Terms of use - DeJump Documentation Services

The above terms apply to agreements between DeJump Inc. and the Client as expressed in the service contract.

The aim of the terms below is to ensure that parties are informed of their role, their rights and their responsibilities, and to ensure that the documentation project has been completed to the satisfaction of the two parties.

The terms, services, fees and other non-standard clauses are indicated in the service contract. The parties agree to the following:

Documentation Basis
In the case of the documentation to develop for a software, the Client agrees to provide a copy of his software at the start of the project. The documentation will be based on the software provided by the client. Changes and upgrades to the software that need to be expressed in the documentation will incur additional fees.

Information Access
DeJump must have access to a technical expert that can answer quickly questions linked to the project scope, at all times throughout the duration of the project. The name of the technical expert will be indicated in the project proposal.

DeJump will collaborate will other client partners and partners as suggested by the technical expert but the responsibility of the accuracy of the information provided to DeJump will be that of the technical expert.

Software Usage
DeJump agrees to use legal copies for the documentation preparation. DeJump will compensate the Client for any fault to this warranty.

If the Client provides a software for DeJump use, the Client guarantees that it is a legal copy. The Client will compensate DeJump for any fault to this warranty.

Equipment Use
a. DeJump will provide its own hardware and office equipment for documentation production.

b. If some specialized equipment is required, DeJump can ask the Client to provide this equipment for the duration of the project.

Deliverable Approval
Afin de s'assurer que la documentation est conforme aux attentes du Client et que son contenu est exact, le Client doit formellement approuver à diverses étapes de la réalisation des livrables (ces derniers sont mentionnés dans la proposition de projet).

DeJump will provide a draft copy of the delivrables to approve.

The Client will quickly evaluate the draft and will provide DeJump with the list of changes to be made.

Dejump will enter the changes required by the Client (unless the compromise the documentation usability or the quality) and will provide the Client with the modified version.

Following each change, the Client will: 1) formally approve the delivrable, which will go to the next phase. The approval can be done by email or by mail.

2) ask for another round of changes, which will be at the Client's expenses (unless the new round of changes is due to errors made by Dejump).

Errors and Omissions
Completed Documentation must be carefully examined by the Client. Although the documentation has been prepared with great care, DeJump cannot be help responsible for errors or omissions. The final payment warrants that the Client has thoroughly verified the documentation. Additional Fees
In addition to the fees indicated in the project proposal, the Client will pay DeJump the agreed rate for the following services:

i. additional services required by the Client outside of the documentation project as defined in the project proposal.

ii. changes to the documentation that are required after the software structure or functionality has been modified.

iii. changes to the documentation required by the Client once a deliverable has been approved (see Section 5, "Deliverable Approval").

b. there are no fees for business supplies needed for normal business use, telephone calls, draft printing and other documents.

Timely Communication
a. If Dejump believes that the documentation cannot be completed on time, DeJump will inform the Client as soon as possible. b. If the Client is not satisfied with the progress or the quality of the work done by DeJump, or if the software used is changed, the Client will inform Dejump as soon as possible.

Cancellation
Each party can cancel the agreement at any time if the other party does not meet its obligations according to the terms of the agreement. In such a case, before the agreement is cancelled, the dissatisfied party will inform the other by writing that it does not meets its obligations and if the situation is not corrected within five (5) working days, the dissatisfied party will cancel the agreement.

If the Client is the dissatisfied party, following the noticed served, DeJump will correct the situation for free.

If DeJump is the dissatisfied party, following the noticed served, DeJump will not dedicate any more time on the project. If the litigation is corrected and Dejump continues to work on the project, Dejump cannot be held responsible for the delays resorting from that litigation for the documentation delivery.

. End of the agreement
i. The payment in full is due upon reception of the invoice.

ii. All other services that are performed (except those included in the project as described in section b), whether they are completed or not, must also be paid in full. Those services will be billed at the standard rate, as indicated in the project proposal. Dejump will bill the Client upon notification of the end of the agreement and must be paid immediately.

Confidentiality
Any information provided by either party is considered confidential.

Copyrights
a. Upon final payment, the copyright on the documentation linked to Client software is automatically transferred to the Client. Before the final payment, DeJump retains the copyright on the documentation.

b. When the copyright is transferred, the Client can make changes to the documentation, as long as the changes are not associated with Dejump.

c. DeJump retains the copyright on any documentation linked to products or information that is from the public domain.

Intellectual Property
a. Any discovery, inventions or other intellectual property linked to the product remains the property of the Client.

b. Any other intellectual property remains the property of DeJump.

Jurisdiction
This agreement is regulated by the laws of Canada and of Quebec.


Changes made by a third party
DeJump cannot be help responsible for any changes made to the documentation by individuals other than those authorized by DeJump.

Conflict Resolution
If any section of this agreement is deemed invalid or inapplicable, the invalidity or inapplicability of the clause will not affec the other clauses of the Agreement, which will remain valid. The parties agrees that any claim, action or procedure stems from this Agreement and can be set forth by either party herein will be done in a court of justice in the jurisdiction of the district of Montréal, province of Québec. The parties agree that the jurisdiction of that court and renoncent any objection that they could have about the jurisdiction, including the forum non conveniens doctrine.

Force Majeure
DeJump will not be held responsible in case or delivery delays linked to reasons beyond its control, including and not limited to, Acts of God, natural and artificial disasters, riots, wars, strikes, non-delivery, hardware shortage, actions and omissions from civil and military authorities, government priorities, changes to the applicable laws, fires, flows, quarantines, terrorism, incapacity to obtain labor from normal channels, which will all be considered as force majeure cases that will qui exempt DeJump from executing its obligations. If such cases of force majeure take place, DeJump obligations will be suspended for a period equivalent to the period for which DeJump has not been able to meet its obligations, because of the existence of those force majeure circumstances, without responsability from DeJump. DeJump can then, at its discretion, stop the production of the project, without being held responsable by informing the Client of such a case.

Non-renunciation
If a party does not insist on a term, a right or a condition of this Agreement, it cannot be interpreted as a renounciation to this right, term or condition. In the same manner, the acceptation by DeJump of a purchase order cannot be interpreted as an acceptation of the terms and conditions within, if these terms and conditions are not compatible or contrary with the terms and conditions herein.

Severability
The Agreement (as well as the agreements, politicies and other terms and conditions included herein for reference) represents the entire agrement, and the final and exclusive expression of the agremeent of the parties regarding this agreement and the transactions between the Parties and cannot be modified or cancelled, except by writing by DeJump eand the Client. The clauses of this Agreement will take over any other agreement, quotation, communication or verbal or written agreement between the parties regarding this Agreement. The Products and Services provided by Dejump are provided only within the terms and conditions herein.

General Conditions
As used herein, the singular includes the plural and the plural includes the singular. No right, obligation, agreement or obligation can be given or transferred by the Client by law, fusion or other without prior written concent by DeJump. Any attempt or cession is void and non valid. The rights and obligations created herein in favor of the parties and their successors. DeJump obligations can be honored by the divisions, branches and companies associated to DeJump. The renounciation to one of these dispositions des présentes, ou la tolérance à l'égard d'une violation des présentes ne constitue pas une renonciation à une autre disposition ou à invoquer un défaut ou violation des présentes. Toute disposition qui serait invalide ou non-applicable dans une juridiction donnée sera, dans cette seule juridiction, réputée non écrite et inapplicable, sans pour autant invalider les autres dispositions des présentes, dans ladite juridiction, et sans affecter la validité de la disposition en question dans les juridictions où cette disposition est par ailleurs valide.