Terms of Service

Effective Date: October 17, 2026  |  Last Updated: October 17, 2026



1. Who We Are and Key Definitions

• "Propello Inc.," "we," "us," "our" means Propello Inc., a Canadian corporation based in Ontario, which owns and operates Propello Suite.
• "Service" means the Propello Suite cloud platform at https://propellosuite.com and any related domain, including all operations, commerce, marketing, communication, AI, and growth modules, mobile and web applications, APIs, storefronts, customer portals, and support.
• "You," "your," "Customer" means the business or organization that registers for the Service, and the individual accepting these Terms on its behalf. The individual confirms they have authority to bind that business.
• "Authorized Users" means your employees and contractors who you allow to use your account.
• "End Customers" means your own customers, prospects, and their contacts who interact with you through the Service (for example, through your storefront, customer portal, emails, messages, or calls).
• "Your Data" means data, files, artwork, and content that you, your Authorized Users, or your End Customers submit to the Service, and output generated for you from that data.
• "Service Order" means any signed order form, quote, or written plan agreement with us (typically for Enterprise plans).

2. Eligibility and Business Use Only

• You must be at least 18 years old and legally able to enter into contracts.
• The Service is provided only for business purposes. You confirm that you are not using it as a consumer for personal, family, or household purposes.
• You may not use the Service if you are located in, or are owned or controlled by a person in, a country or region subject to Canadian or U.S. sanctions, or if you are on any government restricted-party list.
• You may not use the Service to build, train, benchmark for publication, or support a competing product.

3. Accounts and Security

• You must provide accurate, complete, and current information, including your legal business name and billing address, and keep it up to date.
• Each login is for one named person. Sharing credentials, or creating multiple accounts or trials to avoid fees, limits, or restrictions, is prohibited.
• You are responsible for everything that happens under your account, including the actions of your Authorized Users, your connected integrations, and API keys you create.
• Notify us immediately at [email protected] of any unauthorized access or suspected security incident.

4. Free Trial

• Eligible new accounts may receive a free trial. The trial length is the period displayed when you sign up (currently ten (10) days), and it begins when your trial is approved.
• No credit card is required to start a trial, and you will not be charged unless you choose a paid plan. Access ends when the trial ends unless you subscribe.
• Trials are subject to approval and verification (for example, a business email, business name, and a verified mobile number). We may refuse, limit, shorten, or end any trial at our discretion. One trial is allowed per business, person, payment method, device, or network.
• Premium features are metered during the trial. Current trial allowances are shown in-app and may change at any time.
• During the trial: storefront publishing is limited to one store on a trial subdomain we provide (no custom domains); certain exports (such as theme, workflow, and full-data exports) are disabled; trial banners and watermarks must not be removed; and messaging and calling features run on shared numbers we operate and can only contact your own verified mobile number. Trial-attributed messages, recordings, and call logs on shared numbers are automatically deleted daily.
• The trial is for evaluation only. We may monitor trial activity for abuse (such as scraping, reverse engineering, or bulk exporting) and end trials that show it.
• Data created in a trial that does not convert may be deleted thirty (30) days after the trial ends.

5. Plans, Fees, and Payment Terms

5.1 Plans and Fees

• Fees, plan features, user limits, usage allowances (such as AI credits, phone minutes, search snapshots, storage, and lead searches), and add-ons are as shown on our pricing page or in-app at the time of purchase, or in your Service Order.
• Fees are charged per plan (not per user) unless stated otherwise. Add-on modules and usage packs are charged in addition to your base plan.
• Features described as "unlimited" are subject to fair use and reasonable technical limits. We may throttle or restrict usage that is abusive, automated beyond normal business use, or harms Service performance for others.

