TERMS OF USE
PICK MY BRAIN KNOWLEDGE MARKETPLACE INC.
(“Pick My Brain”)
Last Updated: October 8, 2022
Welcome to the Pick My Brain terms of use (the “Terms of Use”).
Pick My Brain is an online knowledge marketplace that allows Users to connect with Brains in order to obtain Services in their areas of interest (the “Platform”). Users may view a Brain’s profile, which displays the Brain’s background, credentials and Services offered. Users may then select Brains and connect with them based on the types of Services offered.
By accessing and using the Platform, you agree to be bound by these Terms of Use and the Pick My Brain Privacy Policy (collectively, the “Terms”). If you do not agree with the Terms, do not access or use the Platform.
We may update the Terms at any time in our sole discretion, without notification to you. Any changes will take effect once we post the revised Terms on the Platform. It is your responsibility to review the Terms periodically for changes. Your continued use of the Platform after any such changes constitutes your acceptance of the revised Terms.
1. Definitions
“Brain(s)” means an individual registered with Pick My Brain to offer Services to Users.
“Fee(s)” means the monetary amount charged by the Brain for the provision of Services and payable by the User, including the amount to be remitted to Pick My Brain for facilitating the transaction.
“Service Agreement” means the agreement formed between the User and the Brain when Services are scheduled.
“Services” means the services being offered and provided by Brains to Users.
“Third-Party Accounts” means accounts registered with other third-party providers, including, but not limited to, social networking Platforms such as LinkedIn, Facebook and Twitter.
“User(s)” means the individual accessing the Platform, and includes an individual who has registered an account with Pick My Brain in order to obtain Services.
2. Platform Users
(a) Registration. In order to access the Services, you must be a registered User with Pick My Brain. To register as a User, you must provide Pick My Brain with specified personal information as requested at the time of registration. You agree to provide complete and accurate information to Pick My Brain during the registration process and to update Pick My Brain of any changes to the information provided. Pick My Brain has the right to terminate your registration and you will no longer be able to use the Platform and the Services if you do not provide complete and accurate information during the registration process.
(b) Service Agreements. As a User you are responsible for honouring any scheduled appointments for Services made between yourself and a Brain through the Platform. If you choose to schedule Services with a Brain, you are entering into a Service Agreement with the Brain. Any obligations that arise through the Service Agreement are your sole responsibility. Pick My Brain is not a party to the Service Agreement and will not be liable for any related obligations.
3. Services and Payment
(a) General. Users can connect with Brains through the Platform to schedule and receive Services. Such Services may include, without limitation, phone calls, in-person meetings, and virtual meetings. Brains decide which Services they wish to offer and set their own pricing rates and payment structures (e.g., one-time payment, monthly contracts, etc.). The price per Service set by the Brain will be visible on the Brain’s profile and will be locked in for your Services once they are scheduled.
(b) Payment of Fees. Users are charged the Fees immediately upon scheduling the Services through the Platform. Pick My Brain receives a portion of the Fees payable and the remaining amount is remitted to the Brain. At the discretion of Pick My Brain, the remission of the portion of the Fee payable to the Brain may be transmitted through a third-party.
In order to pay the Fee, you will be asked to provide personal information, such as your full name, billing address and credit card information. This information may be requested by Pick My Brain or a third-party payment processing service chosen at the discretion of Pick My Brain. You agree to pay the Fee owed to Pick My Brain for the Services provided in accordance with these Terms. If you pay the Fee through a third-party payment service, you must abide by the terms and conditions set out by that provider.
You further agree that Pick My Brain, or a third-party payment processing service chosen at the discretion of Pick My Brain, has the right to pre-authorize your credit card for a nominal amount in order to verify the card.
4. Cancellations
Brains may, in their sole discretion, adopt any of the following three (3) User cancellation policies for their scheduled Services (each, a “Cancellation Policy”). Brains may switch between the Cancellation Policies in their sole discretion and at any time. Brains are not limited to any single Cancellation Policy regardless if the Brain used such policy with a particular User in the past.
