Terms of Service

1. Agreement to These Terms

These Terms of Service ("Terms") are a binding agreement between Apex Intelligence ("we", "us", or "our") and you, the person or business using our website at apexintell.co or purchasing our services ("you" or "Client"). By using the website, signing a proposal or order form, or paying an invoice, you agree to these Terms. If you are entering this agreement on behalf of a business, you represent that you have authority to bind that business. If a signed service agreement between us conflicts with these Terms, the signed agreement controls.

2. Our Services

We provide marketing automation and artificial intelligence communication services for businesses, which may include AI Voice Agents, Website Chat Agents, Social Media Agents, missed-call text-back, lead nurturing, database reactivation, review and reputation management, appointment scheduling, lead follow-up automation, websites and landing pages, software platform access, and related setup, configuration, and support ("Services"). The specific Services, deliverables, and pricing for your engagement are described in your proposal, order form, or subscription checkout ("Order").

3. Accounts and Eligibility

You must be at least 18 years old and using the Services for business purposes. You are responsible for the accuracy of the information you provide, for maintaining the confidentiality of your login credentials, and for all activity under your account. Notify us promptly at info@apexintell.co of any unauthorized use.

4. Fees, Deposits, and Payment

Setup fees and deposits. Engagements may require a one-time setup fee or deposit stated in your Order, due before work begins. Deposits are applied to your first invoice unless your Order says otherwise.

Recurring fees. Monthly service fees are billed in advance on the same day each month and are due on receipt. You authorize us to charge your payment method on file for recurring fees and any usage-based charges described in your Order (for example, call minutes, text message segments, or premium platform features).

Automatic renewal. Subscriptions renew automatically each month until cancelled under Section 5.

Late payment. Amounts more than 10 days past due may accrue a late charge of 1.5% per month (18% per annum), or the maximum rate permitted by applicable law, whichever is less, and we may suspend Services until the account is current. You are responsible for reasonable costs of collection.

Price changes. We may change recurring pricing with at least 30 days' written notice; changes take effect at your next renewal.

Taxes. Fees do not include taxes; you are responsible for any applicable sales or similar taxes, other than taxes on our income.

5. Refunds and Cancellation

Deposits and setup fees. Deposits and setup fees are refundable in full if you cancel in writing before work begins. Once onboarding or build work has started, deposits and setup fees are non-refundable, because that work is performed and cannot be returned.

Monthly fees. Monthly fees are non-refundable once a billing period has begun, and no prorated refunds are given for partial months, unused features, or early cancellation, except where required by law or expressly stated in your Order.

How to cancel. Either party may cancel the monthly subscription with at least 30 days' written notice to info@apexintell.co. Your cancellation takes effect at the end of the billing period following the notice period, and you remain responsible for fees through that date.

Chargebacks. You agree to contact us to resolve any billing dispute before initiating a chargeback. Charges disputed in bad faith are subject to recovery of the disputed amount plus reasonable costs.

6. Client Responsibilities

You agree to provide accurate and complete information; to give us timely access to the accounts, content, branding, and approvals reasonably needed to deliver the Services; to respond to requests within a reasonable time; and to use the Services only for lawful business purposes. Delays caused by missing access or approvals may extend timelines without reducing fees.

7. Messaging and Communications Compliance

The Services can send calls, text messages, and emails to your customers and prospects. You are solely responsible for ensuring that your use of the Services complies with all applicable communication laws and industry rules, including consent, disclosure, opt-out, quiet hours, and carrier registration requirements. You agree to send messages only to recipients who have given the required consent, to honor opt-out requests immediately, and to keep records of consent. We may suspend messaging features if we reasonably believe your use violates law, carrier policy, or this section, and you agree to be responsible for any carrier fines or penalties caused by your content, your lists, or your instructions.

8. Third-Party Platforms

The Services are built on and delivered through third-party software platforms and telecommunications providers. Your use of those platforms may be subject to their own terms and acceptable-use policies, which you agree to follow. We do not control third-party platforms and are not responsible for their availability, outages, price changes, or discontinuation, though we will make reasonable efforts to minimize disruption and propose alternatives if a platform materially changes.

9. Intellectual Property

We retain all rights to our pre-existing materials, templates, systems, workflows, prompts, software configurations, and know-how, including improvements made while serving you. You retain all rights to your business data, customer lists, trademarks, and the content you provide. During the term, each party grants the other a limited license to use its materials solely to deliver and receive the Services. Upon termination and payment in full, you keep your data and any deliverables expressly identified as yours in the Order.

10. Confidentiality

Each party agrees to protect the other's non-public business information with at least the care it uses for its own, and to use it only to perform under these Terms. This obligation survives termination for 2 years, and does not apply to information that is public, independently developed, or lawfully received from another source.

11. No Guarantee of Results

Marketing outcomes depend on factors outside any provider's control, including your market, offer, pricing, reputation, and follow-through. While we work to produce strong results, we do not guarantee any specific quantity of leads, calls, bookings, rankings, or revenue, and no statement by us or our team is a promise of specific results unless stated in a signed writing.

12. Disclaimer of Warranties

Except as expressly stated in these Terms, the Services are provided "as is" and "as available", and we disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Services will be uninterrupted or error-free, or that automated systems will handle every interaction perfectly.

13. 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 or revenue, even if advised of the possibility. Our total liability arising out of or related to the Services will not exceed the fees you paid us in the 3 months before the event giving rise to the claim. These limits do not apply to your payment obligations or to either party's breach of Section 10.

14. Indemnification

You agree to defend and hold us harmless from third-party claims, fines, and costs (including reasonable legal fees) arising from your content, your customer lists, your products or services, or your violation of law or these Terms, including communications sent at your direction without required consent.

15. Suspension and Termination

We may suspend or terminate the Services immediately for non-payment, for a material breach of these Terms that is not cured within 10 days of notice, or for use that creates legal risk. You may terminate under Section 5. Upon termination, your access to systems we host ends, amounts owed become due, and each party returns or deletes the other's confidential information on request. Sections that by their nature should survive (including 9 through 14 and 16) survive termination.

16. Governing Law and Disputes

These Terms are governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict-of-law principles. The parties will first try in good faith to resolve any dispute informally by written notice and a 30-day discussion period. Any dispute not resolved informally will be brought exclusively before the courts of competent jurisdiction in the Province of Ontario, Canada, and each party irrevocably submits to the jurisdiction of those courts.

17. Changes to These Terms

We may update these Terms from time to time. The revised version will be posted on this page with an updated "Last updated" date, and material changes will be communicated by reasonable means. Changes apply from your next renewal or your continued use of the website, whichever comes first.

18. Contact

Questions about these Terms:

Apex Intelligence
Toronto, Ontario, Canada
Email: info@apexintell.co
Phone: +1 (619) 626-2163