5.2 Currency and Taxes

• All prices are in Canadian dollars (CAD) unless your invoice or Service Order says otherwise. Amounts shown in other currencies are estimates only.
• Fees exclude taxes. We add applicable sales taxes (such as GST/HST, PST, or QST) based on your billing address. You are responsible for all other taxes, duties, and government charges, except taxes on our income.
• Currency conversion, foreign transaction, and bank fees charged by your card issuer or bank are your responsibility.

5.3 Automatic Renewal and Payment Authorization

• Subscriptions renew automatically for the same billing period (monthly or annual) until cancelled. You can cancel at any time in your account settings; cancellation takes effect at the end of the current paid period.
• By providing a payment method, you authorize us and our payment processor to charge it for all fees when due, including renewals, add-ons, usage packs and top-ups you purchase, and applicable taxes, without further approval for each charge.
• You must keep a valid payment method on file. We may use updated card details provided by your card network.
• Fees for annual plans are due in full at the start of each annual term.

5.4 Upgrades and Downgrades

• Upgrades take effect immediately, and we charge a prorated amount for the remainder of the current period.
• Downgrades take effect at the start of the next billing period, and no credit is given for the current period. A downgrade may reduce features, users, storage, or usage allowances; you are responsible for removing anything that exceeds your new plan's limits before the change takes effect.

5.5 Failed or Late Payments

• If a payment fails, we will notify you and retry the charge. Your account may be marked past due.
• If payment is not received within seven (7) days of the due date, we may restrict or suspend access to the Service (including storefronts, portals, messaging, and automations) until all amounts due are paid. Suspension does not cancel amounts already owed.
• If an account remains unpaid for sixty (60) days, we may terminate it, and Section 15.3 applies.
• You are responsible for reasonable costs we incur to collect overdue amounts.

5.6 Refunds

• All fees are non-refundable, including for partially used periods, unused months on annual plans, unused users or allowances, add-ons, usage packs, and onboarding or setup services, except where a refund is required by law.
• If we terminate your subscription for convenience (not because of your breach), we will refund prepaid fees for the unused portion of your paid period.

5.7 Credits, Allowances, and Usage Packs

• Monthly plan allowances (such as included AI credits and search snapshots) reset each billing cycle and do not roll over.
• Purchased usage packs do not expire while your account remains active and are used only after your monthly allowance is exhausted. They end when your account is closed or terminated.
• Credits, allowances, and packs have no cash value, cannot be transferred or resold, and are non-refundable.
• We may change how many credits or units a given action uses. We will give at least thirty (30) days' notice of a change that increases usage costs for existing features.

5.8 Promotions and Discounts

Promotional pricing, coupons, and discounts apply only for the stated period and terms, cannot be combined unless stated, and end automatically, after which standard pricing applies. We may withdraw promotions that are obtained or used improperly.

5.9 Billing Disputes and Chargebacks

• You must notify us in writing at [email protected] of any disputed charge within thirty (30) days of the charge date. If you do not, the charge is considered accepted, unless the law does not allow this.
• You agree to contact us and give us a reasonable opportunity to resolve a billing issue before filing a chargeback. If you file a chargeback for a valid charge, we may suspend your account until it is resolved.

5.10 Price Changes

We may change prices. For existing subscriptions, price increases take effect at your next renewal that is at least thirty (30) days after we notify you by email or in-app. Annual plan prices do not change during the current annual term. If you do not agree, you may cancel before the change takes effect.

5.11 Payments You Collect from Your End Customers

• Card payments from your End Customers are processed through your own payment processor account. Funds go directly to you; we never hold, receive, or transfer your funds, and we are not a payment facilitator, money services business, or party to your transactions.
• You are solely responsible for your processor's fees, refunds, disputes, chargebacks, fraud losses, and compliance with your processor's terms. See our Security & Payments page.

