Amendments

As the Completix Platform continues to evolve, we may revise these Terms and our policies at any time by updating this page or the page hosting the relevant policy. We will notify you of any changes to your registered email address at least fifteen (15) days before the amendment takes effect. Continuing to use the Completix Platform after amendments become effective means you accept them. If you disagree with an amendment, you must stop accessing the Completix Platform and terminate your account.

Privacy

We use personal information you provide in accordance with our Privacy Policy, which is incorporated by reference. By using the Completix Platform, you consent to such processing and represent that all information you provide is accurate. If you use the Completix Platform to run your own business, you are responsible for your own compliance with applicable privacy laws for any personal information you upload or use in connection with your account.

Relationship of the Parties

Whether you use the Completix Platform individually or through your own business, you are not our agent, joint venturer, or partner. You waive the application of the Partnerships Act, RSO 1990, c P.5 (Ontario) and any equivalent legislation elsewhere. No partnership relationship exists or is deemed to exist between you and us by virtue of your use of the Completix Platform.

About Our Platform

The Completix Platform is an online project management platform that lets you and your team collaborate and manage projects via a designated project site. Each project site has a Site Owner, the account that can add and remove other users. If you establish a project site, you are the Site Owner and are responsible for the payment of each end-user account license added to that site. These Terms apply to you whether you act as a Site Owner or as any other account accessing the Completix Platform.

Establishing an Account

To use the Completix Platform you must register an account and provide certain personal information as referenced in our Privacy Policy. Access to your account, whether or not you personally pay for it, constitutes good and valuable consideration for agreeing to these Terms.

Upon establishing an account, we grant you a non-transferable, non-exclusive license to access the Completix Platform in accordance with these Terms. We may suspend or revoke that license if fees go unpaid, if you or another user on your project breaches these Terms, or if we reasonably suspect a breach. We make no guarantee of ongoing availability and may remove account access if we no longer offer the Completix Platform, or if we reasonably believe an account has been accessed by an unauthorized third party.

If we suspend or terminate your account, the Site Owner must pay for the account on a pro-rated basis up to the date it was last available. Outside of such situations, we do not offer refunds, regardless of monthly, quarterly, or annual billing.

Account Not Transferrable

Access to your account is not transferrable and is intended only for the individual who established it, even if an organization such as your employer pays for or provides access to it.

Account Security

You are responsible for safeguarding your password and agree not to disclose it to any third party, and to use a unique password not reused from another service. You are responsible for keeping your registered email address accurate and for ensuring you remain the sole person with access to it, since password resets are sent there.

You are responsible for any activity on your account and any correspondence from your registered email, whether or not you authorized it. We are entitled to assume that a person using your account is you. You must notify us immediately of any unauthorized use of your account, and inform us of any changes to your contact details.

We and our third-party providers take security measures, but you acknowledge that technical processing and transmission of Completix Platform data involves networks and devices we do not own or control, and you accept the inherent risk of unauthorized access that comes with using any online platform.

Acceptable Use of the Completix Platform

In using the Completix Platform, you agree, and represent and warrant to us and all other users, that you:

1. Will not use the Completix Platform for any unlawful or fraudulent purpose or effect
2. Will comply with all applicable laws, rules, and regulations
3. Will not use or disclose personally identifiable information belonging to others except with consent and in accordance with applicable privacy laws
4. Will not upload or generate content that is unlawful, obscene, defamatory, harmful, hateful, harassing, sexual in nature, threatening, discriminatory, or that violates a third party's rights, or that constitutes or encourages a criminal offense
5. Will not upload, transmit, or use any content, data, or information that infringes on any intellectual property rights, including copyright, trademark, patent, or trade secret rights
6. Will not disclose your password or transfer your account, or allow any third party to access it
7. Will not impersonate any person or entity
8. Will not upload or distribute software viruses or other malicious code designed to interrupt, undermine, destroy, or limit functionality without the owner's consent
9. Will not access the Completix Platform by any means other than the interface we provide, and where applicable, our API
10. Will not use software bots or data scraping techniques to pull data for any purpose, except through authorized use of our API for your own project data
11. Will not collect, harvest, or store personally identifiable information, including user account information, from us
12. Will not reverse engineer, decompile, disassemble, modify, or create derivative works based on the Completix Platform or its underlying code
13. Will not circumvent, disable, or otherwise interfere with any security feature of the Completix Platform

We may, but are not obligated to, remove or suspend users we determine, in our sole discretion, to have violated these Terms.

