Version November 17, 2020
TENANT SCREENING CANADA SERVICES TERMS OF USE
By registering and using Yardi Breeze or Yardi Breeze Premier (collectively, “Yardi Breeze”), and accessing and using Tenant Screening Services provided these services are available to you, you expressly acknowledge, agree to, and accept this TENANT SCREENING CANADA SERVICES TERMS OF USE (the “Agreement” the “Screening Terms” or the “TS CA TOU”), which is made between you and Yardi Canada Ltd., a Canadian corporation doing business as Yardi Resident Screening, located at 5925 Airport Road, Suite 605, Mississauga, ON L4V-1W1 (“YRS” or “Reseller”). YRS provides certain products that provide Screening Services (defined in this Agreement) to you in connection with your management of residential or commercial units using Yardi Breeze. As a condition to accessing and using these Screening Services, and in consideration of the respective rights and obligations of the parties as set forth in this Agreement, the parties agree as follows:
1. Definitions.
a. “Applicant” means a current or prospective tenant of a Property who has consented in writing to End-User’s use of the Services in connection with the Permissible Purpose.
b. “Confidential Information” is defined as referenced in section 6 of this Agreement.
c. “Credit Bureau” means Equifax® Canada and any other information vendor (such as Fair Isaac International Corporation) that provides information contained in the Services, either individually or collectively as understood by the context wherever referenced.
d. “Eligibility Criteria” means the Applicant selection policies or standards, as set solely by You or other responsible party such as a property owner.
e. “End-Users” means You and Your employees who access and use Services.
f. “Permissible Purpose” means the use of the Services by End-Users for evaluating Applicants in accordance with this Agreement and all applicable laws and regulations and Schedule C (Required Supplemental Terms and Conditions).
g. “Property” or “Properties” means the property or properties and the designated units thereof for which you will be using the Services.
h. “Schedule C” refers to the required supplemental terms and conditions document available at http://www.yardi.com/canada-screening-schedule-c, which is fully incorporated into this Agreement. Schedule C is mandated by the various third-parties identified in Schedule C, can only be modified by them, must be accepted by you in order to use the Services, and may be modified from time to time by the various third-parties identified in Schedule C, with or without notice. NOTE: YRS cannot modify Schedule C, and Schedule C does not and will not contain any term, condition, notice or otherwise that is not required by a Credit Bureau, applicable law or regulation, or as otherwise expressly required by the third-parties identified in Schedule C.
i. “Services” or “Screening Services” or “Tenant Screening Services” means the YRS screening and related products and solutions provided pursuant to this Agreement that contain information expressly governed by applicable laws and regulations and Schedule C (Required Supplemental Terms and Conditions).
j. “Tenant Screening Report” means the information from any Credit Bureau assembled, merged and provided by YRS: (i) to Applicants, as required; and (ii) to End-Users, as required.
2. Term and Termination.
a. The Initial Term, Term and the process for cancelling or terminating your Screening Services is tied to your registration of Yardi Breeze. If your Yardi Breeze agreement is cancelled or terminated, this Agreement is automatically cancelled or terminated at the same time. You may terminate the Screening Services at any time without cancelling Yardi Breeze by contacting a Yardi Breeze representative at (888) 569-2734.
b. YRS may terminate this Agreement if: (i) there has been a material breach that is not or cannot be cured within 7 days of written notice; or (ii) there has been a material breach and you do not acknowledge the breach or work diligently to cure the breach within a time period that is satisfactory to YRS. In any event, YRS cannot guarantee that any information contained in the Services will be available from any specific Credit Bureau; and in the event the Credit Bureaus stop providing data to YRS for any reason, YRS may terminate this Agreement, in whole or in part.
c. Effect of Termination. Upon termination or expiration of this Agreement, YRS will cease providing the Services to You and all outstanding Fees, if any, shall become immediately due and payable.
d. Survival. Your and Yardi’s obligations under the Tenant Screening Services Activation Agreement regarding compliance with applicable laws, and your obligation to pay for the Screening Services you used, shall survive any termination or cancellation of the Screening Services.
