Terms of Service

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Terms of Use

Last Updated: [_____1 February 2023_______________] (“Effective Date”)

Thank you for visiting PYPR. Please read these Terms of Use and
our Privacy Policy (collectively, the “Terms”) carefully. The Terms contain
important information about your legal rights, remedies, and obligations. 

By accessing or using PYPR, you agree to comply with and be
bound by the Terms, our Terms of Service (as defined below) and all Applicable
Laws and regulations.

If you have any questions about the Terms, please email us at
help@hellopypr.com.

These Terms constitute a legally binding agreement between you
and PYPR (“PYPR”, the “Company”, “we”, “us”, or “our”) governing your access to, and use of our software, services,
and products (“Platform”). Your use of the Platform includes your use of the Website,
any applicable web, mobile, tablet or other smart-device applications, and
application program interfaces (collectively, the “Application”) and all associated
services (collectively, the “Platform Services”). 

Our collection and use of personal information in connection
with your access to, and use of, the Platform is described in our Privacy Policy
at https://www.hellopypr.com/policy/privacy.

These Terms include and hereby incorporate by reference the
following important documents, as they may be in effect and modified from time
to time: our Privacy Policy, the Engagement Agreement as entered into between
PYPR and PYPR Clients from time to time, and, the Services Agreement. Collectively, these Terms, our Privacy Policy, the Engagement Agreement, and the Services Agreement are referred to as the
Terms of Service”.

IF YOU DO NOT AGREE TO THE TERMS, YOU MUST NOT ACCESS OR USE THE
PLATFORM. 

We reserve the right in our sole discretion to revise and update
the Terms from time to time. Any and all such modifications are effective
immediately upon posting and apply to all access, and continued use of, the
Platform. You agree to periodically review the Terms to be aware of any such
modifications. Your continued use of the Platform shall constitute your
acceptance of the then-current Terms.   

The Platform may be changed, withdrawn or terminated at any time
in our sole discretion without notice to you or any other User. We will not be
liable if for any reason all or any part of the Platform is restricted to you
or any other User or is unavailable at any time or for any period. Any
revisions to the Terms will take effect on the last noted Effective Date.

You are responsible for obtaining your own access to the
Platform. You are required to ensure that all persons who access the Platform
through your internet connection are aware of, and comply with, the Terms. You
are responsible for any security breaches or performance issues relating to
your use of the Platform.

YOU UNDERSTAND THAT BY USING THE PLATFORM AFTER THE EFFECTIVE
DATE, YOU AGREE TO BE BOUND BY THE TERMS, INCLUDING THE ARBITRATION PROVISIONS
OF THESE TERMS (SUBJECT TO YOUR RIGHT TO OPT OUT OF THE ARBITRATION PROVISION
AS PROVIDED BELOW).

IF YOU USE THE PLATFORM ON BEHALF OF AN ORGANIZATION OR
ACCOUNTING FIRM YOU AGREE TO THE TERMS ON BEHALF OF SUCH ORGANIZATION OR
ACCOUNTING FIRM AND IN DOING SO YOU REPRESENT AND WARRANT THAT YOU HAVE THE
AUTHORITY TO BIND THAT ORGANIZATION OR ACCOUNTING FIRM TO THE TERMS AND AGREE
THAT YOU ARE BINDING BOTH YOURSELF AND THAT ORGANIZATION OR ACCOUNTING FIRM TO
THE TERMS. 

You agree that we may deliver to you
all notices, disclosures and other documents by means of email, by posting on
the Site or to your account with us, or by other means of electronic
communication. By accessing the Platform, you consent to transact business
electronically and to receive electronically all notices, disclosures and other
documents relating to you and PYPR. You must inform us of any changes in your
email so that you continue to receive all notices without interruption.

 

We may choose to deliver notices,
disclosures and other documents to you by regular mail, registered mail or
courier. You must inform us of any changes in your mailing address so that you
continue to receive all notices without interruption.

 

You may be permitted to access the
Platform using your mobile device. Your mobile device carrier may prohibit or
restrict certain Mobile Features and certain Mobile Features may be
incompatible with your mobile device carrier or mobile device. You acknowledge that your use of the Mobile Features is subject
to any terms set forth in the terms of service of the third party providing the
mobile device on which the Platform operates. We have no
responsibility or liability for any fees or charges you incur when using the
Mobile Features. You should check with your mobile device carrier to find out
whether any fees or charges will apply.

 

1. PYPR Overview

2. PYPR Accounts

3. The Platform

4. User Generated Content

5. Fees and Payments

6. Prohibition Regarding Off-Platform Transactions (Leakage)

7. Disclaimer of Warranty

8. Limitation of Liability

9. General Release

10. Indemnification

11. PYPR Remedies

12. User Claims and Dispute Resolutions (Arbitration Provisions)

13. General Provisions

1. PYPROverview

PYPR IS NOT ACCOUNTANCY FIRM, DOES NOT EMPLOY ACCOUNTANTS AND
DOES NOT ENGAGE IN THE PROVISION OF ACCOUNTING SERVICES TO CLIENTS. PYPR
DOES NOT GUARANTEE OR
REVIEW THE QUALITY, SUITABILITY, SUFFICIENCY OR OUTCOME OF ANY ACCOUNTING
SERVICES BOOKED, CREATED OR DELIVERED USING THE PLATFORM SERVICES. YOU ARE
AWARE THAT ACCOUNTING SERVICES ARE SUBJECT TO INHERENT RISKS AND OTHER FACTORS
BEYOND PYPR
’S CONTROL. YOU ACKNOWLEDGE THAT PYPR DOES NOT PROVIDE ACCOUNTING
ADVICE, OR DRAW ACCOUNTING OPINIONS OR RECOMMENDATIONS ABOUT THE ACCOUNTING OR
FINANCIAL INTERESTS, STRATEGIES, OPTIONS, OR RIGHTS APPLICABLE TO PYPR CLIENTS.

PYPR IS NOT AUTHORIZED UNDER APPLICABLE LAWS TO ENGAGE IN THE
PROVISION OF ACCOUNTING SERVICES. 

