Terms of Service

These Terms of Service ("Terms") form a legal agreement between you ("Customer," "you," "your") and 10041543 Manitoba Ltd. operating as "Everybooking" ("Everybooking," "we," "us," "our"). By creating an account or using the Everybooking service, you agree to these Terms and our Privacy Policy. If you are entering into these Terms on behalf of a company or organization, you represent that you have authority to bind that entity.

1. Definitions

• "Service" means the Everybooking software-as-a- service application, marketing site, AI agents, and related integrations.
• "Customer Data" means data, content, and personal information that Customer uploads to or generates within the Service.
• "Subscription Term" means the period of paid access to the Service per the selected plan (monthly or annual).
• "Documentation" means the user guides, help articles, and API documentation published at everybooking.com.
• "Authorized Users" means Customer's employees, contractors, and agents granted access by Customer to use the Service.

2. Account creation and eligibility

You must be at least 18 years old and able to enter into a binding contract to create an account. You agree to provide accurate account information and keep it current. You are responsible for the activity of all Authorized Users on your account and for maintaining the confidentiality of credentials.

3. Subscriptions, billing, and renewals

• Plans: Available plans, pricing, and included quotas are described at everybooking.com/pricing.
• Billing: Subscriptions are billed in advance monthly or annually based on plan selection. Annual plans are billed in advance for the full year.
• Usage overages: Usage above your plan's included quota (quotes, AI Actions, SMS, voice minutes) is billed at the published overage rates and invoiced at the end of the billing cycle.
• Auto-renewal: Subscriptions automatically renew for successive equal-length terms unless cancelled at least one day before the renewal date. Cancellation takes effect at the end of the then-current term; you retain access until that date.
• Refund and money-back guarantee: New customers may request a full refund within 7 calendar days of initial subscription start for any reason. After 7 days, all fees are non-refundable except where required by law. Annual prepayments are non-refundable after 7 days but unused quotas do not roll over after cancellation.
• Price changes: We may modify pricing on at least 30 days' notice to your account email. Founding-customer price locks (where applicable) survive future price increases for the duration the customer maintains an uninterrupted active subscription on a plan with the same or smaller scope.
• Taxes: Pricing is exclusive of applicable taxes (GST/HST/PST, sales tax, VAT, etc.). You are responsible for all taxes other than taxes imposed on our net income.
• Late payment: Overdue amounts accrue interest at 1.5% per month or the maximum allowed by law, whichever is lower. We may suspend access for accounts past due more than 14 days following written notice.

4. Customer Data and ownership

You own Customer Data. You grant Everybooking a limited, non-exclusive license to host, store, process, transmit, and display Customer Data solely to provide and improve the Service.

We own the Service. Everybooking retains all rights, title, and interest in the Service, including software, algorithms, AI models we develop, user interface, design, trademarks, and Documentation.

Customer responsibility for Customer Data: You represent that you have all necessary rights, consents, and lawful bases to upload and process Customer Data through the Service, including consents from your own end-customers (data subjects).

5. Acceptable Use Policy

You agree not to:

• Use the Service to violate any law, regulation, or third-party right.
• Send unsolicited commercial messages (spam) via SMS, email, or voice using the Service.
• Upload or transmit content that is illegal, harmful, infringing, defamatory, obscene, or hateful.
• Probe, scan, or test the vulnerability of the Service, attempt to bypass security controls, or interfere with other customers' access.
• Reverse engineer, decompile, or attempt to extract source code, algorithms, or trained-model parameters from the Service.
• Use the Service to build a competing product or to benchmark against the Service for publication without our written consent.
• Use AI features to generate content that violates third-party rights or applicable AI-content laws.
• Resell, sublicense, or expose the Service to third parties except as expressly permitted (e.g., on a Pro tier reseller plan).

We may suspend or terminate accounts for Acceptable Use Policy violations after notice (or immediately for security or legal emergencies).

6. Third-party services and integrations

The Service integrates with third-party services (Stripe, Twilio, Quo, QuickBooks, Google Calendar, AI providers, etc.). Your use of those integrations is governed by their own terms. We are not responsible for third-party services' availability, behavior, or policy changes.

7. Beta features

We may make beta, preview, or experimental features available ("Beta Features"). Beta Features are provided "AS IS" without any warranty, may be modified or discontinued at any time, and are excluded from any service-level commitments.

8. Service levels and support

We target 99.5% monthly uptime on production tiers, measured exclusive of scheduled maintenance, force majeure events, and issues caused by third parties or Customer. Support response targets vary by plan and are published at everybooking.com/pricing. Customers on Enterprise plans may negotiate a separate Service Level Agreement.