3. Billing and Payments.
a. If you are licensing Yardi Breeze Premier, your billing and payment terms are in your current Breeze Premier Supplement to the Terms of Use (and the remainder of this Section 3 does not apply to you).
b. If you are licensing Yardi Breeze, the amount you owe for your use of the Services is due and payable in accordance with the TOU. BY SIGNING UP FOR THE SERVICES AND PROVIDING A CREDIT CARD, YOU WARRANT, ACKNOWLEDGE AND AGREE THAT YOU ARE AUTHORIZED TO USE THE CREDIT CARD PROVIDED AND THAT YOU AUTHORIZE RENTGROW (OR YARDI, ON RENTGROW’S BEHALF) TO CHARGE THAT CARD EACH MONTH FOR THE SERVICES, AND ALL APPLICABLE TAXES. To avoid the consequences for a failure to pay as described in the TOU, it is your responsibility to provide and maintain a valid credit card within Yardi Breeze. To cancel these automatic payments or to change or update the credit card you authorize to be charged, you must contact a Yardi Breeze representative by calling (888) 569-2734.
c. Failure to Pay. If for any reason your payment is declined, returned, or otherwise cannot be processed, your access to the Services, will be suspended. This means you will not be able to access the Services and may be unable to fully manage your units. To restore your access to the Services, you must bring your account into good standing. Any disputes about a failure to pay MUST be sent in writing within 30 days from the date your access to the Services was suspended to:
YRS, INC.
Attn: Yardi Breeze Screening Services
400 Fifth Avenue, Suite 120
Waltham, MA 02451
4. Acknowledgements, Criteria, Access and Location.
a. Acknowledgements and Required Supplemental Terms and Conditions. As an express condition of accessing and using the Services, you acknowledge and agree that you and all End-Users shall do so only for the Permissible Purpose, and that you and all End-Users are bound by: (i) the terms and conditions of this Agreement; (ii) all other laws and regulations that apply to you; and (iii) the current version of Schedule C as available at http://www.yardi.com/canada-screening-schedule-c.
IN THE EVENT YOU DO NOT ACCEPT THE VERSION OF SCHEDULE C IN EFFECT AT THE TIME YOU WISH TO USE THE SCREENING SERVICES, YOU MAY NOT USE THE SCREENING SERVICES. YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SERVICES SHALL CONSTITUTE YOUR EXPRESS ACCEPTANCE AND ACKNOWLEDGEMENT OF SCHEDULE C IN ITS ENTIRETY THAT IS IN EFFECT AT THE TIME YOU USE THE SERVICES. AS INDICATED IN SCHEDULE C, YOU ARE REQUIRED TO INITIAL CERTAIN TERMS. YOU ACKNOWLEDGE AND AGREE THAT YOUR ACCEPTANCE OF THE TERMS IN THIS AGREEMENT AND YOUR USE OF THE SERVICES CONSTITUTES YOUR INITIALING WHEREVER REQUIRED IN SCHEDULE C.
b. Tenant Eligibility Criteria. You are solely and exclusively responsible for establishing the Eligibility Criteria for each Property. YRS plays no role whatsoever in determining the Eligibility Criteria for any Property, plays no role in any tenancy decisions and does not guarantee the effectiveness of Your Applicant selection policies or the accuracy of any Credit Bureau, or other information delivered by way of the Services or in a Tenant Screening Report.
c. Access to and Use of the Services. Only End-Users are authorized to access and use the Services and shall only do so for the Permissible Purpose. Any unauthorized access to or use of the Services by anyone shall entitle YRS to immediately suspend or terminate part or all of the Services.
d. Right to Audit and Compliance. In accordance with YRS’s obligations to the Credit Bureaus including YRS’s obligation to help prevent and detect potentially fraudulent and/or suspicious activity, you acknowledge and agree that YRS may conduct random as well as regular monitoring of End-User’s access to and use of the Services and your compliance with this Agreement for the purpose of validating that End-Users are accessing and using the Services only for the Permissible Purpose and in accordance this Agreement. Additionally, you expressly acknowledge and agree that as a material condition of receiving the Services, you must complete all necessary on-boarding requirements, including on-boarding performed by the KYC team as described in the Terms or as may otherwise be initiated by Yardi or YRS in accordance with vendor requirements and any applicable laws or regulations related to the prevention of identity theft, financial fraud, money laundering, terrorist financing and the like. A refusal to provide requested or required information, or the inability of YRS or Yardi to validate it, will result in your not being able to access and use the Services.
e. Shared Location. If you operate from a physical location or on a server or network (the “Location”) that is shared with a third-party business (a “Company”), you acknowledge and represent that: (i) you are legally entitled to operate at or on the Location shared with Company; and (ii) you shall expressly prohibit and physically and/or electronically prevent Company from accessing or using the Services in any manner or for any purpose whatsoever.
5. Software Title/Non-Transfer. Just as with Yardi Breeze, all right, title and interest in and to YRS Premium, YRS Premium Plus, any YRS software or any software of its parent or subsidiary companies (collectively for purposes of this Agreement, “YRS Software”) used as part of the Services shall remain exclusively with YRS or its parent or subsidiary company. No title transfer is intended or executed by this Agreement.
