Terms of Service

1. Eligibility and Accounts

1.1 Eligibility

You must be at least the age of majority in your jurisdiction to use the Services. You may not use the Services if you are barred under applicable laws or have been suspended by Intueo.

1.2 Accounts

Certain features require an account. Provide accurate information, keep credentials confidential, and notify us promptly of unauthorized use. You are responsible for all activities under your account.

1.3 Authorized Users

If you enable access for employees, contractors, or clients (collectively, "Authorized Users"), you are responsible for their compliance with these Terms.

2. Services, Trials, and Beta Features

2.1 Services

Intueo provides conversational agents and automation tools (e.g., voice concierge, chat front desk, finance/operations workflows). We may update or modify the Services at any time.

2.2 Trials

We may offer free or discounted trials. Trials are provided "as is," may be limited, and may be terminated at any time.

2.3 Beta

We may label features as Beta, Preview, or similar. Beta features are for evaluation only, may change or cease, and are provided without warranties or support.

3. Subscriptions, Fees, and Taxes

3.1 Subscriptions

Paid Services are offered on subscription terms (e.g., monthly or annual) and auto‑renew unless canceled as described in Section 10.

3.2 Fees and Overage

Fees are specified at purchase or in an order form. Usage‑based charges (e.g., telephony minutes, transcription, SMS/MMS, API calls) may apply. You authorize us to charge your payment method for recurring fees and overage.

3.3 Taxes

Fees exclude taxes. You are responsible for applicable taxes, duties, and government charges, except taxes based on our net income.

3.4 No Refunds

Except as required by law or expressly stated otherwise in an order form, payments are non‑refundable.

4. Acceptable Use

4.1 General

You will not (and will not permit anyone to):

• Violate laws or third‑party rights, including privacy, intellectual property, export, anti‑spam, or consumer protection laws.
• Attempt to probe, scan, or test the vulnerability of the Services or interfere with their operation.
• Use the Services to distribute malware, spam, or content that is illegal, harmful, or deceptive.
• Misrepresent your identity or affiliation, or attempt to circumvent access limits or fees.
• Use outputs to create or spread misinformation, or for high‑risk activities (e.g., medical, legal, financial, or safety‑critical decisions) without appropriate human review.

4.2 Telephony & Messaging

If you enable calling or SMS:

• You must obtain and document valid consent where required (e.g., CASL for commercial electronic messages in Canada). Provide clear opt‑out instructions; honor "STOP" for SMS.
• You are responsible for call recording notices and consent, if applicable, and for your scripts, prompts, and policies.
• Carrier fees and regulations apply; availability varies by region and carrier.

4.3 Data Inputs

Do not upload or connect data you lack rights to process. You are solely responsible for Customer Content (defined below) provided to the Services.

5. Customer Content and Licenses

5.1 Customer Content

Customer Content means data, text, audio, video, prompts, instructions, files, and other materials you (or your Authorized Users or customers) submit to or through the Services, as well as outputs generated for you from such inputs.

5.2 Your Rights

You retain ownership of Customer Content. You grant Intueo a non‑exclusive, worldwide, royalty‑free license to host, process, transmit, and display Customer Content solely to provide, secure, maintain, and improve the Services and related models, and to comply with law.

5.3 Third‑Party Data

If you connect third‑party systems (e.g., Google, QuickBooks, CRM/PoS), you authorize us to access and process data from those systems on your behalf per your settings.

5.4 De‑Identification

We may use de‑identified or aggregated data for analytics, benchmarking, and to improve the Services. We will not attempt to re‑identify such data.

5.5 Feedback

You grant us a perpetual, irrevocable, royalty‑free license to use suggestions or feedback to improve our products without restriction.

6. Privacy, Security, and Data Residency

6.1 Privacy Policy

Our Privacy Policy explains how we collect, use, and disclose personal information. It is incorporated by reference into these Terms.

6.2 PIPEDA & CASL

We design our practices to align with Canada's PIPEDA and CASL. You are responsible for obtaining any required consents and providing notices for your use of the Services.

6.3 Data Residency

Canadian hosting options are available upon request and subject to your plan and configuration.

6.4 Security

We implement reasonable technical and organizational measures to protect the Services. However, no system is 100% secure; you are responsible for securing your accounts and endpoints.

6.5 Data Processing Addendum

A DPA for controller/processor roles is available upon request for qualified business customers.

7. Intellectual Property

7.1 Our IP

The Services, including software, models, designs, trademarks, and content we provide (excluding Customer Content), are owned by Intueo or its licensors and are protected by law. No rights are granted except as expressly stated.

7.2 License

Subject to these Terms, we grant you a limited, revocable, non‑exclusive, non‑transferable license to access and use the Services during your subscription.

7.3 Restrictions

You will not reverse engineer, decompile, or create derivative works of the Services; remove proprietary notices; or use the Services to build a competing product.