PYPR’s purpose is to enable PYPR Clients to identify and engage
Accountants for the affordable, transparent and convenient delivery of
Accounting Services.

In accordance with the Terms of Service, we provide the Platform
Services, including hosting and maintaining the Website and the Application,
which facilitate the booking, creation and delivery of Accounting Services. At
the request of a Client the Platform Services enable PYPR to provide such PYPR
Client with Accountants that are available for booking in respect of the
delivery of Accounting Services; at all times, however, PYPR are ultimately
responsible for selecting and engaging an Accountant for the delivery of
Accounting Services. 

Whenever a Client enters into a contract for a PYPR Service from
PYPR by purchasing a Fixed-Fee Service through the Platform (“Engagement Agreement”) any Accounting Services, and the respective rights and
obligations of the Client and the Accountant shall be subject to the Engagement
Agreement and to these Terms. 

A Client who wishes to purchase a unique scope of accounting
work that is not otherwise available for selection through the Platform as a
Fixed-Fee Service may, from time to time, enter into an agreement with an
Accountant through the Platform Services or otherwise (“Accounting Services Contract”) such Accounting
Services Contract, and the respective rights and obligations of the Client and
the Accountant shall be subject to the Terms of Service.

PYPR IS NOT A PARTY TO ANY ACCOUNTING SERVICES CONTRACT
FACILITATED BY THE PLATFORM SERVICES.

Without limitation, Clients have full discretion and autonomy to
use the Platform Services and are solely responsible for their use of the
Platform Services, including with respect to: (i) any Accounting Services
Contract or booking of Accounting Services with any Accountant; (ii)
determining, negotiating and finalizing the nature and scope of Accounting
Services to be delivered by an Accountant under an Accounting Services
Contract; and (iii) liability for any Aggregate Fee payable pursuant to an
Accounting Services Contract. 

PYPR makes no representations about and does not guarantee, and
you agree not to hold PYPR responsible for: (i) the quality, safety, or
legality of any Accounting Services booked, created or delivered using the Platform
Services; (ii) the qualifications, disciplinary background or practice status
of any Accountant; (iii) the competence or ability of any Accountant to deliver
Accounting Services; or (iv) the willingness of any Accountant to deliver
Accounting Services.

Without limitation, Accountants have full discretion and
autonomy to use the Platform Services and are solely responsible for their use
of the Platform Services, including with respect to: (i) the acceptance of any
Service Contract; (ii) delivering services and Accounting Services for a PYPR
Client pursuant to an Service Contract; (iii) 
the acceptance of any Accounting Services Contract or booking for
Accounting Services; (iv) determining, negotiating and creating the final scope
of Accounting Services to be delivered for a PYPR Client pursuant to an
Accounting Services Contract; (v) delivering Accounting Services for a PYPR
Client pursuant to an Accounting Services Contract; and (vi) invoicing and
billing a PYPR Client the Aggregate Fee payable pursuant to the terms of an
Accounting Services Contract. 

PYPR makes no representations about and does not guarantee, and
you agree not to hold PYPR responsible for: (i) the identity of any PYPR
Client; (ii) the legal capacity of any PYPR Client to enter into an Accounting
Services Contract; (iii) the ability or willingness of any PYPR Client to pay
any Aggregate Fee; or (iv) any Ratings, reviews, statements or posts made by
any PYPR Client.

Accountants may be obligated to keep Client information
confidential in accordance with Applicable Laws, as well as their ethical and
professional obligations. The fact that PYPR may maintain confidential
information, directly or indirectly, in a database maintained by PYPR or a
third-party provider, or the ability of PYPR to create aggregate information or
composite information about Users shall not constitute the waiver of any
confidentiality in Accountant-Client relationship.

AS PYPR DOES NOT ENGAGE IN THE PROVISION OF ACCOUNTING SERVICES,
PYPR DOES NOT, AT ANY TIME, CREATE OR ESTABLISH AN ACCOUNTANT-CLIENT
RELATIONSHIP WITH ANY CLIENT NOR DOES PYPR OWE ANY CLIENT A SPECIAL DUTY OF
CARE.
 

PYPR
Content

PYPR Content is provided for general information purposes only
and should not be relied upon as accounting advice. You should obtain specific
or professional advice before taking, or refraining from taking, any action on
the basis of PYPR Content. Many factors unknown to us may impact the
applicability of any PYPR Content to your particular circumstances and any use
of such PYPR Content is at your own risk. The PYPR Content is not intended to
be a substitute for professional advice. Always seek professional advice with
any specific questions you may have. You should not disregard professional
advice or delay in seeking it because of something contained in the PYPR
Content.

Although we make reasonable efforts to update and maintain the
PYPR Content, we make no representations, warranties or guarantees, whether
express or implied, that the PYPR Content is accurate, complete, reliable or up
to date.  Your use of the Platform and the PYPR Content is at your own
risk and the Company has no responsibility or liability whatsoever for such
use.

The Website may include content provided by third parties,
including from other Users and third-party licensors. All statements and/or
opinions expressed in any such third-party content, other than the PYPR
Content, are solely the opinions and the responsibility of the individual or
entity providing such content. Such content does not necessarily reflect the
opinion of the Company. The Company is not responsible, or liable to you or any
other party, for the content or accuracy of any third-party content.

You acknowledge, agree, and understand that PYPR has no
responsibility to verify the truth or accuracy of any information pertaining to
any Accountants as may be contained in the PYPR Content. PYPR provides no
representations or warranties regarding the truth, quality, efficacy or
accuracy of any information or PYPR Content pertaining to any Accountant. 

Electronic
Communications

You expressly consent and agree to accept and receive
communications from us, including by email and via text (SMS) message, calls
and push notifications to the cellular telephone number you provided to us. By
consenting to being contacted by us, you understand and agree that you may
receive communications, including marketing communications generated by
automatic telephone dialing systems which may deliver pre-recorded messages,
sent by or on behalf of the Company, its affiliated companies and/or other
Users of the Platform, including but not limited to: operational communications
concerning your Account or use of the Platform, updates concerning new and
existing features on the Platform, communications concerning promotions run by
us and news concerning the Company and industry developments (collectively, “Notices”). You acknowledge that
you are not required to consent to receive promotional messages as a condition
of using the Platform.