6. Acceptable Use

You will use the Service only for lawful business purposes. You and your Authorized Users must not:

• Break any law, or infringe or misappropriate anyone's intellectual property, privacy, or publicity rights.
• Upload or send content that is illegal, fraudulent, deceptive, defamatory, harassing, hateful, sexually explicit, or that exploits minors.
• Send spam, or send any email, text, WhatsApp message, or call without the consent, identification, and opt-out mechanisms required by law.
• Upload malware, or probe, scan, overload, or attack the Service, or bypass security, usage limits, metering, feature gates, or trial restrictions.
• Access the Service with bots, scrapers, or other automated means except through APIs and integrations we provide.
• Access or attempt to access another customer's account or data.
• Resell, sublicense, rent, or share access to the Service except as expressly allowed by your plan (such as portals for your End Customers).
• Attempt to extract our source code, models, system prompts, templates, or business logic, or use AI features to generate content that breaks this Section.

We may remove content, suspend features, or suspend accounts that we reasonably believe breach this Section. Where practical, we will notify you first, but we may act immediately when there is a risk of harm, legal liability, or damage to the Service or our sending reputation.

7. Your Data

• Ownership. You own Your Data. We claim no ownership of it.
• License to us. You grant us a worldwide, non-exclusive license to host, copy, process, transmit, and display Your Data only as needed to provide, secure, support, and maintain the Service for you, and as required by law.
• Your responsibilities. You are responsible for the accuracy, quality, and legality of Your Data and for having all rights, notices, and consents needed for us to process it, including personal information about your End Customers and contacts. For that personal information, you decide why and how it is processed, and we process it on your behalf and under your instructions as described in our Privacy Policy.
• Aggregated data. We may create and use de-identified, aggregated statistics about usage of the Service (which do not identify you, your End Customers, or any individual) to operate, secure, and improve the Service. We do not use Your Data to train shared or general AI models.
• Export. You may export Your Data with the Service's export tools at any time while your account is active (some exports are limited during trials).
• Backups. We maintain backups for disaster recovery, but the Service is not an archive. You are responsible for keeping your own copies of data that is critical to your business.
• Security. We use administrative, technical, and physical safeguards appropriate to the nature of the data, as described in our Privacy Policy and Security & Payments page. No system is perfectly secure. We will notify you of a security breach affecting Your Data as required by law.

8. Feature-Specific Terms

The following terms apply when you use the relevant features. To perform some functions, the Service relies on independent service providers, such as cloud hosting, email delivery, messaging and voice networks, AI model providers, search and public business-data sources, mapping, and shipping-rate services.

8.1 Artwork, Designs, and Printed Products

• You confirm that you own or have permission to use all artwork, logos, trademarks, images, and designs that you or your End Customers upload, mock up, decorate, print, or sell through the Service. You are solely responsible for intellectual-property clearance of every job you produce.
• Mockups, previews, color displays, image processing (such as background removal or upscaling), and AI-generated images are approximations. You are responsible for final proofs, production files, and End Customer approvals.
• We may remove content in response to a credible infringement notice and may terminate repeat infringers. Send notices to [email protected].

8.2 Storefronts, Merch Stores, and Customer Portals

• You are the seller and merchant of record for everything you sell. We are not a party to any sale, quote, order, or contract between you and your End Customers.
• You are solely responsible for your products, pricing, taxes, shipping, delivery, returns, refunds, warranties, customer service, and compliance with consumer-protection, accessibility, and e-commerce laws, and for publishing your own terms and privacy policy to your End Customers. Policy text that the Service drafts or suggests (including with AI) is a starting template, not legal advice.
• For custom domains, you are responsible for domain registration and DNS settings. Security certificates and connections depend on correct DNS configuration.

8.3 Email, Campaigns, and Connected Mailboxes

• You may send email through your connected mailbox or through our sending infrastructure. You are the sender of every message and are responsible for its content and for complying with anti-spam laws (including CASL and CAN-SPAM), such as having consent, identifying yourself, including a working unsubscribe, and honoring opt-outs promptly.
• You must not upload purchased, rented, or harvested email lists for marketing campaigns.
• To protect deliverability for all customers, we may require you to authenticate your sending domain, and we may limit sending volume or pause sending when bounce, complaint, or spam-trap rates exceed industry norms.
• We do not guarantee delivery, inbox placement, or open rates.