8. Third‑Party Services

The Services may interoperate with third‑party products or services. We do not control third‑party services and are not responsible for their acts or omissions. Your use of third‑party services may be subject to their terms and privacy policies.

9. Service Changes and Availability

We may enhance, modify, or discontinue the Services or features at any time. We aim for high availability but do not guarantee uninterrupted or error‑free operation. Planned maintenance and provider outages may occur.

10. Term, Renewal, and Cancellation

10.1 Term & Renewal

Your subscription begins on the start date indicated at purchase and auto‑renews for successive terms (e.g., monthly) unless canceled.

10.2 Cancellation

You may cancel renewal at any time via your account settings or by contacting us at [email protected]. Cancellation takes effect at the end of the current term; access continues until then.

10.3 Suspension

We may suspend or limit access if (a) you violate these Terms, (b) your account is overdue, or (c) we detect security risks.

10.4 Termination for Cause

Either party may terminate immediately for material breach if not cured within 30 days of written notice.

10.5 Effect of Termination

Upon termination or expiration, your right to use the Services ends. We will delete or return Customer Content from our active systems within a reasonable period, subject to legal retention needs.

11. Compliance, Records, and Audit Trails

You are responsible for complying with laws applicable to your business uses of the Services, including record‑keeping, consent logs, and retention schedules. We provide conversation logs and configuration options to support your obligations.

12. Disclaimers

12.1 AI Output

AI may make mistakes, omit context, or produce biased or offensive content. You assume all risk for use of outputs and must apply appropriate human review.

12.2 General

The Services are provided "as is" and "as available." We disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, and non‑infringement.

12.3 No Emergency Use

The Services are not designed for emergency communications or life‑safety functions.

13. Limitation of Liability

To the maximum extent permitted by law: (a) neither party is liable for any indirect, incidental, special, consequential, exemplary, or punitive damages; and (b) each party's aggregate liability arising out of or related to the Services is limited to the amounts paid by you to Intueo for the Services giving rise to the claim in the twelve (12) months preceding the event. These limits apply even if a remedy fails of its essential purpose.

Some jurisdictions do not allow certain exclusions or limitations; in such cases, the applicable exclusions/limitations apply to the maximum extent permitted by law.

14. Indemnification

You will defend, indemnify, and hold harmless Intueo and its affiliates, officers, directors, employees, and agents from and against claims, damages, losses, liabilities, and expenses (including reasonable legal fees) arising out of or related to: (a) your Customer Content; (b) your use of the Services in violation of these Terms or law; or (c) your integrations or third‑party services.

15. IP Claims (Notice Process)

If you believe content on the Services infringes your intellectual property, please send a notice to [email protected] with: (i) a description of the work you claim is infringed; (ii) the location of the allegedly infringing content; (iii) your contact information; (iv) a statement of good‑faith belief; and (v) a statement that the information is accurate and you are authorized to act. We may remove or disable content and, where appropriate, terminate repeat infringers.

16. Confidentiality

Each party may access the other's non‑public information. The receiving party will use such information only to perform under these Terms and will protect it using reasonable measures. This section does not limit disclosures required by law (with notice where lawful).

17. Electronic Communications; Notices

By using the Services, you consent to receive communications electronically. Legal notices to Intueo must be sent to [email protected] with a copy to: Intueo Labs Inc., Vancouver, BC, Canada. We may provide notices by email, in‑product messages, or posting on our site.

18. Export and Sanctions

You will comply with applicable export control and sanctions laws. You will not use the Services in embargoed countries or for prohibited end uses.

19. Governing Law and Venue

These Terms are governed by the laws of the Province of British Columbia and the federal laws of Canada applicable therein, without regard to conflict‑of‑laws rules. The parties submit to the exclusive jurisdiction of the provincial and federal courts located in Vancouver, British Columbia.

20. Changes to the Terms

We may update these Terms from time to time. If changes are material, we will provide notice (e.g., email or in‑product). Changes take effect upon posting unless stated otherwise. Your continued use after the effective date constitutes acceptance.

21. General

21.1 Entire Agreement

These Terms (and any applicable order form and Privacy Policy) are the entire agreement between you and Intueo regarding the Services.

21.2 Order of Precedence

If there is a conflict, an executed order form (or MSA/DPA) controls, then these Terms, then policies referenced herein.

21.3 Assignment

You may not assign these Terms without our consent; we may assign to an affiliate or in connection with a merger, acquisition, or sale of assets.

21.4 Severability

If any provision is unenforceable, the remainder remains in effect.

21.5 No Waiver

Failure to enforce a provision is not a waiver.

21.6 Force Majeure

Neither party is liable for delays or failures due to events beyond reasonable control (e.g., internet failures, outages, natural disasters, labor disputes, governmental actions).

22. Contact