You agree that we generally can send you Notices by email, text
(SMS) message, calls and push notifications to the cellular telephone number
you provided to us or by posting Notices to the Platform. You acknowledge and
agree that any such Notice shall satisfy any legal requirement that such communication
be in writing. The delivery of any Notice from us is effective when sent by us,
regardless of whether you read the Notice, when you receive it or whether you
actually receive the Notice. Your only method of withdrawing consent to receive
Notices is to terminate any registrations, subscriptions or services provided
through the Platform.

2. PYPR Accounts

You must register and activate an Account to access and use
certain features of the Platform. You acknowledge that PYPR reserves the right
to refuse service to anyone and to cancel User access at any time, subject to
any restrictions under Applicable Laws.

Registration and Acceptance

You understand that by using the Platform, including by creating
a User Account, a Client Account, or an Accountant Account, you agree to be
bound by and abide by the Terms of Service. If you use the Platform on behalf
of an Organization, including by creating a Client Account or Accountant
Account as an agent on behalf of an Organization, you agree to the Terms of
Service on behalf of such Organization and in doing so you represent and
warrant that you have the authority to bind that Organization to the Terms of
Service and agree that you are binding both yourself and that Organization to
the Terms of Service.

To register and activate an Account for use of the Platform, you
must complete the Account profile and provide all requisite information. You
hereby agree to provide PYPR with such proof of identity as we may reasonably
request from time to time and agree to supply true, accurate, and complete
information on your Account profile and all registration and other forms you
access on the Platform or provide to us and to update your information to
maintain its truthfulness, accuracy, and completeness. 

You hereby agree not to supply any false or misleading
information about your identity, qualifications or location, your business or
your skills and to correct any such information that is or becomes false or
misleading.  If you do provide any false or misleading information, we
reserve the right to remove and/or disable your Account without advance notice.

Your provision of registration information including in
connection with the creation and activation of your Account and any submissions
you make to the Platform through any functionality such as applications,
orders, personal profiles, chat rooms, e-mail, message boards, personal or
interest group web pages, forums, online forms, blogs, bulletin boards,
reflections, online journals, forms filled out during one of our workshops or
events, and other such functions constitute your consent to all actions we take
with respect to the management, storage and use of such information in
accordance with the Terms of Service. 

Account Security

Any Account username, password or any other piece of information
chosen by you or provided to you by the Platform as part of our security
procedures must be treated as confidential, and you must not disclose such
information to any other individual or entity. You must exercise caution when
accessing your Account from a public or shared device so that others are not
able to view or record your password or other personal information. 

You understand and agree that your Account is personal to you
and you agree not to provide any other individual or entity access to your
Account, including by protecting your username, password or other security
information. You agree to notify us immediately of any unauthorized access to,
or use of, your Account, username or password or any other breach of security.
You also agree to ensure that you logout from your Account at the end of your
use of the Platform. You are responsible for any password misuse or any
unauthorized access to your Account.  

PYPR reserves the right at any time and from time to time, to
disable or terminate your Account, any username, password or other identifier,
whether chosen by you or provided by us, in our sole discretion for any or no
reason, including, but not limited to, your violation of any provision of the
Terms of Service. 

Upon termination or disablement of your Account, we will not
provide you with any refunds or credits of any kind whatsoever. If we disable
or terminate your Account for any reason, you are prohibited from registering
and creating a new Account under your name or e-mail address, a fake or
borrowed name or the name of any third party, even if you may be acting on
behalf of the third party.

You are prohibited from attempting to circumvent and from
violating the security of the Platform including without limitation: (i) accessing
content and data that is not intended for you; (ii) attempting to breach or
breaching the security and/or authentication measures which are not authorized;
(iii) restricting, disrupting or disabling Platform Services; (iv) illicitly
reproducing TCP/IP packet header; (v) disrupting network services and otherwise
disrupting PYPR’s ability to monitor the Platform; (vi) using any robot, data
mining, spider or other automatic device, process or means to access the
Platform for any purpose, including monitoring or copying any of Platform
content or confidential information; (vii) introducing any viruses, trojan
horses, worms, logic bombs or other material that is malicious or
technologically harmful; (viii) attacking the Platform via a denial-of-service
attack, distributed denial-of-service attack, flooding, mailbombing or
crashing; (ix) attempting to decompile or reverse engineer any software
contained on the Platform; and (x) otherwise attempting to interfere with the
proper working of the Platform. You may not use any network monitoring or
discovery software to determine the site architecture or extract information
about usage or Users.    

Account Types

The Platform permits two different Account types: (i) a Client
Account; or (ii) an Accountant Account.

Once you register for one Account type, you will not be able to
add the other Account type under the same email address. A Client is permitted
to register for a Accountant Account only if the Client uses an alternative
email address for registration of his / her Accountant Account. An
Accountant is permitted to register for a Client Account only if the Accountant
uses an alternative email address for registration of his / her Client Account.

Client Account

An individual, on their own behalf or on behalf of and as an
authorized representative of an Organization, may create and register an
Account for use of the Platform as a Client (a “Client Account”).

By registering a Client Account on your own behalf, you hereby
represent and warrant that you:

By registering a Client Account on behalf of an Organization you
hereby represent that you:

Accountant Account

An individual, on their own behalf or on behalf of and as an
authorized representative of an accounting firm, may create and register an
Account for use of the Platform as an Accountant (an “Accountant Account”). Only the individual
registered to the Accountant Account is permitted to use, access and manage an
Accountant Account. 

By registering an Accountant Account, you hereby represent and
warrant that you:

PYPR reserves the right to remove and/or disable your Accountant
Account periodically or permanently from the Platform for any reason deemed
necessary or appropriate by PYPR, including (but not limited to) if you: use
the Platform without a valid license to provide accounting services; breach or
failure to maintain and comply with the foregoing representations and
warranties; breach the Terms of Service; or if, in PYPR’s sole discretion, your
Ratings fall below a minimum acceptable standard.