6. Confidentiality.
The same Confidentiality, Exceptions, Obligations to Disclose, and the Return of Confidential Information terms that apply to Yardi Breeze apply to the Services, and by this reference are incorporated into these Terms.
7. Warranties.
a. Warranty Disclaimer (as between YRS and You only). EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, AND TO THE FULLEST EXTENT ALLOWED UNDER APPLICABLE LAW, YRS DISCLAIMS ALL WARRANTIES WITH REGARD TO THE SERVICES PROVIDED PURSUANT TO THIS AGREEMENT INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
b. Warranty Disclaimer (as between You and each Credit Bureau only). SEE SCHEDULE C.
8. Damage Limitations.
a. Damage Waiver (as between YRS and You only). REGARDLESS OF ANY OTHER PROVISION IN THIS AGREEMENT, AND TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, YRS DISCLAIMS ALL OBLIGATIONS AND LIABILITIES FOR SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY, PUNITIVE AND CONSEQUENTIAL DAMAGES, ATTORNEYS’ AND EXPERTS’ FEES, AND COURT COSTS (EVEN IF YRS HAS BEEN ADVISED OF THE POSSIBILITY OF THESE DAMAGES), ARISING FROM OR IN CONNECTION WITH THIS AGREEMENT.
b. Damage Waiver (as between You and each Credit Bureau only). SEE SCHEDULE C.
c. Liability Limit (as between YRS and You only). IN ADDITION TO THE LIMITATIONS OTHERWISE SET FORTH IN THIS AGREEMENT (BUT EXCLUDING SCHEDULE C), AND TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, IN THE EVENT OF ANY CLAIM OR CAUSE OF ACTION BY YOU ARISING OUT OF OR CONNECTED WITH THIS AGREEMENT, YRS’S MAXIMUM LIABILITY TO YOU, REGARDLESS OF THE AMOUNT OF LOSS YOU MAY HAVE SUFFERED, SHALL NOT EXCEED THE FEES PAID BY YOU TO YRS FOR THE SERVICES PROVIDED UNDER THIS AGREEMENT DURING THE 6 MONTHS IMMEDIATELY PRECEDING THE EARLIEST DATE OF THE EVENT(S) GIVING RISE TO THE LIABILITY.
d. Liability Limit (as between You and each Credit Bureau only). SEE SCHEDULE C.
e. Non-Reliance Release (as between YRS and You only). YOU RELEASE YRS AND ITS AGENTS, EMPLOYEES AND INDEPENDENT CONTRACTORS FROM LIABILITY FOR: (i) ANY NEGLIGENCE RELATED TO OR IN CONNECTION WITH THE INFORMATION PROVIDED AS PART OF THE SERVICES; AND (ii) ANY LOSS OR EXPENSE RESULTING, DIRECTLY OR INDIRECTLY, FROM INFORMATION DERIVED FROM THIRD PARTIES, INCLUDING BUT NOT LIMITED TO THE CREDIT BUREAUS.
f. Non-Reliance Release (as between You and each Credit Bureau only). SEE SCHEDULE C.
9. Assignment. The Services cannot be assigned by you for any reason without the prior, express, written consent of YRS, which YRS may withhold in its sole discretion. Any attempted or purported assignment without YRS’s prior, express, written consent is void. This Agreement is binding on and inures to the benefit of both you and YRS and our respective, authorized assigns, successors, and legal representatives.
10. Disputes. The Disputes provision of your Yardi Breeze Terms as between you and Yardi shall apply as between you and YRS, and by this reference that provision is incorporated into these Terms.
11. General Provisions.
a. Independent Contractor Status. The parties agree that they are independent contractors and nothing in this Agreement is intended to make the parties partners, agents, joint venturers, or any other form of joint enterprise, or to make the employees, agents, or representatives of one of the parties into employees, agents, or representatives of the other party. No party to this Agreement shall have any express or implied right or authority to assume or create any obligations on behalf of any other party, and no party to this Agreement shall have any express or implied right to bind any other party to any contract, agreement, or undertaking with any third-party.
b. Governing Law and Venue. These Terms are governed and determined by the laws of Canada and the Province of Ontario, Canada as such laws are applied to agreements made and performed entirely within Toronto, Ontario, Canada. Any action or proceeding related to or arising out of these Terms shall be resolved only in a court of competent jurisdiction in the City of Toronto, Province of Ontario, Canada (or, if there is no court of competent jurisdiction in the City of Toronto, Ontario, Canada, then the court of competent jurisdiction closest to the City of Toronto, Ontario, Canada), and you and YRS expressly consent to the personal jurisdiction of such courts and waive any right to cause any action or proceeding to be brought or tried elsewhere.