(a) Cancellation Anytime. Users may cancel their scheduled Services at any time.
(b) 48-Hours Cancellation. Users must cancel their scheduled Services at least 48 hours prior to the booking. For example, if the booking is for 10 am on a Friday, the cancellation must be submitted by 10 am on Wednesday of that same week.
(c) No Cancellation. Users cannot cancel any scheduled Services.
To cancel any scheduled Services under the Cancellation Policies in (a) and (b) above, the User must use the cancellation button on the Platform. The User’s ability to cancel any scheduled Services will vary depending on the type of Cancellation Policy used by the Brain at any point in time.
5. Refunds
Pick My Brain may, in our sole discretion, issue refunds for cancelled Service bookings.
6. Recording Calls
Brains will have the option to record calls with Users through the Platform, provided that: (i) the User gives prior express consent to the recording, after having been made aware of the purposes for which the recording would be used, and by whom it would be accessed, used and stored; and (ii) such recording is reasonable in the circumstances. The Platform may utilize audio and visual cues to alert Users prior to a recording. This may be in the form of a pop-up window giving Users the opportunity to accept a recording of a call through the Platform.
In the event that Brains record and store calls through a different medium apart from the Platform (e.g., through their own personal devices), then Pick My Brain will have no responsibility or control over such recordings.
For more detail on how we treat your personal data, please refer to the Pick My Brain Privacy Policy at https://www.pickmybrain.world/privacy-policy. The Privacy Policy forms a part of these Terms of Use and is incorporated herein by reference.
7. Misuse
You are responsible for compliance with the Terms. You are also responsible for compliance with any applicable laws or other requirements set out for your use of this Platform or the Services. Any contravention of the foregoing will be considered misuse and you will be solely responsible for any loss or injury suffered as a result of the breach.
In addition to the breaches constituting misuse as described above, you agree not to engage in the following actions, or encourage a third party to engage in the following actions, which are also considered to be misuse:
If you engage in misuse of the Platform or the Services as described above, Pick My Brain has the right to terminate your status as a User under the termination provisions set forth in these Terms, or suspend your status as a User in our sole discretion. Pick My Brain also has the right to remove any content that is considered to be in violation of these Terms or is otherwise harmful or unacceptable to Pick My Brain.
8. No Endorsement
Pick my Brain does not control, confirm or attempt to confirm the identity and credentials provided by the Brains or other Users and is not responsible for what Users or Brains post, transmit or share on the Platform or through the Services, as applicable. The User is solely responsible for confirming the identity and qualifications of all Brains from which the User obtains Services. Pick My Brain is not responsible for any loss or injury whatsoever to the User or any third party as a result of any misrepresentations, errors or omissions in information provided to the User by a Brain, either on the Brain’s profile, during any communication with the User, or otherwise through the provision of Services. The User acknowledges that Pick My Brain does not verify or guarantee the accuracy, quality or integrity of the Services provided by the Brain.
9. SMS Messaging
(a) As a User, you expressly authorize Pick My Brain to send automated text messages to the mobile phone number associated with your account. Pick My Brain is not liable for delayed or undelivered messages.
(b) Pick My Brain will send text message related to a User's bookings on the platform (new booking notifications, reminders, cancelations etc.), and profile changes (plan upgrades, subscription expiry notifications etc.).
(c) As a User, you can opt-out of receiving text messages at anytime by submitting a request at our Contact Us page. You must include the email address associated with your account in the "Email" field, and the words "SMS Opt-out" in the "Message" field.
10. Ownership of Content
(a) License. As a User, you may submit content to the Platform through your profile or through other means allowed by Pick My Brain. By submitting content, you agree to grant Pick My Brain a perpetual, irrevocable licence to use, modify, distribute, sell, transfer, or otherwise use the content on the Platform or for the provision of Services.
(b) Content. By submitting any content to the Platform, the User warrants that they have full right and authority to submit that content, and that they have sole copyright and proprietary right over that content. The User may not contribute, post or transmit unlawful, defamatory, or threatening material which would constitute or encourage criminal offenses, or violate any law. Pick My Brain reserves the right not to publish, or to remove, any content we deem inappropriate for any reason whatsoever. You acknowledge that you are solely responsible for the information and content that you provide to Pick My Brain through the Platform.
