Terms of Service

1. Acceptance of the Terms and Capacity

By creating an account, checking the acceptance box presented at signup, or by accessing or using Oui Solutions (the “Platform”), you accept these Terms and our Privacy Policy, which forms part of them by reference. If you do not agree with these Terms, you must not use the Platform. If you sign in through Google, the notice presented at login reminds you that continuing constitutes acceptance of these Terms.

The Platform is intended for businesses and professionals. By using it, you represent that you have reached the age of majority in your place of residence, that you have the legal capacity to enter into contracts and, if you use the Platform on behalf of a company or other organization, that you are authorized to bind that organization, in which case “you” refers to it. The Platform is not directed at minors.

2. The Service and Our Role

The Oui Solutions platform is operated by 1NE INC., a legal person constituted in Québec and registered in the Québec enterprise register under Québec enterprise number (NEQ) 1181834244, with its address at 1600 Boulevard Le Corbusier, Bureau 99, Suite 1010, Laval, Quebec H7S 1Y9, Canada. In this document, “Oui Solutions”, “we”, “us” and “our” refer to 1NE INC., which operates the platform under the name Oui Solutions.

Oui Solutions is a bilingual online marketplace operated from Québec, Canada. It allows clients to post automation and software projects and allows approved partners to view those projects, submit quotes, negotiate and deliver the agreed work. In the current version of the Platform, every posted project is public: while it is open for quotes, it is visible to all approved partners, and a client may hide their own project from the marketplace listing.

Oui Solutions acts as an intermediary. When a client accepts a partner’s quote, the resulting service contract is formed directly between the client and the partner: Oui Solutions is not a party to that contract, does not perform the services and does not guarantee their outcome. Payments relating to that contract are, however, processed by Stripe directly to the partner’s own Stripe account; Oui Solutions takes no commission on those payments, as described in section 6.

We may modify, improve or discontinue features of the Platform. Where a change materially affects ongoing projects, we will use reasonable efforts to notify affected users.

3. Accounts and Security

To use the Platform you must create an account, either with an email address and password or through Google sign-in. You agree to provide accurate, current and complete information when registering and to keep it up to date, including during client or partner onboarding.

You are responsible for safeguarding your credentials and for all activity carried out through your account. Notify us without delay at contact@ouisolutions.ca if you suspect any unauthorized access to or use of your account. We may refuse, suspend or reclaim account identifiers that infringe the rights of others or mislead users.

4. Partner Approval

To participate as a partner, you must complete partner onboarding, which collects information about your business and professional profile, and be approved by a Platform administrator. Approval decisions are made by a human administrator, at the Platform’s reasonable discretion; no automated decision producing legal effects is made about you.

Approval may be refused, and an existing approval may be withdrawn, in particular where the information provided is inaccurate, where these Terms are breached or where the quality of a partner’s work or a partner’s conduct puts users of the Platform at risk. Until approved, a partner cannot view posted projects or submit quotes.

Every approved partner is also bound by the Partner Agreement, which is incorporated into these Terms by reference and governs their relationship with Oui Solutions as an independent contractor. Where these Terms and the Partner Agreement differ as to the partner's obligations, the Partner Agreement prevails. It is available at https://ouisolutions.ca/en/partner-agreement.

5. Projects, Quotes and Binding Acceptance

Clients post projects with a description of the work sought. You are responsible for the accuracy and completeness of what you post; partners rely on it to prepare their quotes.

Partners submit quotes on posted projects. Quotes proceed by turn-based negotiation: each party may respond to the other’s current offer with a counter-offer until one party accepts. Acceptance is atomic and final: at the moment a quote or counter-offer is accepted, both the client and the partner are bound to the accepted amount and to the scope of work described, and the service contract between them is formed. Neither party may unilaterally modify the accepted amount through the Platform; any renegotiation requires the agreement of both parties.

6. Payments, Milestones and Applicable Taxes

All amounts on the Platform are expressed and processed in Canadian dollars (CAD). Payments are processed by Stripe, our payment processor, directly to the relevant partner’s own Stripe account. Your card data is collected and processed by Stripe and never touches Oui Solutions’ servers; Stripe’s own terms apply to the processing of your payment instrument.

