplier details before contracting.
Supplier Terms and Conditions
Projects are referred to a limited number of Suppliers.
Referral priority is based on quality score.
Direct contact details may not be shared in introductory messages.
Fees
Each project has a set price. Accepting a project commits you to pay that amount.
Project value is based on factors like budget size.
Fees are non-refundable.
Credits
Credits may be issued for specific situations (e.g., cancelled projects, inability to contact the client after reasonable attempts).
Credits are for Platform use only, non-refundable, and expire after two years of inactivity.
Abuse of the credit request system may affect your Supplier score.
Payment Methods
Credit card or cheque.
Supplier Responsibilities
Respond promptly to projects.
Follow up with potential clients quickly.
Protect client data and avoid sharing it externally, except for subcontracting.
Duration and Termination
No long-term commitment; you may deactivate your profile at any time after paying outstanding invoices.
11) Privacy and Data Protection
Compliance with Quebec Law 25 and applicable federal laws (PIPEDA).
See our Privacy Policy for details.
12) Security and Technical Measures
Access controls, encryption, and monitoring for misuse.
13) Suspension, Limitation, and Termination
For violations, non-payment, or security threats.
14) Indemnification and Release
You agree to defend, indemnify, and hold harmless helloDarwin, its affiliates, directors, officers, employees, and agents from all claims, damages, and expenses (including attorneys’ fees) related to your use of the Site, including disputes with Suppliers or other users.
15) Limitation of Liability
No liability for indirect, incidental, special, or punitive damages.
For service requests, liability is capped at amounts paid for that request.
For Marketplace Supplier services, we make no guarantees regarding performance, quality, or outcomes.
16) Additional Legal Compliance
Compliance with anti-spam laws, export controls, and fair competition rules.
17) Governing Law and Hierarchy
Province of Quebec and applicable Canadian federal laws.
Courts of Montreal, unless arbitration is required.
18) Miscellaneous Provisions
Force majeure, severability, non-waiver, assignment.
Section titles are for reference only.
19) Contact Information
Les services helloDarwin (10239232 Canada Inc) [Full Address] Email: [contact email]