Terms and Conditions

Effective Date: date

These Terms and Conditions (“Terms”) constitute a legally binding agreement between the account holder ("User", "you") and BrokerBot Inc. ("Company", "we", "us", "our") regarding your access to and use of the BrokerBot marketing automation platform (“Platform”) in all of its various forms including customized sites for specific organizations that you may be a part of.

1. Acceptance of Terms

By creating an account, accessing, or using the Platform, you agree to be bound by these Terms and any policies incorporated by reference. If you do not agree, do not access or use the Platform.

2. Account Registration and Eligibility

• You must provide accurate, complete, and current registration information when creating your account and keep it up to date.
• You are responsible for maintaining the confidentiality of your credentials and for all activity conducted under your account.
• You warrant that you have the authority to supply all data, contacts, and content you input or upload to the Platform.

3. Rights to Data and Contacts

By uploading, inputting, or otherwise providing data, content, or contact information ("Customer Data") to the Platform, you grant Company a perpetual, irrevocable, worldwide, royalty-free, fully transferable license to use, process, analyze, reproduce, adapt, and exploit Customer Data for any purpose, including but not limited to:

• Operating, maintaining, and improving the Platform
• Marketing and commercial use, including direct outreach to contacts uploaded by you
• Aggregation, profiling, benchmarking, analytics, product development, and resale or licensing of anonymized or derivative data

You represent and warrant that you possess all necessary rights, consents, and permissions to provide and authorize use of Customer Data, including requisite consents from contacts for marketing and commercial outreach.

Company may retain, use, and disclose Customer Data indefinitely, except as prohibited by applicable law.

4. Consent and Marketing Communications

• You affirm that all contacts provided to the Platform have granted meaningful, informed, and documented consent for marketing, and that you will maintain adequate records in compliance with Canadian Anti-Spam Legislation (“CASL”).
• Company may send commercial electronic messages (“CEMs”) and other marketing communications to contacts, including on your behalf.
• Company will implement required identification and unsubscribe mechanisms as required by CASL.

5. Data Security and Regional Hosting

• Company will maintain commercially reasonable safeguards to protect personal data, pursuant to its Data Processing Agreement.
• Company may store or process Customer Data in any geographic region. Data residency is not guaranteed unless expressly specified in a written agreement.

6. Usage Data, Product Improvement, and Machine Learning

• Company may collect, analyze, and utilize operational metadata, usage data, and interaction metrics related to both Users and contacts for Platform analytics, service improvements, benchmarking, product development, artificial intelligence (AI), and machine learning initiatives.
• Company may anonymize and aggregate Customer Data for any lawful business purpose.

7. Third Party Providers and Sub-processors

Company may engage third-party service providers and sub-processors as necessary to deliver, maintain, and improve the Platform. Customer Data may be shared subject to applicable agreements and privacy requirements.

8. User Feedback and Suggestions

Any feedback, comments, or suggestions provided by Users may be used by Company for any purpose—including marketing, product and service improvements—without compensation or attribution.

9. Account Types, Features, and Limits

• Account features, data usage limits, and service levels may vary depending on the subscription type, pricing plan, or trial status.
• Company may modify available features, account limits, or subscription benefits at any time.

10. Prohibited Content and Conduct

• You must not submit, upload, or transmit any content that is unlawful, infringes intellectual property or privacy, impersonates others, or introduces malware or malicious code.
• Company reserves the right to suspend, restrict, or remove any data or account violating these standards.

11. Compliance with Laws

• Company will comply with the Personal Information Protection and Electronic Documents Act (“PIPEDA”) and all applicable privacy legislation in Ontario, Canada.
• User is solely responsible for ensuring that Customer Data complies with all relevant privacy, consent, and marketing laws.

12. Indemnification

You will defend, indemnify, and hold harmless Company, its affiliates, officers, directors, employees, agents, and partners from all claims, damages, suits, liabilities, costs, and expenses (including reasonable attorney’s fees) arising from:

• Breach of these Terms
• Infringement or misuse of any personal information or Customer Data
• Marketing or data usage complaints from data subjects or regulators

13. Limitation of Liability

To the maximum extent permitted by law, Company shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, data, or goodwill, arising from your use of the Platform or Company’s use of Customer Data except as required by law.

14. Termination

Company may suspend or terminate your account at any time, with or without cause or notice, if you violate these Terms or as required by law.

15. Governing Law and Dispute Resolution

These Terms shall be governed and interpreted under the laws of the Province of Ontario, Canada. All disputes shall be exclusively resolved in the courts of Ontario except as otherwise required by law.

16. Changes to Terms

Company reserves the right to update, amend, or modify these Terms at any time by posting changes online or through the Platform. Continued use of the Platform after modifications constitutes agreement to the updated Terms.

17. Miscellaneous

• If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in full force and effect.
• These Terms constitute the entire agreement between Company and User regarding use of the Platform and supersede all prior agreements.

Acceptance

By creating an account or using the Platform, you acknowledge you have read, understood, and agree to be bound by these Terms and Conditions.

Contact Information

BrokerBot Inc.
1439 Youville Drive, Ottawa Ontario, K1C 4M8
Email: Account.management@thebrokerbot.ca

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