Accountant Acknowledgement

If you are an Accountant, by using the Platform you hereby
acknowledge, agree, and understand that:

3. ThePlatform

Ownership

The Platform is owned and operated by PYPR. All right, title and
interest in and to the Platform, including but not limited to PYPR Content and
the information, documents, logos, graphics, sounds and images accessible or
visible on the Platform (the “Proprietary
Materials
”) are owned either by
PYPR or by our respective third-party authors, developers or vendors (“Third Party Providers”).

Except as otherwise expressly provided by PYPR, none of the
Proprietary Materials may be copied, reproduced, republished, downloaded,
uploaded, posted, displayed, transmitted or distributed in any way and nothing
on the Platform shall be construed to confer any license under any of our
intellectual property rights, whether by estoppel, implication or otherwise.

Any rights not expressly granted here are reserved by the
Company.

Limited License

 

PYPR hereby grants you a limited license to access the Platform.
This license is subject to and conditioned on your compliance with the Terms of
Service.

We strive to keep our Platform safe, secure, and functioning
properly, but we cannot guarantee the continuous operation of, or access to,
our Platform. In fact, we might even stop providing certain features without
notice.

You may link to our homepage only, provided you do so in a way
that is fair and legal and does not damage our reputation or take advantage of
it.  You must not establish a link in such a way as to suggest any form of
association, approval or endorsement on our part where none exists. The
Platform must not be framed on any other website, nor may you create a link to
any part of the Platform other than the homepage. We reserve the right to
withdraw linking permission from you or any other User without notice. It is
your responsibility to ensure that the website in which you are linking
complies in all respects with the Terms of Service. You agree to cooperate with
us in causing any unauthorized framing or linking to immediately stop.

PYPR may terminate any license granted to any Platform visitor
or User to access the Platform without notice.

Permitted Uses

 

PYPR IS NOT AUTHORIZED UNDER APPLICABLE LAWS TO ENGAGE IN THE
PROVISION OF ACCOUNTING SERVICES. 

PYPR’S purpose is to enable Clients to identify and engage
Accountants for the affordable, transparent and convenient delivery of
Accounting Services.

In accordance with the Terms of Service, we provide the Platform
Services, including hosting and maintaining the Website and the Application,
which facilitate the booking, creation and delivery of Accounting Services. At
the request of a Client the Platform Services enable PYPR to provide such
Client with a selection of Accountants that are available for booking in
respect of the delivery of Accounting Services; at all times, however, Clients
are ultimately responsible for selecting and engaging an Accountant for the
delivery of Accounting Services. 

AS PYPR DOES NOT ENGAGE IN THE PRACTICE OF ACCOUNTING OR THE
PROVISION OF ACCOUNTING SERVICES, PYPR DOES NOT, AT ANY TIME, CREATE OR
ESTABLISH AN ACCOUNTANT-CLIENT RELATIONSHIP WITH ANY CLIENT NOR DOES PYPR OWE
ANY CLIENT A SPECIAL DUTY OF CARE AS OTHERWISE REQUIRED BY SUCH AN
ACCOUNTANT-CLIENT RELATIONSHIP.
 

In addition, the Platform Services may be used to access the
PYPR Content.

PYPR Content is provided for general information purposes only
and should not be relied upon as accounting advice. You should obtain specific
or professional advice before taking, or refraining from taking, any action,
legal or otherwise, on the basis of PYPR Content. Many factors unknown to us
may affect the applicability of any PYPR Content to your particular
circumstances and any use of such PYPR Content is at your own risk. The PYPR
Content is not intended to be a substitute for professional advice. Always seek
professional advice with any specific questions you may have. You should not
disregard professional advice or delay in seeking it because of something
contained in the PYPR Content.

Although we make reasonable efforts to update and maintain the
PYPR Content, we make no representations, warranties or guarantees, whether
express or implied, that the PYPR Content is accurate, complete, reliable or up
to date.  Your use of the Platform and the PYPR Content is at your own risk
and the Company has no responsibility or liability whatsoever for such use.

Prohibited Uses

 

Users are not permitted to use, or encourage, promote,
facilitate, instruct or induce others to use, the Platform for any activities
that violate any Applicable Laws; for any other illegal or fraudulent purpose
or any purpose that is harmful to others; or to transmit, store, display,
distribute or otherwise make available content that is illegal.

Without limitation to the foregoing, the following uses of the
Platform are prohibited:

Reporting Violations

If you become aware of any violation of the Terms of Service,
you must at once report it at help@hellopypr.com. You further agree to aid us
with any investigation we undertake and to take any remedial steps we require
in order to correct a violation of the Terms of Service.

Responsibilities with
Respect to Record Keeping

You are responsible for the creation, storage, and backup of any
and all records pertaining to your use of the Platform, including maintaining a
record of any Accounting Services Contract executed through the Platform and
records of any Accounting Services delivered or received through the Platform.

PYPR shall: (i) store, backup and retain records of all
Engagement Agreements, Service Agreements, and Accounting Services Contracts
and, where applicable, grant access to such information or data to an
applicable Client or Accountant; and (ii) comply with any Applicable Laws with
respect to our data security, data privacy and data storage obligations. 

4. UserGenerated Content

PYPR may, at its sole discretion, enable Clients to:

You hereby acknowledge and agree that Clients publish and
request PYPR to publish User Content on their behalf. However, such information
is based solely on unverified data that Clients voluntarily give to PYPR and
does not constitute and will not be construed as an introduction, endorsement,
or recommendation by PYPR.

PYPR does not investigate User Content for accuracy or
reliability and does not guarantee that User Content is accurate. The Website
may include content provided by third parties, including from other Users and
third-party licensors. All statements and/or opinions expressed in any such
User Content or third-party content, other than the PYPR Content, are solely
the opinions and the responsibility of the individual or entity providing such
content. Such content does not necessarily reflect the opinion of the
Company. 

PYPR is not legally responsible for any User Content or
third-party content posted or made available on the Website, even if that
information is defamatory or otherwise legally actionable. In order to protect
the integrity of the feedback system and to protect Users from abuse, we
reserve the right (but are under no obligation) to remove posted feedback, User
Content or third-party content or information that, in our sole judgment,
violates the Terms of Service, negatively affects our Platform, diminishes the
integrity of the feedback system or otherwise is inconsistent with our business
interests and the purposes of this Platform. 