Each accepted quote is payable in one or two milestone payments, as set out in the accepted quote — by default an upfront payment and an on-completion payment; a quote may instead provide for a single payment covering the full amount. Each payment made by the client is processed by Stripe directly to the partner’s Stripe account; Oui Solutions never collects or holds the funds intended for the partner. Oui Solutions charges no platform fee: no commission is withheld from those payments, on either the client side or the partner side. The client pays exactly the amount of the accepted quote, and the partner receives that amount, from which Stripe deducts only its own payment-processing fees. Oui Solutions may in future offer optional services billed separately; their price, if any, is disclosed in advance and is never charged as a commission on your projects.

If a payment does not match the amount agreed in the accepted quote, the mismatch triggers an alert that is reviewed by an administrator.

As no platform fee is charged, no sales tax is calculated or charged on such a fee. Neither the client nor the partner bears any commission, or any tax on a commission, in respect of their use of the Platform.

For each milestone payment, the partner can consult, in the Earnings area of the Platform, the gross milestone amount, the net amount payable to the partner, and the date and a description of the project and milestone concerned. The processing fees withheld by Stripe are visible in the partner’s own Stripe account.

Oui Solutions does not calculate, collect or remit sales taxes (including GST/QST) on behalf of users. Each party is responsible for its own applicable taxes; partners are solely responsible for their own tax registrations, invoicing obligations and remittances in respect of the amounts they earn.

7. Refunds, Disputes and Chargebacks

The partner is the holder of the Stripe account on which a client’s payment was processed; the partner therefore issues any refund to the client from that account. If a disagreement arises between a client and a partner about a project or a payment, including one giving rise to a refund request, it is resolved between the client and the partner; you may also contact us at contact@ouisolutions.ca, and we may provide reasonable assistance, including facilitating communication between the parties.

Because Oui Solutions charges no commission, a refund covers the entire amount refunded by the partner: no share of any commission is withheld or has to be returned. Stripe’s own processing fees remain governed by Stripe’s terms.

If you initiate a chargeback with your card issuer, the dispute is handled through Stripe’s dispute process, between the client and the partner; we may submit the relevant transaction records as evidence or otherwise provide reasonable assistance. Initiating a chargeback for services actually received in conformity with the accepted quote may lead to suspension of your account. Nothing in this section limits any recourse you may have under mandatory provisions of applicable law.

8. Deliverables and Reviews

Partners deliver their work by uploading deliverables through the Platform. Deliverables are reviewed by a Platform administrator before being released to the client; the client then reviews them and confirms acceptance through the Platform. The on-completion milestone relates to the completion of the work agreed between the client and the partner.

After a project is completed, each party may post a review of the other. Reviews must be honest, based on your actual experience of the project, and must not contain unlawful, defamatory or irrelevant content. We may remove or withhold reviews that violate these Terms.

9. Your Content and Licence

You retain ownership of the content you submit to the Platform — project descriptions, quotes and proposals, messages, uploaded files and reviews (“your content”). You grant Oui Solutions a non-exclusive, worldwide, royalty-free licence to host, store, reproduce, adapt for technical purposes and display your content, solely to the extent necessary to operate, secure and improve the Platform and to perform these Terms. This licence ends when your content is deleted from the Platform, subject to the retention described in section 12 and in the Privacy Policy.

You represent and warrant that you hold the rights necessary to submit your content and that it does not infringe the rights of any third party or any applicable law. You remain solely responsible for your content.

10. Acceptable Use

You agree to use the Platform only for lawful purposes consistent with these Terms. In particular, you must not: (a) provide false or misleading information in a profile, project, quote or review; (b) impersonate another person or organization; (c) post or transmit content that is unlawful, defamatory, harassing or that infringes intellectual property or privacy rights; (d) introduce malware or attempt to probe, disrupt or circumvent the security of the Platform; (e) scrape, harvest or systematically extract data from the Platform without our written authorization; (f) use the Platform to launder money or finance unlawful activity.

We may investigate suspected violations and take any measure we consider appropriate, including removing content, placing payments on hold pending review, suspending accounts and reporting conduct to competent authorities.

11. Suspension and Termination

Platform administrators may suspend your account if you violate these Terms, if your conduct creates a risk for other users or for the Platform, or if we are required to do so by law. A suspended user loses access to the Platform but may contact us at contact@ouisolutions.ca to seek review of the decision.

We may terminate your access permanently in the event of serious or repeated violations. You may stop using the Platform at any time and may delete your account as described in section 12. Provisions of these Terms that by their nature should survive — including accrued payment obligations, sections 9, 14 and 15, and the governing-law and language clauses — survive suspension, termination or deletion.