8.4 SMS, WhatsApp, and Phone Calls

• Outside of the trial, texting, WhatsApp, and AI phone features require you to connect your own telephony provider account (for example, Twilio) and your own phone numbers. You keep full control of that account, and you pay all of its charges directly. We do not resell telecom services, and we are not a party to your carrier relationship.
• You are solely responsible for complying with all messaging and calling laws and rules, including consent and opt-out requirements, quiet hours, do-not-call rules, carrier and sender registration (such as A2P 10DLC in the U.S.), the TCPA, CASL, CRTC rules, and WhatsApp business policies.

8.5 AI Phone Receptionist and Call Recording

• Calls handled by the AI phone receptionist may be recorded and transcribed. You are responsible for giving callers every notice and getting every consent required by law, including that the call may be recorded and that they are speaking with an AI system. Some jurisdictions require all parties to consent to recording. You must keep the disclosures enabled in your greeting where the law requires them.
• The AI receptionist can misunderstand callers, give inaccurate information, or fail to route a call. You are responsible for reviewing its configuration and its outcomes.
• The Service is not a telephone service and cannot be used to reach emergency services (such as 911). Do not rely on it for emergency, safety-critical, or time-critical communications.
• Recordings and transcripts are retained for the period you configure (the default is 90 days).

8.6 AI Features

• AI features (such as email drafting and classification, the assistant, quote and order checks, auto-fill, content and image generation, recommendations, and lead scoring) send the relevant inputs to third-party AI model providers solely to generate output for you. Where a provider offers the option, we use business settings that do not permit it to train its models on Your Data.
• AI output can be wrong, incomplete, or inappropriate. You must review AI output before you send, publish, quote, bill, sign, or otherwise rely on it. You are responsible for decisions made using AI output.
• AI features use credits as shown in-app. You may turn off AI auto-learning for your account at any time in AI Settings.
• Any AI training we offer for your account uses only your account's data and stays isolated to your account.

8.7 Lead Discovery and Contact Enrichment

• Lead discovery and contact enrichment features search publicly available business sources (such as business directories, maps listings, search results, and company websites) for business names, websites, addresses, phone numbers, and business email addresses, based on the criteria or records you provide.
• Results come from third-party and public sources. They may be incomplete, outdated, or inaccurate, and we do not verify them. You must check results before relying on them.
• You may use results only for your own business prospecting and customer-management purposes. You may not resell, publish, or share results in bulk, or use them to build a competing data product.
• Results do not include consent to contact anyone. Before you send any commercial message to a lead, you are responsible for confirming that you have a lawful basis (for example, under CASL's rules on express and implied consent) and for honoring opt-outs and data-access or deletion requests from people in your records.
• Lead searches and enrichments are subject to the monthly limits of your plan.

8.8 Local Visibility, Search Rankings, and Website Audits

• Search-ranking snapshots, map-grid scans, competitor analysis, keyword data, and website audits show results at a single point in time. Search results vary by location, device, personalization, and time, so our data may differ from what others see.
• Recommendations are suggestions only. We do not guarantee any ranking, traffic, review, lead, or revenue result.
• When you connect your own analytics, search console, or business profile accounts, you authorize us to read the data needed to provide these features.

8.9 Supplier Catalogs, Pricing, Shipping, and Tax Tools

• Supplier product data, inventory, pricing, decoration charges, shipping rates, and delivery estimates may come from suppliers or carriers and may be inaccurate or out of date. You must confirm pricing, availability, and charges before you quote or sell.
• Tax, margin, pricing, and accounting tools perform calculations based on your settings. They are not tax, accounting, or legal advice, and you remain responsible for your filings and records.
• Your decorator price lists, supplier settings, and pricing are Your Data, are isolated to your account, and are not shared with other customers.