You acknowledge and agree that you will notify us of any error
or inaccurate statement in any of your User Content and that if you do not do
so, we may rely on the accuracy of such information. You further agree that
your Ratings shall, in all cases, be truthful, accurate, based on your
experience working with an Accountant and not based on the particular outcome
of a particular accounting matter.

Without limiting the foregoing, you warrant and agree that your
use of the Platform and your User Content shall not:

The list of prohibitions above provides examples and is not
complete, exhaustive or exclusive. The prohibitions listed above do not require
the Company to monitor, police or remove any User Content or other information
submitted by you or any other User. It is your responsibility to ensure that
your use of the Platform and any User Content do not violate the prohibitions
above. 

You agree to comply with all Applicable Laws, including applicable
privacy and data protection regulations. Further, you agree to not use the
Platform to send us sensitive information where unauthorized disclosure could
cause any harm or impact to us or any other individual or entity. 

You understand and agree that you, not the Company, are fully
responsible for any User Content you submit or contribute, and you are fully
responsible and legally liable, including to any third party, for such content
and its correctness, truthfulness, currency, accuracy and completeness. We are
not responsible or legally liable to you or any third party for the User
Content or the correctness, truthfulness, currency, accuracy and completeness
of any User Content submitted by you or any other User of the Platform.

You represent and warrant that:

We respect copyright law and expect our Users to
do the same. If you believe that any content on the Platform infringes
copyrights you own, please contact us at help@hellopypr.com.

5. Fees andPayments

PYPR facilitates a payment infrastructure which enables Clients
to pay any Aggregate Fees payable pursuant to the terms of the Terms and for
Accountants to collect payment of any Accounting Fees and disbursements
(together with applicable taxes) owing to them pursuant to the Terms (the “Payment Services”). 

We use the services of Stripe, Inc. and its affiliates,
including Stripe Payments Canada, Ltd. (the "Payments Data Controller")
to process, route and deliver funds under Applicable Laws for the purposes of
supplying the Payment Services.

You acknowledge and agree that we may use the Payments Data
Controller and certain third-party vendors and service providers to process
payments and manage your Payment Method information. 

All prices, discounts, and promotions posted on the Platform are
subject to change without notice. PYPR strives to display accurate price
information; however, we may, on occasion, make inadvertent typographical
errors, inaccuracies, or omissions related to pricing and availability. PYPR
reserves the right to correct any errors, inaccuracies, or omissions at any
time and to cancel any Accounting Services Contracts arising from such
occurrences.

All Users acknowledge and agree that the Payment Services,
including the charging, processing and delivery of any Aggregate Fees are
ultimately subject to the policies of our Payments Data Controller. The
Payments Data Controller’s Privacy Policy and other legal information is
located here: https://stripe.com/privacy-center/legal

Accounting Fees and
Service Fees

 

The Payment Services enable Clients to pay Accounting Fees to
Accountants as well as disbursements and taxes, as applicable. The Accounting
Fees payable for Accounting Services are the amount agreed to by the Client and
PYPR on the Platform at the time the Engagement Agreement is entered into,
subject to the terms of any promotions, discounts or change orders that may be
applicable. Posted Accounting Fees do not include taxes or disbursement
charges. All such taxes and disbursement charges will be added to the Aggregate
Fee and will be itemized in the applicable final invoice for Accounting
Services.

In addition to Accounting Fees, PYPR charges Clients a
transaction-based service fee in consideration of their use of the Platform to
enter into an Engagement Agreement (“Service Fee”). The Service Fee is calculated as a percentage of the
Accounting Fee payable pursuant to an Engagement Agreement and any Accounting
Services Contract and is a component of the Aggregate Fee payable by a Client
in respect of specific Accounting Services.

User Payment Methods and
Authorizations

 

PYPR is permitted to invoice and bill Client for all or a
portion of the Aggregate Fees payable in respect of Accounting Services in
accordance with the Terms of Service, and the Client will honour such invoices
in accordance with the Terms of Service.

You hereby authorize PYPR to: (i) complete a credit card
pre-authorisation whenever you enter into an Engagement Agreement (a “Pre-Authorization”); (ii) store credit
card and banking or other financial details as your method of payment (“Payment Method”); and, (iii) to debit
or charge your Payment Method any amounts payable under the Terms of Service
including but not limited to the Accounting Fee, the Service Fee, applicable
taxes, and disbursements. The purpose of the Pre-Authorization is to ensure that
you have adequate funds to pay the Aggregate Fee associated with a particular
Accounting Service.

PYPR accepts Payment Methods from Visa, Mastercard, American
Express, Discover, and China UnionPay. By linking a Payment Method to your
Account, you hereby represent, warrant, and covenant that:

PYPR is not liable to any User if a financial institution fails
to honor any debit or charge to a Payment Method. We reserve the right to seek
reimbursement from a User, to the extent permitted by Applicable Law, and a
User shall reimburse us, where we receive any chargeback or other financial
penalty or loss in processing the Payment Method associated with a Client
Account. If you are a Client, you hereby agree that we have the right to seek
such reimbursement and authorize PYPR to charge your Client Account and/or
Payment Method to recover any such losses.

Payment Disputes and
Refunds

 

You hereby acknowledge and agree that:

Right to Withhold or
Redirect Payment and Delivery of Fees

 

Notwithstanding any other provision of the Terms of Service and
except as prohibited by Applicable Law, if we believe, in our sole discretion,
that you have violated the conditions and restrictions of the Terms of Service,
including by committing or attempting to commit fraud or other illicit acts on
or through the Platform, we may refuse to process or may withhold or redirect
delivery/payment of all or any portion of Aggregate Fees and take such other
actions with respect to your Account as we deem appropriate in our sole
discretion and in accordance with Applicable Law.