(c) Feedback. Any suggestions or comments for improving or modifying the Platform that are included in your communications with us (“Feedback”) will be deemed to be non-confidential and non-proprietary to you, provided that such Feedback contains no personal data. You agree that: (i) we are not subject to any confidentiality obligations with respect to the Feedback; (ii) the Feedback is not confidential or proprietary information of any third party and you have all of the necessary rights to share the Feedback with us; (iii) we may irrevocably and freely use, reproduce, and publicize the Feedback; and (iv) you are not, nor is any other party, entitled to receive any compensation or reimbursement of any kind from us in relation to the Feedback.
(d) Rights Reserved. You agree not to use, modify, copy, sell, distribute, transmit or otherwise inappropriately handle any content or information accessed through the Platform. Pick My Brain does not grant you a licence to use any intellectual property owned or controlled by Pick My Brain, including trademarks, trade names and service marks.
11. Third-Party Services
(a) Third-Party Accounts. You may link your User account on the Platform with your other Third-Party Accounts, including, but not limited to, social networking Platforms such as LinkedIn, Facebook and Twitter. You agree that you have the right to grant Pick My Brain access to your Third-Party Account and the content, including personal information, stored within for the purposes of administering the Platform and any Services, without breach by you of any agreements made between you and the Third-Party Platform and without obligating Pick My Brain to any agreements imposed by third party Platforms.
You further acknowledge that Pick My Brain is not involved in the relationship between you and the third-party platform, and your Third-Party Accounts are governed solely by your agreements with those third-party Platform providers.
(b) Security. You agree not to disclose your password to any third party and you take responsibility for the actions performed through your User account, whether or not you have authorized the actions.
(c) Links. Pick My Brain may also provide links to third party services from time to time on the Platform. You agree that Pick My Brain is not responsible for any content or services provided through such web links.
12. Account Termination
(a) Termination by Pick My Brain. Pick My Brain may, at our sole discretion, with or without notice or cause, terminate: (i) your User account; (ii) the agreement between you and Pick My Brain as set out in these Terms; and (iii) your access to the Platform and the Services.
(b) Termination by User. You may terminate your User account at any time by providing notice to Pick My Brain.
(c) Effect of Termination. Upon termination of a User account for any reason, whether by the User or by Pick My Brain: (i) you must immediately stop using the Services; (ii) you must pay Pick My Brain any remaining Fees owing; and (iii) Pick My Brain will pay out any outstanding amounts owing to you. For certainty, termination of your User account does not release you from liability under the provisions of these Terms that survive termination.
13. Disclaimer and Limitation of Liability
THE USER ACKNOWLEDGES THAT HE OR SHE IS CHOOSING TO ACCESS THIS PLATFORM AND/OR USE THE SERVICES AT HIS OR HER OWN RISK. BY ACCESSING THIS PLATFORM AND/OR USING THE SERVICES, THE USER AGREES THAT ANY LEGAL REMEDY THAT HE OR SHE SEEKS TO OBTAIN DUE TO A LOSS OR INJURY SUFFERED AS A RESULT OF AN ACTION, MISREPRESENTATION, ERROR OR OMISSION BY A BRAIN OR ANOTHER USER OF THE PLATFORM WILL BE LIMITED TO A CLAIM AGAINST THE BRAIN OR OTHER THIRD PARTY. PICK MY BRAIN IS NOT A PARTY TO THE SERVICE AGREEMENT BETWEEN THE BRAIN AND THE USER. PICK MY BRAIN DISCLAIMS ANY AND ALL LIABILITY IN RELATION TO THE SERVICES AND THE CONTENT MADE AVAILABLE THROUGH THE PLATFORM. PICK MY BRAIN EXPRESSLY EXCLUDES AND DISCLAIMS ALL WARRANTIES OF ANY KIND RELATING TO THE PLATFORM AND THE SERVICES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. THIS SECTION WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW AND WILL SURVIVE TERMINATION OF THESE TERMS.