8.10 Third-Party Integrations and Data Imports

• When you connect a third-party service (such as accounting, payments, email, calendar, social media, or work-management software), you authorize us to access and exchange data with that service as needed to run the integration. Your use of that service is governed by its own terms. You can disconnect at any time.
• We are not responsible for third-party services, including their availability, changes to their APIs, data accuracy, or sync errors they cause. If a third party changes or withdraws its API, we may need to change or remove an integration.
• When you import data from other software, you confirm that you have the right to do so. You are responsible for reviewing imported data for completeness and accuracy.

8.11 Social Publishing

Content is published to the social media accounts you connect only after you or an Authorized User approves it. You are responsible for published content and for complying with each platform's rules.

8.12 Beta and Preview Features

Features labeled beta, preview, early access, or similar are provided as-is for evaluation, may change or be removed at any time, and are excluded from any service commitments.

9. Intellectual Property, Branding, and Feedback

• We and our licensors own the Service, including its software, design, templates, themes, workflows, prompts, documentation, and trademarks. Except for the limited license in our EULA, you receive no rights in them.
• "Propello Suite," "Propello," and related names and logos are trademarks of Propello Inc. Do not use them without our written permission.
• Custom branding (your logo, colors, and branding of your storefront and customer portal) is included in paid plans. Our name may still appear in administrative screens, system emails, and similar places. Full white label (removing our branding and using custom domains for the admin application and email sender) is available only on the Enterprise plan as stated in your Service Order.
• If you send us feedback or suggestions, we may use them freely without obligation to you.
• With your permission, we may name you as a customer. You may withdraw permission at any time by emailing us.

10. Confidentiality

Each party will protect the other's non-public business, technical, and pricing information with reasonable care, use it only to perform this Agreement, and not disclose it except to people who need to know it and are bound by confidentiality obligations, or where the law requires it. This does not apply to information that is public, already known, independently developed, or lawfully received from someone else.

11. Communications

• You agree to receive electronic communications from us about your account, billing, security, and the Service. These communications satisfy any legal requirement for written notice.
• You can opt out of marketing messages at any time with the unsubscribe link. Service and billing messages are not optional while you have an account.

12. Service Availability and Changes

• We aim for high availability but do not guarantee uninterrupted or error-free service unless your Service Order includes a written service level commitment.
• We may perform maintenance, sometimes without notice for urgent fixes or security updates.
• We may modify, replace, or discontinue features. If a change materially reduces the core functionality of your paid plan, we will give you at least thirty (30) days' notice, and you may cancel before the change takes effect and receive a refund of prepaid fees for the unused period.

13. Disclaimer of Warranties

14. Limitation of Liability and Indemnification

14.1 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, SALES, GOODWILL, DATA, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THEIR POSSIBILITY.
• PROPELLO INC.'S TOTAL LIABILITY FOR ALL CLAIMS RELATED TO THE AGREEMENT OR THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE FEES YOU PAID US FOR THE SERVICE IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, AND (B) ONE HUNDRED CANADIAN DOLLARS (CAD $100).
• WE ARE NOT LIABLE FOR LOSSES CAUSED BY THIRD-PARTY SERVICES, CARRIERS, OR INTEGRATIONS; BY YOUR RELIANCE ON AI OUTPUT, THIRD-PARTY DATA, OR PUBLIC DATA; BY MESSAGES, CALLS, OR CONTENT YOU SEND; OR BY YOUR FAILURE TO KEEP YOUR CREDENTIALS SECURE.
• These limits do not apply to your payment obligations, your indemnification obligations, or your breach of Sections 6 or 9, or where the law does not allow liability to be limited.

14.2 Your Indemnity

You will defend, indemnify, and hold harmless Propello Inc. and its officers, directors, employees, contractors, and agents from all claims, fines, penalties, losses, and costs (including reasonable legal fees) arising from: Your Data; your products, sales, and dealings with your End Customers; messages, emails, and calls sent or made from your account; artwork or content you or your End Customers provide; your use of lead or enrichment results; your breach of this Agreement or of any law; or your third-party services.