Without limiting the foregoing, PYPR, in its sole discretion and
to the extent permitted under Applicable Law, may also refuse to process the
payment of any Aggregate Fees, withhold or redirect delivery of Aggregate Fees
or any other amounts, or offset all or any portion of Aggregate Fees against
amounts owing to us by a User where:

Notwithstanding any other provision of the Terms of Service and
except as prohibited by Applicable Law, PYPR may enforce the disgorgement of
Accounting Fees (including disbursements and taxes, as applicable) from a
Accountant, and take such other actions with respect to a Accountant’s Account
as we deem appropriate where PYPR determines, in our sole discretion,
that:  (i) an Accountant has violated the Terms of Service; or (ii) a
Client is inappropriately or mistakenly charged for Accounting Services or
duplicate transactions in respect of an Accounting Service.

Default and Non-Payment of
Fees

 

Whenever a User is in “Default”, PYPR shall be
entitled to the remedies described in the Terms of Service in addition to such
other remedies that may be available under Applicable Law.

A User may be designated by PYPR, in its sole and absolute
discretion, to be in Default on the earliest occurrence of any of the
following:

If a User is in Default, PYPR may, without notice, temporarily
or permanently close the User’s Account and revoke the User’s access to the
Platform. 
Notwithstanding the
foregoing, the User will remain responsible for any and all Accounting Fees,
Service Fees, and other amounts outstanding at the time of Default.

Interest on Default

 

Without limiting other available remedies, a User in Default
shall pay PYPR upon demand for any and all Accounting Fees, Service Fees and
other amounts outstanding at the time of Default, plus interest on such
outstanding amounts, calculated at the lesser of one and one-half percent
(1.5%) per month or the maximum interest allowed by Applicable Law, and legal
fees and other costs of enforcement and collection. 

At PYPR’s discretion and to the extent permitted by Applicable
Law, when dealing with a User in Default, PYPR may: (i) set off amounts due
from the User against other amounts to be received by the User or held by PYPR
for the User; (ii) make appropriate reports and disclosures to credit reporting
agencies and law enforcement authorities; and (iii) cooperate with credit
reporting agencies and law enforcement authorities in any investigation or
prosecution of such User in Default. 

6. Prohibition RegardingOff-Platform Transactions (Leakage)

You acknowledge and agree that: (i) PYPR used a substantial
amount of labour and effort to develop the Platform Services to enable Clients
to find and hire Accountants affordably, transparently, and conveniently; and
(ii) a substantial portion of the compensation PYPR receives for making the
Platform available to Users is collected through the Service Fees described in
these Terms.

PYPR only receives Service Fees when a Client
and an Accountant utilize the Payment Services to satisfy the Aggregate Fees
payable pursuant to the Terms. Therefore, subject to the express written
consent of PYPR,  (i) if you are an Accountant you agree to use the
Platform and the Payment Services as your exclusive method to invoice, request,
process and receive payment for Accounting Services (including Accounting Fees,
disbursements and taxes, as applicable) in relation to any Accounting Services
including any Accountant-Client relationship, and, as applicable, an Accounting
Services Contract arising out of or facilitated by your use of the Platform; and
(ii) if you are a PYPR Client, you agree to use the Platform as your sole and
exclusive method to request Accounting Services and to enter into an Engagement
Agreement and, as applicable, any Accounting Services Contract, and the Payment
Services as your sole and exclusive method to process and deliver payment for
Accounting Services (including Accounting Fees, disbursements and taxes, as
applicable, and Service Fees) in relation to any Accountant-Client relationship
and, as applicable, an Accounting Services Contract arising out of or
facilitated by your use of the Platform.

7. Disclaimer of Warranty

YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE PLATFORM, ITS
CONTENT, AND ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE PLATFORM IS AT
YOUR OWN RISK. THE PLATFORM, ITS CONTENT, AND ANY SERVICES OR ITEMS FOUND OR
ATTAINED THROUGH THE PLATFORM ARE PROVIDED ON AN "AS IS" AND "AS
AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OR CONDITIONS OF ANY KIND, EITHER
EXPRESS OR IMPLIED INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. THE
FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED
UNDER APPLICABLE LAW.

NEITHER THE COMPANY NOR ITS PARENT, SUBSIDIARIES, AFFILIATES, OR
THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS,
CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS MAKE ANY WARRANTY,
REPRESENTATION, OR ENDORSEMENT WITH RESPECT TO THE COMPLETENESS, SECURITY,
RELIABILITY, SUITABILITY, ACCURACY, CURRENCY, OR AVAILABILITY OF THE PLATFORM
OR ITS CONTENTS. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ITS
PARENT, SUBSIDIARIES, AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS,
EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES,
SUPPLIERS, OR SUCCESSORS REPRESENT OR WARRANT THAT THE WEBSITE, ITS CONTENT, OR
ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH THE PLATFORM WILL BE ACCURATE,
RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT
THE PLATFORM OR THE SERVER(S) THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR
OTHER HARMFUL COMPONENTS.

WE CANNOT AND DO NOT GUARANTEE OR WARRANT THAT FILES OR DATA
AVAILABLE FOR DOWNLOADING FROM THE INTERNET OR THE PLATFORM WILL BE FREE OF
VIRUSES OR OTHER DESTRUCTIVE CODE. YOU ARE SOLELY AND ENTIRELY RESPONSIBLE FOR
YOUR USE OF THE PLATFORM AND YOUR COMPUTER, INTERNET, AND DATA SECURITY. TO THE
FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE
CAUSED BY DENIAL-OF-SERVICE ATTACK, DISTRIBUTED DENIAL-OF-SERVICE ATTACK,
OVERLOADING, FLOODING, MAILBOMBING, OR CRASHING, VIRUSES, TROJAN HORSES, WORMS,
LOGIC BOMBS, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR
COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE
TO YOUR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS FOUND OR ATTAINED THROUGH
THE PLATFORM OR TO YOUR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY
WEBSITE LINKED TO IT.