Pick My Brain does not, and does not attempt to, verify or screen the identity or information provided by the Brains or other Users, including through the profiles available on the Platform or communications between the parties. Pick My Brain reserves the right to investigate the identity or accuracy of information provided by a Brain or User at our own discretion. You agree that Pick My Brain is not responsible for: (i) any communications between you and the Brains or other Users of the Platform; and (ii) the quality of the Services. If you are dissatisfied with the Platform and/or any Services provided, you may terminate your relationship with Pick My Brain and this will be your sole and exclusive remedy against Pick My Brain.
Pick My Brain is not responsible or liable in any manner for any third-party services or supported platforms associated with or utilized in connection with the Platform or the Services.
14. Indemnity
The User will indemnify and hold harmless Pick My Brain, its directors, employees, officers, and agents from and against all losses, damages, claims, penalties, liabilities, and costs, of any kind or nature in connection with the use of this Platform, the Services provided, privacy rights, or other rights of a third party.
15. General
(a) Interpretation. “You”, “your” or similar terms refer the User. If you are accessing this Platform or using these Services on behalf of a legal entity, you warrant that you have the authority to bind that legal entity to these Terms. “We”, “us” or “our” refer to Pick My Brain. All reference to the singular will be construed to include the plural, the masculine to include the feminine and neuter gender, and where necessary a body corporate. Headings used in these Terms are for convenience only and will not affect the interpretation of these Terms.
(b) Entire Agreement. These Terms are a binding legal agreement between you and Pick My Brain. These Terms, together with any Service-specific terms and conditions or privacy policies, constitute the entire agreement between the parties with respect to the use of the Platform, and supersede any prior or inconsistent agreements, representations and promises, written or oral.
(c) Conflict with Other Agreements. You may encounter other terms and conditions through the use of the Platform and the Services. There may be conflicts between these Terms and the other terms you encounter. In those situations, the terms specific to that situation or service will take precedence over these Terms for the conflict at issue. For certainty, in the event of a conflict between the Terms of Use and the Privacy Policy, the Privacy Policy will govern.
(d) Nature of Relationship. No agency, partnership, joint venture, or employment relationship is created between Pick My Brain and the Users or the Brains as a result of these Terms and neither party has any authority of any kind to bind Pick My Brain in any respect.
(e) Severability. Should any part of these Terms for any reason be declared invalid, such decision will not affect the validity of any remaining portion, which remaining portion will remain in force and effect as if these Terms had been executed with the invalid portion thereof eliminated.
(f) Survival. Any provision of these Terms, which to give effect to its meaning must survive or is intended to survive termination of the relationship between Pick My Brain and the User will survive the expiration or termination of the agreement between the parties.
(g) Force Majeure. Neither Pick My Brain nor the User will be responsible to the other for non-performance or delay in performance occasioned by any causes beyond its control including, without limitation, acts or omissions of the other party, acts of terrorism, acts of civil or military authority, strikes, lock-outs, embargoes, insurrections or acts of God. If any such delay occurs, any applicable time period will be automatically extended for a period equal to the time lost, provided that the party affected makes reasonable efforts to correct the reason for such delay and gives to the other party prompt notice of any such delay.
(h) Assignment. The User agrees not to assign or transfer any rights or obligations arising under these Terms without the prior written consent of Pick My Brain.
(i) Enurement. These Terms will enure to the benefit of and be binding upon the User and his successors or permitted assigns.
(j) Notice. Any notices required by Pick My Brain as provided for within these Terms will be given in writing by e-mail or by posting to the Platform.
(k) No Waiver. The failure of Pick My Brain to assert any claim in a timely fashion for any of its rights or remedies under these Terms will not be construed as a waiver of any subsequent breach and will not serve to modify, alter or restrict Pick My Brain’s right to assert any claim for a subsequent breach at any time thereafter.
(l) Governing Law. These Terms will be governed by the laws and courts of the province of British Columbia, and by the federal laws of Canada applicable therein