15. Term, Suspension, and Termination

15.1 By You

You may cancel at any time in your account settings or by emailing [email protected]. Cancellation takes effect at the end of your current paid period, and no refund is given except as stated in Section 5.6.

15.2 By Us

We may suspend or terminate your account, immediately if necessary, if you breach this Agreement, fail to pay (see Section 5.5), create a security, legal, or reputational risk for us or other customers, or if the law requires it. We may also terminate for convenience with thirty (30) days' notice and a refund under Section 5.6.

15.3 Effect of Termination

• Your right to use the Service ends, and all unpaid fees become due immediately.
• For thirty (30) days after termination, you may request export of Your Data, unless we terminated your account because of illegal activity or a serious breach of Section 6. After that period, we delete Your Data, except where the law requires us to keep it. Backups are overwritten on our normal schedule.
• Unused credits, allowances, and usage packs are forfeited.
• Sections 5 (for amounts owed), 7, 9, 10, 13, 14, 15.3, 17, and 18, and any other terms that by their nature should survive, survive termination.

16. Changes to These Terms

We may update these Terms. We will post the new version with a new "Last Updated" date. For material changes, we will notify paid customers by email or in-app at least thirty (30) days before the changes take effect, unless a change is required sooner by law or for security. Changes do not apply to disputes that arose before they took effect. By continuing to use the Service after the effective date, you accept the updated Terms. If you do not agree, you may cancel before that date.

17. Governing Law and Disputes

• Governing law. This Agreement is governed by the laws of the Province of Ontario and the federal laws of Canada that apply there, excluding conflict-of-law rules and the UN Convention on Contracts for the International Sale of Goods.
• Informal resolution first. Before you start any proceeding, you agree to email [email protected] with a description of the dispute and to try in good faith to resolve it with us for thirty (30) days.
• Courts. The courts located in Toronto, Ontario have exclusive jurisdiction, and both parties submit to them. Either party may seek urgent injunctive relief to protect its intellectual property or confidential information in any competent court.
• Individual claims only. To the extent permitted by law, claims may be brought only individually and not as a plaintiff or class member in any class, collective, or representative proceeding.
• Time limit. To the extent permitted by law, including section 22 of Ontario's Limitations Act, 2002 for business agreements, any claim must be started within one (1) year after it arises.

18. General

• Order of precedence. If documents conflict, the following order applies: (1) a signed Service Order, (2) these Terms, (3) the EULA, (4) the Privacy Policy, and (5) other policies or in-app terms.
• Entire agreement. The Agreement is the entire agreement between us about the Service and replaces all prior agreements and statements. Terms in your purchase orders or other documents do not apply, even if we accept or sign them.
• Assignment. You may not assign the Agreement without our written consent. We may assign it to an affiliate or in connection with a merger, acquisition, or sale of assets.
• Force majeure. Neither party is liable for delays or failures (other than payment obligations) caused by events beyond its reasonable control, including outages of third-party service providers, carriers, or the internet.
• Severability and waiver. If a provision is unenforceable, it will be enforced to the maximum extent possible, and the rest of the Agreement remains in effect. Failing to enforce a provision is not a waiver.
• Relationship. The parties are independent contractors. There are no third-party beneficiaries.
• Notices. We may send notices to your account email or in-app. Send legal notices to [email protected].
• Language. The parties have required that this Agreement and related documents be drawn up in English and French. Les parties ont exigé que la présente convention et les documents qui s'y rattachent soient rédigés en anglais et en français. If the versions conflict, the English version governs to the extent permitted by law.

19. Contact Us

• Company: Propello Inc.
• Legal: [email protected]
• Support and billing: [email protected]
• Website: https://propellosuite.com