8. Limitation of Liability

EXCEPT WHERE SUCH EXCLUSIONS ARE PROHIBITED BY LAW, UNDER NO
CIRCUMSTANCE WILL THE COMPANY NOR ITS PARENT, SUBSIDIARIES, AFFILIATES OR THEIR
RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS,
CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, OR SUCCESSORS (COLLECTIVELY, THE
PYPR REPRESENTATIVES”) BE LIABLE FOR NEGLIGENCE, GROSS NEGLIGENCE, NEGLIGENT
MISREPRESENTATION, FUNDAMENTAL BREACH, DAMAGES OF ANY KIND, UNDER ANY LEGAL
THEORY, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR
PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND
SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF
BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA,
AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, BREACH
OF PRIVACY, OR OTHERWISE, EVEN IF THE PYPR REPRESENTATIVE WAS ALLEGEDLY ADVISED
OR HAD REASON TO KNOW, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR
INABILITY TO USE, OR RELIANCE ON, THE PLATFORM, ANY LINKED WEBSITES OR SUCH
OTHER THIRD-PARTY WEBSITES, NOR ANY PYPR CONTENT, WEBSITE MATERIALS, POSTING,
OR INFORMATION THEREON EVEN IF THE PARTY WAS ALLEGEDLY ADVISED OR HAD REASON TO
KNOW.

Without limitation, the foregoing limitation of liability
includes and absolves the PYPR Representatives from liability for any damages
or losses caused by or arising out of or in connection with:

THE PYPR REPRESENTATIVES ARE NOT RESPONSIBLE FOR THE CONDUCT,
WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE PLATFORM, AND THE PYPR REPRESENTATIVES
WILL NOT BE LIABLE FOR NEGLIGENCE, GROSS NEGLIGENCE, NEGLIGENT
MISREPRESENTATION, FUNDAMENTAL BREACH, DAMAGES OF ANY KIND, UNDER ANY LEGAL
THEORY, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR
PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND
SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF
BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA,
AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, BREACH
OF PRIVACY, OR OTHERWISE, EVEN IF A PYPR REPRESENTATIVE WAS ALLEGEDLY ADVISED
OR HAD REASON TO KNOW, ARISING OUT OF OR IN CONNECTION WITH YOUR RELIANCE ON
ANY ACCOUNTING SERVICES DELIVERED OR ACCOUNTING SERVICES CONTRACT ENTERED INTO
THROUGH THE PLATFORM. 

9. General Release

This Section discusses your agreement not to hold the PYPR
Representatives responsible for any dispute you may have with another User, as
detailed below.

In addition to the recognition that PYPR is not a party to any
Accounting Services Contract between a Client and an Accountant, you hereby
release the PYPR Representatives from claims, demands, and damages (actual and
consequential) of every kind and nature, known and unknown, arising out of or
in any way connected with any dispute you have with another User, whether it be
at law or in equity.

This release includes, without limitation, any disputes
concerning the performance, function, and quality of the Accounting Services
provided to a Client by an Accountant and requests for refunds based upon
disputes in connection therewith.

10. Indemnification

This Section discusses your agreement to pay for any costs or
losses we may suffer due to a claim brought against us related to your use of
the Platform or your illegal or harmful conduct, as detailed below.

You will indemnify, defend, and hold harmless PYPR, our
affiliates, and our respective directors, officers, employees, representatives,
partners, and agents (each an “Indemnified Party”) from any and all claims, losses and liabilities of any kind
relating to or arising out of:

For purposes of this Section, your agents shall
include any person who has apparent authority to access or use your Account, as
demonstrated by using your username and password.

11. PYPRRemedies

11.       PYPR
Remedies

12. User Claims andDispute Resolutions (Arbitration Provisions)

12.       User Claims and
Dispute Resolutions (Arbitration Provisions)

13. GeneralProvisions

Governing Law

The Terms of Service will be interpreted following the laws of
the Province of Ontario and the federal laws of Canada applicable therein,
without regard to conflict-of-law provisions. 

Any legal proceedings not captured and governed by the
Arbitration Provisions must be brought in the courts of Toronto, Ontario,
Canada unless PYPR agrees to some other location in its sole discretion. 

You and PYPR consent to venue and personal jurisdiction in
Toronto, Ontario.

Severability

If any provision of these Terms is held to be invalid or
unenforceable, such provision will be struck and will not affect the validity
and enforceability of the remaining provisions.

Non-Assignability

You may not assign, transfer, or delegate your obligations
pursuant to the Terms of Service and your rights and obligations hereunder
without our prior written consent. PYPR may without restriction assign,
transfer or delegate any of its rights and obligations hereunder, at its sole
discretion, without notice to you. 

No Waiver

Our failure to enforce any right or provision in these Terms
will not constitute a waiver of such right or provision unless acknowledged and
agreed to by us in writing. Except as expressly stated in these Terms, the
exercise by either party of any of its remedies under these Terms will be
without prejudice to its other remedies under these Terms or otherwise
permitted under Applicable Laws.

Access Outside of Canada

The Platform should not
be accessed outside of Canada and cannot be used for the provision of
Accounting Services in any country other than Canada.

Entire Agreement

Except as they may be supplemented by additional terms and
conditions, policies, PYPR or standards, the Terms of Service constitute the
entire agreement between PYPR and the User pertaining to the subject matter
thereof, and supersede any and all prior oral or written understandings or
agreements between PYPR and you in relation to your access to, and use of, the
Platform.

Defined Terms

Any capitalized terms used in these Terms that are not defined
herein shall have the meanings ascribed thereto in our Privacy Policy.

Account” means a Client Account or an Accountant Account;

Accountant” means a User who provides accounting services in a province or
territory of Canada and, as applicable, is in good standing with the
professional regulatory organization of the accounting profession to which they
are subject, that creates an Accountant Account to offer, provide, deliver and
bill Accounting Services through the Platform. 