12. Account Deletion and Your Data

You may delete your account yourself at any time from the Platform’s settings. If your account has no payment history, deletion results in the complete erasure of your account, profile, content and uploaded files. If your account has a payment history, it is anonymized instead: your profile’s personal information is erased, the free text you authored (messages, proposals, project descriptions, reviews and file-name metadata) is redacted, and your uploaded files are deleted, but transaction and ledger records are retained as required for financial record-keeping and legal obligations, together with the underlying project, quote, negotiation and review records in redacted, de-identified form. In either case, your active sessions are revoked when the deletion is carried out.

For a complete description of the personal information we collect, how we use and retain it, and your rights, please refer to our Privacy Policy, which forms part of these Terms.

13. Intellectual Property of the Platform

The Platform — including its software, design, text, logos and the “Oui Solutions” name — is the property of the Platform operator or its licensors and is protected by intellectual-property law. These Terms grant you only a limited, non-exclusive, non-transferable right to use the Platform in accordance with these Terms; no other right is granted.

Rights in the deliverables a partner produces for a client are determined by the agreement between the client and the partner. Oui Solutions claims no ownership of deliverables. We encourage parties to address intellectual-property terms expressly in the project description or during quote negotiation.

14. Disclaimers and Limitation of Liability

The Platform is provided “as is” and “as available”. We do not warrant that it will be uninterrupted, error-free or secure at all times. Because Oui Solutions is an intermediary, we do not warrant the quality, legality, safety or outcome of the services partners provide, the accuracy of project descriptions or reviews, the solvency of clients, or that any project will be completed.

To the maximum extent permitted by applicable law, Oui Solutions will not be liable for indirect or consequential damages, loss of profits, loss of data or loss of business opportunity arising from the use of the Platform, and the total aggregate liability of Oui Solutions for any claim relating to the Platform is limited to the greater of: five hundred dollars (CAD 500), or the total amounts you have paid Oui Solutions for optional services in the twelve (12) months preceding the claim.

Some jurisdictions, including Québec, do not allow the exclusion of certain warranties or the limitation of liability for certain damages, notably under consumer-protection legislation and the mandatory provisions of the Civil Code of Québec. Nothing in these Terms excludes or limits a warranty or liability that cannot be excluded or limited under applicable law, and nothing in these Terms deprives you of the protection of mandatory provisions of the law of your place of residence.

15. Indemnification

To the extent permitted by applicable law, you agree to indemnify and hold harmless Oui Solutions and its operator from any claim, demand, loss or expense (including reasonable legal costs) brought by a third party and arising from your content, your use of the Platform, your breach of these Terms, or the service contract between you and another user, except to the extent the claim results from our own fault.

This section does not apply to the extent it would be unenforceable against you under mandatory provisions of applicable law, including Québec consumer-protection legislation where it applies.

16. Changes to These Terms

We may amend these Terms from time to time, for example to reflect new features or legal requirements. Amendments apply prospectively only. We will give you notice of material amendments — through the Platform or by email — before they take effect, indicating what is changing and the effective date.

If you continue to use the Platform after an amendment takes effect, you accept the amended Terms. If you do not accept them, you must stop using the Platform and may delete your account as described in section 12; obligations already incurred under accepted quotes remain governed by the version of the Terms in force when the quote was accepted.

17. Governing Law and Jurisdiction

These Terms and any dispute relating to the Platform are governed by the laws in force in the Province of Québec and the federal laws of Canada applicable therein, without regard to conflict-of-law rules.

Subject to any mandatory provision of applicable law conferring jurisdiction on another forum, the courts of Québec, Canada, have exclusive jurisdiction over any dispute arising from these Terms or from the use of the Platform.

18. Language

These Terms are published in French and in English. The French version is the official reference version: in case of discrepancy between the two versions, the French version prevails.

The parties acknowledge that, after having been given the opportunity to review the French version, they have expressly agreed that an English version of these Terms and of related documents may be provided to them and used in their dealings with the Platform, in accordance with the Charter of the French language.

19. Contact

For any question, complaint or notice concerning these Terms or the Platform, contact us at contact@ouisolutions.ca. We endeavour to respond within a reasonable time.

You may also write to us by mail at 1600 Boulevard Le Corbusier, Bureau 99, Suite 1010, Laval, Quebec H7S 1Y9, Canada.

Notices we send to you may be given through the Platform or to the email address associated with your account.