9. Termination

• By you: You may cancel anytime from your account dashboard. Cancellation takes effect at the end of the then-current billing term.
• By us for cause: We may suspend or terminate your account for material breach (non-payment, AUP violation, fraud) after reasonable notice and opportunity to cure where practicable.
• By us without cause: We may terminate without cause on 60 days' written notice and will refund prepaid fees for unused service time.
• Effect of termination: Upon termination, your access ends. We will make Customer Data available for export for 30 days following termination. After 30 days, we may permanently delete Customer Data, subject to legal retention obligations and rolling backups (Section 4 of the Privacy Policy).

10. Confidentiality

Each party agrees to keep confidential information of the other party confidential and to use it only for purposes of performing its obligations under these Terms. Confidential information does not include information that is publicly known, independently developed, or rightfully received from a third party.

11. Warranty disclaimer

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." EXCEPT AS EXPRESSLY STATED, EVERYBOOKING MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY OF AI OUTPUTS, OR THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE. AI-GENERATED CONTENT (QUOTES, EMAILS, SMS, VOICE RESPONSES) IS PROBABILISTIC; CUSTOMER IS RESPONSIBLE FOR REVIEWING OUTPUTS BEFORE BUSINESS DECISIONS.

12. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, OR LOST DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

EXCEPT FOR (A) CUSTOMER'S PAYMENT OBLIGATIONS, (B) BREACHES OF THE ACCEPTABLE USE POLICY, (C) INDEMNIFICATION OBLIGATIONS, OR (D) WILLFUL MISCONDUCT OR FRAUD, EACH PARTY'S TOTAL AGGREGATE LIABILITY UNDER THESE TERMS WILL NOT EXCEED THE GREATER OF (i) CAD $1,000 OR (ii) FEES PAID BY CUSTOMER TO EVERYBOOKING IN THE 12 MONTHS PRECEDING THE CLAIM.

13. Indemnification

By Everybooking: We will defend Customer against any third-party claim that the Service, as provided by Everybooking and used within these Terms, infringes a third party's Canadian or US patent, copyright, or trademark, and pay damages finally awarded. This obligation does not apply to claims based on Customer Data, modifications by Customer, or use in combination with non-Everybooking products.

By Customer: You will defend Everybooking against any third-party claim arising from (i) Customer Data, (ii) your violation of the AUP, (iii) your end-customers' use of any quotes, communications, or services delivered through the Service, or (iv) your violation of applicable law.

Indemnification is conditional on: prompt written notice, sole control of defense and settlement (no admission of liability without consent), and reasonable cooperation.

14. Force majeure

Neither party is liable for delay or failure to perform due to causes beyond reasonable control, including acts of God, war, terrorism, pandemic, government action, internet or telecommunications failure, third-party-service outage, or labor disruption.

15. Notices

Notices to Everybooking must be sent to legal@everybooking.com with a courtesy copy to 10041543 Manitoba Ltd. o/a Everybooking, PO Box 20621 Stn Main, Steinbach, Manitoba R5G 1S1, Canada. Notices to Customer will be sent to the account email on file. Notices are effective on receipt.

16. Governing law and jurisdiction

These Terms are governed by the laws of the Province of Manitoba and the federal laws of Canada applicable in Manitoba, without regard to conflict-of-law principles. Any dispute arising from or relating to these Terms or the Service will be brought exclusively in the courts of Manitoba, Canada, and each party consents to personal jurisdiction in those courts.

Optional arbitration: The parties may, by mutual written agreement, elect to resolve any dispute by binding arbitration administered by the ADR Institute of Canada in Winnipeg, Manitoba.

17. Changes to these Terms

We may update these Terms from time to time. Material changes will be communicated by email to the account owner at least 30 days before taking effect. Continued use of the Service after the effective date constitutes acceptance of the updated Terms.

18. Assignment

You may not assign these Terms without our written consent. We may assign these Terms in connection with a merger, acquisition, sale of assets, or reorganization. Any assignment in violation of this section is void.

19. Entire agreement; severability; waiver

These Terms, the Privacy Policy, the Data Processing Addendum (where applicable), and any plan-specific order forms constitute the entire agreement and supersede prior agreements. If any provision is held unenforceable, it will be modified to the minimum extent necessary and the remaining provisions will remain in effect. Failure to enforce a provision does not waive future enforcement.

20. Contact

Legal inquiries: legal@everybooking.com
Mailing address: 10041543 Manitoba Ltd. o/a Everybooking, PO Box 20621 Stn Main, Steinbach, Manitoba R5G 1S1, Canada