Accountant Account” has the meaning given to such term under the heading PYPR Accounts – Account Types – Accounting Account;

Accounting Fee” means the fee payable by the Client to the Accountant in
consideration of the Accountant’s completion and delivery of the Services, with
payment of such Accounting Fee being facilitated by the Platform; 

Accounting Services
Contract
“ has the meaning given
to such term under the heading PYPR Overview;

Accounting Services“ means any Services including any Fixed-Fee Services or
amendments thereof, that may be requested by a Client for delivery by an
Accountant over the Platform pursuant to an Engagement Agreement
(Client-Platform), Services Agreement (Platform-Accountant),  and, as applicable, an Accounting Services
Contract (Accountant-Client);

Aggregate Fee” means, as applicable, the sum of the Accounting Fee, Service
Fee, disbursements and applicable taxes payable by a Client in respect of
Accounting Services pursuant to the terms of a particular Engagement Agreement
and, as applicable, an Accounting Services Contract;

Applicable Laws” means any applicable statute, law, regulation, rule, court
order, common law, judgment, decree, other requirement or rule of law of any
Governmental Authority having appropriate jurisdiction over the Company and the
Platform; 

Application” means the Website and any applicable web, mobile, tablet or
other smart-device applications, and application program interfaces:

Arbitration Provisions” has the meaning given to such term under the heading User Claims and Dispute Resolution (Arbitration Provisions);

Claim” has the meaning given to such term under the heading User Claims and Dispute Resolution (Arbitration Provisions);

Claim Notice” has the meaning given to such term under the heading User Claims and Dispute Resolution (Arbitration Provisions);

Class Action Waiver” has the meaning given to such term under the heading User Claims and Dispute Resolution (Arbitration Provisions) –
Class Action Waiver
;

Client” means a User, being an individual or Organization, that
creates a Client Account to request Accounting Services. Where a User creates a
Client Account to request Accounting Services for him or herself, as an
individual, then Client means that individual. Where a User creates a Client
Account on behalf of and as an authorized representative or as an agent of an
Organization, then the Client means that Organization. 

Client Account” has the meaning given to such term under the heading PYPR Accounts – Account Types – Client Account;

Code” means the code(s) of professional conduct applicable to the
Accountant in the jurisdiction in which the Accountant is licensed;

Company” means If Not Me Inc. d/b/a PYPR

Complimentary Delivery” means a unique scope of accounting work that is not otherwise
available or appropriate for selection and delivery through the Platform as a
Fixed-Fee Service, and which is provided by the Accountant to the PYPR Client
as a courtesy;

Customized Services” means a unique scope of accounting services that is not
otherwise available or appropriate for selection and delivery through the
Platform as a Fixed-Fee Service, and which includes a corresponding price
estimate for the completion of such customized accounting or advisory services;

Default” has the meaning given to such term under the heading Fees and Payments – Default and Non-Payment of Fees

Engagement Agreement” means the Engagement Agreement entered into between a Client
and PYPR. 

Fixed-Fee Service” means the accounting services listed on the Platform for which
a fixed price is directly associated and which are offered pursuant to an
Engagement Agreement and, as applicable, an Accounting Services Contract;

Government Authority” means any Canadian federal, provincial, territorial or
municipal government or political subdivision thereof, or any agency of such
government or political subdivision, or any self-regulated organization or
other non-governmental regulatory authority or quasi-governmental authority (to
the extent that the rules, regulations or orders of such organization or
authority have the force of Law), or any arbitrator, court or tribunal of
competent jurisdiction.

Mobile Features” means Platform features that enable Users to access the
Platform using a mobile device, including by sending and receiving messages on
your mobile device that relate to PYPR, the Platform or your Account;

Notices” has the meaning given to such term under the heading PYPR Overview – Electronic Communications;

Organization” means any person other than a natural person, including a
corporation, association (whether incorporated or unincorporated), society,
partnership, limited partnership, trust, mutual fund, charity, or
not-for-profit other than any governmental entity;

Payment Method” has the meaning given to such term under the heading Fees and Payments – User Payment Methods and Authorizations;

Payment Services” has the meaning given to such term under the heading Fees and Payments;

Payments Data Controller” means Stripe, Inc. and its affiliates, including Stripe
Payments Canada, Ltd.

Platform” means the Website, Application and Platform Services;

Platform Services” means all associated services facilitated by the Website and
the Application

Pre-Authorization” has the meaning given to such term under the heading Fees and Payments – User Payment Methods and Authorizations;

Privacy Policy” means the most recent version of the Privacy Policy posted at
the following link: https://www.hellopypr.com/policy/privacy;

Proprietary
Materials
” has the meaning given
to such term under the heading The Platform – Ownership;

PYPR
Client
” or “Client” means a User, being an
individual or Organization, that creates a Client Account to request Accounting
Services. Where a User creates a Client Account to request Accounting Services
for him or herself, as an individual, then Client means that individual. Where
a User creates a Client Account on behalf of and as an authorized
representative or as an agent of an Organization, then the Client means that
Organization. 

PYPR” means If Not Me Inc. a federal corporation established under
the Canada Business Corporations Act and doing business as PYPR;

PYPR
Content
” means documents and
information, such as text, photos, audio, video, articles, blog posts, forms,
templates, documents, or other materials and information created by PYPR or otherwise made
available by PYPR through on or through the Platform, but excludes User Content;

"PYPR
Representatives
” has the meaning given
to such term under the heading Limitation of Liability;

 

Rating” means publicly available score, measured on a 5-point scale,
that is provided by a Client following the delivery of Accounting Services and
in respect of the Accountant that delivered such Accountant Services. Ratings
reflect the opinions and experiences of individual Clients and do not reflect
the opinion of PYPR;

Services” means, as applicable, a combination of the Accounting
Services, which may include the Fixed-Fee Services and/or any Customized
Services, including any amendments or supplements thereto, requested by a
Client and agreed to be delivered by a Accountant over the Platform and the
PYPR Services; 

Service Fee” means the transaction-based service fee payable by the Client
to PYPR in consideration of the Client’s use of the Platform enter into a
Accounting Services Contract, as well as for the advanced search functionality
and the Payment Services; 

Terms” means these Terms of Use;

Terms of Service” means the Terms together with the Privacy Policy, the
Engagement Agreement, and the Services Agreement;

Terms of Use” means the most recent version of the terms of use posted, from
time to time, at 
www.helloPYPR.com/terms;

User” means any visitor to or user of the Platform, including a
Client or an Accountant; 

User Content” has the meaning given to such term under the heading User Generated Content;

Website” means hellopypr.com and any subdomains thereof, and any other
websites through which PYPR makes its services available.