c. Binding Effect. This Agreement is binding on and inures to the benefit of the parties and their permitted assigns, successors, and legal representatives.
d. Notices. All notices that YRS may be obligated to provide you will be sent to the email address you provided during your Yardi Breeze registration and as may be updated by you from time to time. You expressly acknowledge and agree to keep your email address up to date. If you have any reason to contact YRS about your Services, you must either call (888) 569-2734 or write by traceable post to YRS at:
YRS
Yardi Canada Ltd. c/o Yardi Resident Screening
Attn: V.P./General Manager
400 Fifth Avenue, Suite 120
Waltham, MA 02451
e. Waiver. The waiver of a party’s breach of this Agreement shall not operate or be construed as a waiver of any other or subsequent breach.
f. Severability. If a court or other body of competent jurisdiction determines that any part of this Agreement is unenforceable, the remainder of this Agreement shall nevertheless remain enforceable.
g. Headings. This Agreement’s section headings and captions are inserted for convenience only and are not intended to form a material part of this Agreement.
h. Data Use. YRS and its parent, subsidiary or affiliated companies may aggregate, compile, and use information derived from the provision of the Services in order to improve, develop or enhance the Services and/or other services offered, or to be offered, by YRS, its parent company, or their affiliated companies; provided that no personally identifiable information belonging to you or any Applicant is identifiable as originating from, or can be traced back to, you or the Applicant.
i. Modification. You may not modify or amend this Agreement except with the prior written approval of YRS. YRS may modify the terms of this Agreement from time to time. TO ACCESS THE MOST CURRENT VERSION OF THIS AGREEMENT, CLICK ON THE YARDI® BREEZE PREMIER CANADA TERMS OF USE LINK FOUND ON THE “COMPANY SETTINGS” SCREEN WITHIN THE YARDI BREEZE SOFTWARE. BY CONTINUING TO USE YARDI BREEZE AND THE SERVICES, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND ACCEPT THE MOST CURRENT VERSION OF THIS AGREEMENT.
j. Property Information. In order to access and use the Services, and to remain compliant with applicable law, you acknowledge and agree that (a) all of the information about the Properties for which the Services will be utilized that you provide during registration (the “Property Information”) is true, accurate, current and complete; and (b) that you will promptly update any Property Information that changes to ensure that it remains true, accurate, current and complete so long as you are using the Services.
12. Certn Services. In order to use the Certn Services as part of the YRS Tenant Screening Services, you acknowledge and agree to the following terms:
a. You will only use the Certn Services to evaluate applicants for tenancy. Through the Certn Services, you may obtain a Certn tenant screening report from Certn (the “Certn Report”), subject to Certn’s ability to obtain the applicant data necessary to generate the Certn Report.
b. Certn will provide a Pass/Review/Fail flag with the Certn Report, which is based on Certn’s evaluation of the applicant’s data contained in the Certn Report. YRS will provide the Certn Report and Pass/Review/Fail flag to you, but YRS will not review or evaluate the applicant’s data contained in the Certn Report.
c. During the term of this Agreement, you will use YRS as the exclusive provider of Certn Services with respect to all properties subject to the Agreement.
d. YRS does not guarantee or warrant the accuracy of data received from Certn or contained in the Certn Report. You are solely and exclusively responsible for establishing the Eligibility Criteria for each Property that uses the Certn Services, and YRS plays no role in any tenancy decision and does not guarantee the effectiveness of your applicant selection policies or the accuracy of any information provided through the Certn Services or in the Certn Report.
e. Each Certn Report provided by Certn and YRS shall only be used during one (1) tenant screening session and only for the purpose of evaluating applicants in accordance with the Agreement and all applicable laws and regulations and Schedule C (Required Supplemental Terms and Conditions) (the “Permissible Purpose”).
f. All terms and conditions of the Agreement apply to your use of the Certn Services, including but not limited to all use, confidentiality, and security obligations, and YRS’s right to conduct random as well as regular monitoring of End-Users’ access to and use of the Certn Services for the purpose of validating that End-Users are accessing and using the Certn Services only for the Permissible Purpose and in accordance with the Agreement.
g. YRS and its parent, subsidiary or affiliated companies may aggregate, compile, and use any information derived from the provision of the Certn Services in order to improve, develop, or enhance the Certn Services and/or other services offered, or to be offered, by YRS, its parent company, or their affiliated companies; provided that no personally identifiable information belonging to Client or any Applicant is identifiable as originating from, or can be traced back to, Client or any Applicant.