Fees

Our fees are displayed at completix.com/pricing, or may be quoted directly for enterprise-level agreements. In the absence of an enterprise agreement, the Site Owner agrees to pay all fees and taxes for their account and each additional end-user license added to their project sites, and authorizes us to automatically bill the payment method on file and renew accounts.

Fees are subject to change with at least 30 days' notice by email. Pricing changes apply only to future billing cycles and to fees for additional end-user accounts added afterward. Payment is due in advance of each billing cycle; if payment is declined or not provided, we may suspend the account until payment is made. We may also offer data migration, implementation, and other support services for separately quoted fees, which you agree to pay upon accepting the quote.

No Refunds

Unless we have billed you in error, all charges are final and non-refundable, including end-user account licenses, setup fees, and other service charges.

Taxes

All fees, for both account licenses and any services we provide, are subject to applicable sales and other taxes.

Cancelling an Account License

The Site Owner may elect not to renew any end-user accounts at the end of the current billing cycle, any time before the next automatic renewal date. If the Site Owner elects not to renew an account, that account will no longer be able to access the applicable project site.

Payment

We facilitate payment using Stripe, Inc., Stripe Payments Canada, Ltd., and their related entities. Stripe's terms of service and privacy policy are available directly from Stripe.

Acceptance of Risk and Disclaimers

The Completix Platform is provided "as is" without warranty of any kind, including implied warranties and conditions of merchantability and fitness for a particular purpose. We disclaim all warranties and conditions of any kind, whether express, implied, or statutory.

We are not responsible for damages arising from the acts or omissions of other users, our independent contractors, payment processors, or third-party service providers.

We strive for the Completix Platform to be error-free and uninterrupted, but do not guarantee this and are not liable for damages arising from errors or interruptions, including from scheduled maintenance. However, if the Completix Platform is offline for more than 72 hours due to an event we suffer, we may suspend your account and your subscription fees until service is restored.

We make no representation that other users, who operate independently on the Completix Platform, will in fact comply with these Terms.

Limitation of Our Liability

To the fullest extent permitted by law, we, our officers, directors, shareholders, and employees will not be liable to you for any direct, indirect, special, incidental, exemplary, or consequential damages, however caused, including by negligence, regardless of legal theory and whether or not such damages were foreseeable.

This includes, without limitation, loss of profits, loss of anticipated revenue, loss of data, loss of information (including personal information), the cost of procuring substitute goods or services, or any other indirect business or economic harm arising from your use of, or inability to access, the Completix Platform, or the relationship formed by these Terms.

If a court or arbitrator of competent jurisdiction nonetheless finds us liable to you, on any grounds, our aggregate liability for any and all claims relating to this agreement, your use of the Completix Platform, or our relationship, will not exceed the greater of CAD $50.00, or the amounts you actually paid us for access to the Completix Platform over the two (2) months immediately preceding the date giving rise to your claim.

You agree and acknowledge that we would not enter into this agreement or grant access to the Completix Platform without these restrictions and limitations on our liability.

Obligations in Favour of Third Parties

Any provision in these Terms that obligates you to limit liability toward, hold harmless, or indemnify a person who is not a party to this agreement, such as our directors, officers, shareholders, or employees, is accepted by us as agent and trustee for that third party. We declare ourselves trustee of such obligations for each such third party, and such obligations may be enforced by us on their behalf.

Indemnification

You agree to indemnify us, our employees, shareholders, directors, and officers, and to defend and hold each of them harmless, from any claims and liabilities (including reasonable legal fees) arising from your violation of these Terms or any incorporated policy, your violation of a third party's rights, any breach of a representation or warranty you made to us, or any claim for damages suffered by another user which you caused or contributed to.

Joint and Several Liability for Site Owners

If you created the Site Owner account for a project, you are jointly and severally liable to us, along with the applicable end-user, for any claims or damages we suffer arising from the acts or omissions of other users associated with your project that constitute a breach of these Terms.

Proprietary Rights

The Completix Platform contains open source, public domain, licensed, and proprietary content owned by us and by third parties. You may not copy, use, or distribute any content on the Completix Platform without the express consent of the owner. All rights, title, and interest in the Completix Platform remain the exclusive property of Completix Inc. and our licensors, and are protected by copyright, trademark, and other laws. You may not use any Completix trademark or trade name, including our logo, without our express permission.

Your Content

The Completix Platform lets you and other users upload and post documents, information, data, images, files, URLs, and other content ("User Content"). We claim no ownership of your User Content. We may remove User Content that does not comply with these Terms or that must be removed by law, but we do not pre-screen User Content.

You affirm that you own or have the necessary rights and permissions to use and upload your User Content in connection with your projects and other users on your project. You grant us a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use your User Content to facilitate the ordinary use of the Completix Platform.

Data Backup and Deletion

We are not responsible for backing up your User Content or any data you upload. It is your responsibility to keep your own backup copies outside the platform. Upon termination or deletion of your account or project site, subject to applicable law, we may permanently delete your project site, including all associated data, files, and information, fifteen (15) days after termination or deletion. If you are the Site Owner, this deletion may include account and project data for all account holders on your project site.

Feedback

We do not consider proposals or ideas you send us about new products, features, or improvements ("Feedback") to be confidential. Sending us Feedback means we are under no obligation of confidentiality regarding it, and nothing in these Terms limits our right to independently use, develop, or market products or services, whether or not they incorporate your Feedback.

Copyright Notice

If you believe copyrighted work you own has been copied in a way that constitutes infringement and is accessible on the Completix Platform, notify us. While we take no responsibility for a user's infringement of your rights, we may, at our sole discretion, attempt to contact the infringer, cancel their account, or remove the content, and may require you to certify or sign a statutory declaration of ownership before taking action.

Publicity

Completix may include your name and logo in our online customer list and in print and electronic marketing materials.

Linked Sites

We are not responsible for the content of third-party websites linked to or from the Completix Platform, whether or not we are affiliated with them. Links are not an endorsement, and we do not warrant the accuracy of linked content or endorse the products or services found there. You access linked sites at your own risk.

Governing Law and Jurisdiction

These Terms, all documents incorporated by reference, and your relationship with us are governed by the laws of the Province of Ontario, Canada, and applicable Canadian federal laws, as applied to agreements made and performed entirely within that province. You irrevocably submit to the exclusive jurisdiction of the courts and tribunals of Ontario, Canada, including applicable Federal courts, to settle any dispute arising from these Terms or your relationship with us.

Severability

If any provision of these Terms, or any incorporated document, is found invalid or unenforceable, that provision is deemed separate and severable, and does not affect the validity or enforceability of the remaining provisions.

No Interpretation Against Drafter

If an ambiguity or question of intent arises regarding any provision of these Terms, the Terms are construed as if drafted jointly by both parties, with no presumption favouring or disfavouring either party based on authorship.

Waiver of Class Proceedings and Trial by Jury

To the extent permitted by law, you waive your right to participate in class action lawsuits against us, our contractors, employees, shareholders, successors, assigns, and directors, and you waive any right to a trial by jury in relation to any legal dispute arising from these Terms.

Incorporation by Reference

All policies referenced in these Terms or elsewhere on the Completix Platform, including our Privacy Policy, are incorporated by reference and form part of this agreement.

Termination

A Site Owner may terminate a project's end-user accounts in accordance with these Terms prior to the next automated renewal, but cancellation, suspension, or termination of access does not terminate this agreement. Provisions concerning limitation of liability, indemnification, dispute resolution, and any representations, warranties, or obligations that expressly or implicitly extend beyond termination remain binding after your account is terminated.

Assignment of This Agreement

These Terms bind the parties and their respective successors and permitted assigns. We may assign this agreement to any successor or assignee, whether through a sale of the Completix Platform, a transfer of control of Completix Inc., or otherwise.

Right to Seek Injunction

Violation of these Terms may cause us irreparable harm. You agree that we are entitled to seek extraordinary relief, including temporary restraining orders, preliminary injunctions, and permanent injunctions, without posting a bond or other security, in addition to any other rights or remedies available to us.

Waiver

Our failure to enforce any right or provision of these Terms is not deemed a waiver of that right or provision.

New Features

New features that augment or enhance the Completix Platform, including new versions, products, services, tools, or resources, are subject to these Terms. Additional fees may apply to access such features, as specified on our website.

Entire Agreement

This is the entire agreement between the parties relating to the matters contained herein, and may only be modified by publication of a subsequent version of these Terms with notice to you, or in writing, in an addendum or agreement signed by a duly authorized representative of Completix Inc.