Terms of Service

1. Introduction and Acceptance

Welcome to LootzySoft. These Terms of Service ("Terms") govern your use of our website, services, and any related applications or tools provided by LootzySoft ("we," "our," or "us").

By accessing our website, engaging our services, or entering into a project agreement with us, you agree to be bound by these Terms. If you do not agree to these Terms, please do not use our services.

LootzySoft is a Calgary-based company specializing in AI development, data integration, software development, and related consulting services.

2. Services Provided

LootzySoft provides the following services:

• AI Development: Custom artificial intelligence solutions, machine learning models, and AI integration
• Data Integration: System connectivity, API development, and data synchronization solutions
• Software Development: Custom software applications, web development, and mobile solutions
• Automation: Business process automation and workflow optimization
• AI Consulting: Strategy consultation, feasibility assessments, and implementation planning
• Training and Support: Team training, documentation, and ongoing technical support

Services are provided according to specific project agreements, statements of work, or service agreements that supplement these Terms.

3. Client Responsibilities

Information and Access

You agree to:

• Provide accurate, complete, and timely information necessary for project completion
• Grant reasonable access to systems, data, and personnel as required
• Respond to requests for feedback and approvals within agreed timeframes
• Designate appropriate contacts and decision-makers for the project

Data and Security

• Ensure you have the right to share data and information with us
• Maintain appropriate backups of your data and systems
• Comply with applicable laws and regulations in your jurisdiction
• Implement recommended security measures for delivered solutions

Usage Compliance

• Use our services in compliance with applicable laws and regulations
• Not engage in activities that could harm our reputation or business
• Respect intellectual property rights of third parties

4. Project Terms and Delivery

Project Scope

Each project will be governed by a specific Statement of Work (SOW) or Service Agreement that defines:

• Project scope, deliverables, and timeline
• Pricing, payment terms, and milestones
• Technical specifications and requirements
• Acceptance criteria and testing procedures

Change Management

Changes to project scope, timeline, or deliverables must be agreed upon in writing and may result in additional costs and timeline adjustments.

Delivery and Acceptance

Deliverables will be considered accepted if no objections are raised within 5 business days of delivery, unless otherwise specified in the project agreement.

5. Payment Terms

Pricing and Invoicing

• All prices are in Canadian dollars (CAD) unless otherwise specified
• Invoices are typically sent monthly or upon milestone completion
• Payment is due within 30 days of invoice date
• Late payments may incur interest charges of 1.5% per month

Expenses

Client will reimburse reasonable expenses incurred on their behalf, including third-party software licenses, hosting costs, and travel expenses when pre-approved.

Taxes

All fees are exclusive of applicable taxes (GST/HST, PST, etc.), which will be added to invoices as required by law.

6. Intellectual Property

Client-Owned IP

You retain ownership of your existing intellectual property, data, and business information. We will not claim ownership of your proprietary information.

Work Product

Unless otherwise agreed in writing, custom-developed solutions become the property of the client upon full payment. This includes:

• Custom code and applications developed specifically for your project
• Custom AI models trained on your data
• Project-specific documentation and materials

LootzySoft IP

We retain ownership of:

• Pre-existing intellectual property and methodologies
• General knowledge and experience gained
• Tools, frameworks, and reusable components we develop
• Our branding, trademarks, and proprietary processes

Third-Party IP

Third-party software, APIs, and services remain the property of their respective owners and are subject to their license terms.

7. Confidentiality

We understand that we may have access to confidential and proprietary information in the course of providing services. We agree to:

• Maintain the confidentiality of your information
• Use information only for the purpose of providing services
• Implement appropriate security measures to protect your data
• Not disclose information to third parties without your consent
• Return or destroy confidential information upon request

This obligation survives termination of our relationship and continues for a period of 5 years unless otherwise specified.

8. Warranties and Disclaimers

Service Warranty

We warrant that our services will be performed:

• In a professional and workmanlike manner
• In accordance with industry standards
• By qualified and experienced personnel

Software Warranty

Custom software will be free from material defects for 90 days from delivery. We will correct any defects at no additional charge during this period.

Disclaimers

Except as expressly stated, services are provided "as is" without warranties of any kind. We disclaim:

• Warranties of merchantability or fitness for a particular purpose
• Guarantees of specific business results or outcomes
• Responsibility for third-party software or service performance
• Guarantees of uninterrupted or error-free operation

9. Limitation of Liability

To the maximum extent permitted by law, LootzySoft's liability is limited as follows:

Types of Damages

We will not be liable for indirect, incidental, special, consequential, or punitive damages, including but not limited to:

• Loss of profits, revenue, or business opportunities
• Loss of data or information
• Business interruption or downtime
• Cost of substitute services

Maximum Liability

Our total liability for any claim will not exceed the total amount paid by you for the specific service giving rise to the claim, or $10,000, whichever is less.

Time Limitation

Any claims must be brought within one year of the event giving rise to the claim.

10. Indemnification

You agree to indemnify and hold LootzySoft harmless from claims arising from:

• Your use of our services in violation of these Terms
• Your violation of applicable laws or regulations
• Infringement claims related to your data or content
• Your modification of delivered solutions without our involvement
• Third-party claims related to your business operations

We will provide reasonable notice of any claims and cooperate in defense efforts when requested.

11. Termination

Termination for Convenience

Either party may terminate ongoing services with 30 days written notice. You will be responsible for payment of all work completed through the termination date.

Termination for Cause

Either party may terminate immediately for:

• Material breach of these Terms or project agreements
• Failure to pay invoices after 60 days
• Insolvency or bankruptcy proceedings
• Violation of confidentiality obligations

Effect of Termination

Upon termination:

• Payment obligations for completed work remain in effect
• Confidentiality obligations continue
• We will provide reasonable transition assistance
• Each party will return confidential information

12. General Provisions

Governing Law

These Terms are governed by the laws of Alberta, Canada. Any disputes will be resolved in the courts of Alberta.

Force Majeure

Neither party will be liable for delays or failures due to circumstances beyond their reasonable control, including natural disasters, government actions, or technical failures.

Severability

If any provision of these Terms is found invalid, the remaining provisions will continue in full force and effect.

Entire Agreement

These Terms, together with specific project agreements, constitute the entire agreement between the parties and supersede all prior agreements.

Modifications

We may update these Terms from time to time. Material changes will be communicated with reasonable advance notice.

13. Contact Information

Questions about these Terms should be directed to: