LeadFlow AI - Terms of Service

Terms of Service

LeadFlow AI Service Agreement

Last Updated: August 17, 2025

This Terms of Service Agreement (the "Agreement") is a legally binding contract between you ("Customer") and MPowerAI, LLC. ("Provider").

By using the Service, or by clicking "I Accept" (or any similar button), you acknowledge that you have read, understood, and agree to be bound by this Agreement. If you do not accept this Agreement, you must not access or use the Service. You also agree that anyone using the Service with your credentials will be bound by this Agreement.

If you are entering into this Agreement on behalf of a company or other entity, you represent and warrant that you have the authority to bind that entity. In such cases, "Customer" refers to the entity. If you do not have authority, you must not accept this Agreement.
1

Definitions

For purposes of this Agreement:

1.1 "Confidential Information"
means all information about a party's business that is disclosed under this Agreement and identified as confidential, or that should reasonably be understood as confidential. For Provider, this includes all Service technology, documentation, and terms of this Agreement. For Customer, this includes Customer Data.
1.2 "Customer Data"
means any data submitted or provided by Customer or its Users through the Service.
1.3 "Documentation"
means manuals, guides, and online materials provided by Provider describing Service features.
1.4 "Fees"
means the subscription and service fees described in Section 4.
1.5 "Force Majeure Event"
means events outside a party's reasonable control (see Section 11.3).
1.6 "Order Form"
means the executed document specifying Customer's subscription plan.
1.7 "Personal Information"
means any information about an identifiable individual subject to Privacy Laws.
1.8 "Privacy Laws"
means all applicable laws governing collection and use of Personal Information.
1.9 "Professional Services"
means any implementation, training, or custom services set out in an Order Form.
1.10 "Reseller"
means an authorized third party through whom Customer subscribed.
1.11 "Service"
means the online software services provided by Provider, as described in the Order Form.
1.12 "System"
means the technology (hardware, software, infrastructure) used to deliver the Service.
1.13 "UserID"
means login credentials provided under Section 3.1.
1.14 "Users"
means Customer's personnel authorized to access the Service.
2

The Service

2.1 Subscription Grant
Provider grants Customer a non-transferable, non-sublicensable, non-exclusive subscription to access the Service for internal business purposes only, subject to this Agreement and payment of Fees.
2.2 Professional Services
Provider may provide Professional Services as agreed in writing.
2.3 Uptime
Provider will use commercially reasonable efforts to maintain 99.5% uptime annually.
2.4 Support
Provider will use reasonable efforts to correct reproducible Service failures, provided Customer is current on Fees.
2.5 Updates & Downtime
Provider may update the Service at any time and schedule maintenance downtime.
2.6 Privacy
Provider will handle Customer Data containing Personal Information in accordance with its Privacy Policy.
2.7 Internet Risks
Provider is not responsible for risks inherent in internet connectivity.
2.8 Suspension/Termination
Provider may suspend or terminate Service access for legal, technical, or security reasons.
2.9 Subcontractors
Provider may use subcontractors but remains responsible for their performance.
3

Customer Use

3.1 Access & Security
Customer is responsible for maintaining confidentiality of UserIDs and for all activity under them.
3.2 Restrictions
Customer may not:
  • resell or sublicense the Service,
  • use it unlawfully or infringe rights,
  • attempt to access source code,
  • launch automated bots/spiders,
  • or interfere with the System.
3.3 Customer Data
Customer is solely responsible for its data and represents it does not violate rights or laws.
4

Fees & Payment

  • Fees are billed in advance, monthly or annually.
  • Payment due within 30 days of invoice.
  • Overdue balances accrue 12% annual interest.
  • Provider may suspend Service for non-payment.
  • Fees exclude all taxes (except Provider's income tax).
5

Confidentiality

Each party will protect the other's Confidential Information and use it only for purposes under this Agreement.

6

Ownership

6.1 Provider Technology
Provider retains all rights in its technology and Service.
6.2 Customer Data
Customer retains ownership of its data, with a limited license for Provider to deliver the Service.
6.3 Aggregated Data
Provider may use anonymized, aggregated data to improve the Service.
7

Term & Termination

7.1 Term
Agreement renews automatically unless either party opts out with 30 days' notice.
7.2 Refunds
14-day refund window with onboarding engagement required. After 14 days, Fees are non-refundable.
7.3 Termination for Default
Either party may terminate for uncured material breach within 30 days, or insolvency.
7.4 Effect
Upon termination: all Fees due become payable, Customer access is suspended, and Provider will return Customer Data within 30 days.
8

Warranty & Disclaimer

8.1 Limited Warranty
Provider warrants that the Service will substantially perform as described.
8.2 Disclaimer
Except as expressly warranted, the Service is provided "AS IS." Provider disclaims all implied warranties, including merchantability and fitness for purpose.
9

Indemnification

9.1 By Provider
Provider will defend Customer from claims that the Service infringes third-party IP rights, with certain exceptions.
9.2 By Customer
Customer will defend Provider from claims arising out of misuse or Customer Data.
9.3 Conditions
Indemnified party must provide prompt notice and allow defense by indemnifying party.
10

Limitation of Liability

Important: The following limitations are essential terms of this Agreement and significantly limit Provider's liability to Customer.
10.1 Cap
Provider's aggregate liability is limited to Fees paid in the prior 12 months.
10.2 Exclusions
Provider is not liable for indirect, incidental, or consequential damages, lost profits, or data loss.
10.3 No Jury Trial
Customer waives jury trial rights.
10.4 No Class Actions
Customer waives participation in class actions.
10.5 Time Limit
Claims must be brought within 12 months.
11

General Provisions

11.1 Publicity
Provider may use Customer's name and logo in client lists.
11.2 Assignment
Customer may not assign this Agreement without Provider's consent. Provider may assign freely.
11.3 Force Majeure
Neither party is liable for delays beyond reasonable control.
11.4 Arbitration
Disputes will be resolved by binding arbitration under Vancouver International Arbitration Centre rules, in Vancouver, Canada.
11.5 Governing Law
This Agreement is governed by the laws of British Columbia, Canada.
11.6 Notices
Notices must be sent by email to [email protected] or certified mail to Provider's address (update as needed).
11.7 Entire Agreement
This Agreement and the Order Form are the entire agreement between the parties.
11.8 Severability & Waiver
Invalid provisions are severable. Waivers must be in writing.
11.9 Relationship
Parties are independent contractors.
Privacy Policy: By accepting this Agreement, you also agree to the Provider's Privacy Policy, located at LeadFlowAI Privacy Policy, as amended from time to time. Provider may revise this Agreement or the Privacy Policy at any time, without notice. You should review them periodically. Continued use of the Service constitutes acceptance of any revisions.
Legal Capacity: You must be of legal age and capacity to enter into this Agreement. By accepting, you represent that you are legally eligible and able to be bound by its terms.

Questions About These Terms?

If you have any questions about these Terms of Service, please contact us at:
[email protected]

MPowerAI, LLC.
Provider of LeadFlow AI Services
LeadFlow AI - Terms of Service

Terms of Service

LeadFlow AI Service Agreement

Last Updated: August 17, 2025

This Terms of Service Agreement (the "Agreement") is a legally binding contract between you ("Customer") and MPowerAI, LLC. ("Provider").

By using the Service, or by clicking "I Accept" (or any similar button), you acknowledge that you have read, understood, and agree to be bound by this Agreement. If you do not accept this Agreement, you must not access or use the Service. You also agree that anyone using the Service with your credentials will be bound by this Agreement.

If you are entering into this Agreement on behalf of a company or other entity, you represent and warrant that you have the authority to bind that entity. In such cases, "Customer" refers to the entity. If you do not have authority, you must not accept this Agreement.
1

Definitions

For purposes of this Agreement:

1.1 "Confidential Information"
means all information about a party's business that is disclosed under this Agreement and identified as confidential, or that should reasonably be understood as confidential. For Provider, this includes all Service technology, documentation, and terms of this Agreement. For Customer, this includes Customer Data.
1.2 "Customer Data"
means any data submitted or provided by Customer or its Users through the Service.
1.3 "Documentation"
means manuals, guides, and online materials provided by Provider describing Service features.
1.4 "Fees"
means the subscription and service fees described in Section 4.
1.5 "Force Majeure Event"
means events outside a party's reasonable control (see Section 11.3).
1.6 "Order Form"
means the executed document specifying Customer's subscription plan.
1.7 "Personal Information"
means any information about an identifiable individual subject to Privacy Laws.
1.8 "Privacy Laws"
means all applicable laws governing collection and use of Personal Information.
1.9 "Professional Services"
means any implementation, training, or custom services set out in an Order Form.
1.10 "Reseller"
means an authorized third party through whom Customer subscribed.
1.11 "Service"
means the online software services provided by Provider, as described in the Order Form.
1.12 "System"
means the technology (hardware, software, infrastructure) used to deliver the Service.
1.13 "UserID"
means login credentials provided under Section 3.1.
1.14 "Users"
means Customer's personnel authorized to access the Service.
2

The Service

2.1 Subscription Grant
Provider grants Customer a non-transferable, non-sublicensable, non-exclusive subscription to access the Service for internal business purposes only, subject to this Agreement and payment of Fees.
2.2 Professional Services
Provider may provide Professional Services as agreed in writing.
2.3 Uptime
Provider will use commercially reasonable efforts to maintain 99.5% uptime annually.
2.4 Support
Provider will use reasonable efforts to correct reproducible Service failures, provided Customer is current on Fees.
2.5 Updates & Downtime
Provider may update the Service at any time and schedule maintenance downtime.
2.6 Privacy
Provider will handle Customer Data containing Personal Information in accordance with its Privacy Policy.
2.7 Internet Risks
Provider is not responsible for risks inherent in internet connectivity.
2.8 Suspension/Termination
Provider may suspend or terminate Service access for legal, technical, or security reasons.
2.9 Subcontractors
Provider may use subcontractors but remains responsible for their performance.
3

Customer Use

3.1 Access & Security
Customer is responsible for maintaining confidentiality of UserIDs and for all activity under them.
3.2 Restrictions
Customer may not:
  • resell or sublicense the Service,
  • use it unlawfully or infringe rights,
  • attempt to access source code,
  • launch automated bots/spiders,
  • or interfere with the System.
3.3 Customer Data
Customer is solely responsible for its data and represents it does not violate rights or laws.
4

Fees & Payment

  • Fees are billed in advance, monthly or annually.
  • Payment due within 30 days of invoice.
  • Overdue balances accrue 12% annual interest.
  • Provider may suspend Service for non-payment.
  • Fees exclude all taxes (except Provider's income tax).
5

Confidentiality

Each party will protect the other's Confidential Information and use it only for purposes under this Agreement.

6

Ownership

6.1 Provider Technology
Provider retains all rights in its technology and Service.
6.2 Customer Data
Customer retains ownership of its data, with a limited license for Provider to deliver the Service.
6.3 Aggregated Data
Provider may use anonymized, aggregated data to improve the Service.
7

Term & Termination

7.1 Term
Agreement renews automatically unless either party opts out with 30 days' notice.
7.2 Refunds
14-day refund window with onboarding engagement required. After 14 days, Fees are non-refundable.
7.3 Termination for Default
Either party may terminate for uncured material breach within 30 days, or insolvency.
7.4 Effect
Upon termination: all Fees due become payable, Customer access is suspended, and Provider will return Customer Data within 30 days.
8

Warranty & Disclaimer

8.1 Limited Warranty
Provider warrants that the Service will substantially perform as described.
8.2 Disclaimer
Except as expressly warranted, the Service is provided "AS IS." Provider disclaims all implied warranties, including merchantability and fitness for purpose.
9

Indemnification

9.1 By Provider
Provider will defend Customer from claims that the Service infringes third-party IP rights, with certain exceptions.
9.2 By Customer
Customer will defend Provider from claims arising out of misuse or Customer Data.
9.3 Conditions
Indemnified party must provide prompt notice and allow defense by indemnifying party.
10

Limitation of Liability

Important: The following limitations are essential terms of this Agreement and significantly limit Provider's liability to Customer.
10.1 Cap
Provider's aggregate liability is limited to Fees paid in the prior 12 months.
10.2 Exclusions
Provider is not liable for indirect, incidental, or consequential damages, lost profits, or data loss.
10.3 No Jury Trial
Customer waives jury trial rights.
10.4 No Class Actions
Customer waives participation in class actions.
10.5 Time Limit
Claims must be brought within 12 months.
11

General Provisions

11.1 Publicity
Provider may use Customer's name and logo in client lists.
11.2 Assignment
Customer may not assign this Agreement without Provider's consent. Provider may assign freely.
11.3 Force Majeure
Neither party is liable for delays beyond reasonable control.
11.4 Arbitration
Disputes will be resolved by binding arbitration under Vancouver International Arbitration Centre rules, in Vancouver, Canada.
11.5 Governing Law
This Agreement is governed by the laws of British Columbia, Canada.
11.6 Notices
Notices must be sent by email to [email protected] or certified mail to Provider's address (update as needed).
11.7 Entire Agreement
This Agreement and the Order Form are the entire agreement between the parties.
11.8 Severability & Waiver
Invalid provisions are severable. Waivers must be in writing.
11.9 Relationship
Parties are independent contractors.
Privacy Policy: By accepting this Agreement, you also agree to the Provider's Privacy Policy, located at LeadFlowAI Privacy Policy, as amended from time to time. Provider may revise this Agreement or the Privacy Policy at any time, without notice. You should review them periodically. Continued use of the Service constitutes acceptance of any revisions.
Legal Capacity: You must be of legal age and capacity to enter into this Agreement. By accepting, you represent that you are legally eligible and able to be bound by its terms.

Questions About These Terms?

If you have any questions about these Terms of Service, please contact us at:
[email protected]

MPowerAI, LLC.
Provider of LeadFlow AI Services

© 2025 Lead Flow AI. All rights reserved.

© 2025 Lead Flow AI. All rights reserved.