Terms of Service

1. Acceptance of terms

These Terms of Service ("Terms") govern access to and use of S13 SupportDesk (the "Service"), operated by S13 Software Solutions Inc. ("S13", "we", "us", or "our"). By creating an account, accessing, or using the Service, you agree to be bound by these Terms and by our Privacy Policy, which is incorporated by reference. If you are accepting these Terms on behalf of an organization, you represent that you have the authority to bind that organization, and "you" refers to that organization.

If you do not agree to these Terms, do not create an account or use the Service.

2. The service

The Service is a multi-tenant customer support platform providing a shared inbox, ticketing, a knowledge base and public help centre, a live chat widget, marketing campaigns, and AI-assisted features (triage, suggested replies, translation, and knowledge-base search), among other capabilities described in the plan you subscribe to. We may add, change, or remove features at our discretion, and will use reasonable efforts to give notice before a change materially reduces the functionality you rely on.

The Service is provided on a software-as-a-service basis. No source code, object code, or on-premises deployment right is granted under these Terms.

3. Accounts and eligibility

You must provide accurate registration information and keep it up to date. You are responsible for safeguarding the credentials used to access your workspace and for all activity under your account, including activity by agents you invite. Notify us promptly at [email protected] of any unauthorized access.

You must be at least 18 years old, or the age of majority in your jurisdiction, to create a workspace. The Service is not directed to children, and workspace owners are responsible for ensuring their own end customers' use of any customer-facing surface (the chat widget, the help centre) complies with applicable law regarding minors.

4. Subscription plans, billing, and trials

Paid plans are billed in advance on a monthly or annual basis through our payment processor, Square. By providing payment details you authorize us to charge the applicable fees, plus any taxes, at the start of each billing period and upon any plan change that increases your charges. Fees are non-refundable except where required by law or expressly stated otherwise.

New workspaces begin on a trial period at no charge. We may change, shorten, extend, or end trial eligibility at our discretion, including through promotional codes with their own terms. At the end of a trial, continued use of paid features requires an active subscription with valid payment details on file.

Each plan includes specific usage allowances (seats, contacts, email volume, AI resolutions, storage, and others, as published at our pricing page). Exceeding an allowance may result in additional charges, a temporary reduction in that feature's availability, or a requirement to upgrade, depending on the allowance, as described where that allowance is presented to you in the product.

You may change or cancel your plan at any time from the workspace's billing settings. Cancellation takes effect at the end of the current paid period; we do not provide prorated refunds for the unused portion of a period.

5. Acceptable use

You agree not to use the Service to:

• Send unsolicited bulk communications in violation of applicable anti-spam law (e.g. Canada's CASL, the U.S. CAN-SPAM Act), or to a recipient who has not consented to receive it;
• Transmit malicious code, attempt to gain unauthorized access to the Service or another tenant's workspace, or interfere with the Service's normal operation (including circumventing rate limits or usage allowances);
• Upload or transmit content that is unlawful, infringing, defamatory, or that violates a third party's privacy or intellectual property rights;
• Use the Service to process personal data in violation of applicable data protection law, including sending personal data to a third-party AI provider you configure without a lawful basis to do so; or
• Reverse-engineer, resell, sublicense, or provide the Service to third parties as your own hosted product, except through features we expressly provide for that purpose (such as the embeddable chat widget or the help centre).

We may suspend or terminate access for a violation of this section, with notice where practicable given the nature of the violation.

6. Customer data and your responsibilities as a data controller

As between you and us, you retain all rights to the data you or your end customers submit through your workspace — tickets, contacts, messages, campaign content, custom fields, and similar content ("Customer Data"). We act as a data processor (or "service provider" under applicable law) with respect to Customer Data; you act as the data controller and are responsible for the lawfulness of collecting it, for the accuracy of any privacy notice you give your own end customers, and for responding to their data-subject requests (tools for export and erasure are available in your workspace's contact settings to help you do so).

If you configure a feature that sends Customer Data to a third-party subprocessor of your own choosing — most notably bringing your own AI provider key — you are responsible for that provider's own terms and data handling, which we do not control.

We will not access Customer Data except: to provide and maintain the Service; to respond to your support requests; as necessary to detect, prevent, or address abuse, security incidents, or violations of these Terms; or as required by law.

7. Intellectual property

We and our licensors retain all right, title, and interest in the Service itself, including its software, design, and trademarks. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable right to access and use the Service for your internal business purposes and to support your own end customers.

You retain ownership of Customer Data and of any content you author in the product (canned responses, knowledge-base articles, campaign templates). You grant us a limited license to host, process, and display that content solely to provide the Service to you.

8. Service availability and support

We aim to keep the Service available and will use commercially reasonable efforts to provide advance notice of planned maintenance where practical. The Service is provided without a specific uptime commitment or service-level credit unless a separate written agreement between you and us states otherwise. Support is provided through the channels described in this product's help centre, and by email at [email protected].

9. Termination

You may stop using the Service and cancel your subscription at any time. We may suspend or terminate your access if you materially breach these Terms and do not cure the breach within a reasonable period after notice, or immediately if required to prevent harm to the Service, other tenants, or third parties.

Upon termination, your right to access the Service ends. We retain Customer Data for a limited period after termination to allow for export or reactivation, consistent with our Privacy Policy's retention practices, after which it is deleted in the ordinary course of our backup rotation.

10. Disclaimers and limitation of liability

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY LAW.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, OR DATA, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE. EACH PARTY'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE AMOUNT YOU PAID US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

Nothing in this section limits liability that cannot be limited under applicable law, including liability for gross negligence, willful misconduct, or a party's confidentiality or data protection obligations where the applicable law prohibits limiting them.

11. Indemnification

You agree to indemnify and hold us harmless from claims, damages, and expenses (including reasonable legal fees) arising from: your use of the Service in violation of these Terms; Customer Data you submit, including any claim that it infringes a third party's rights or violates data protection law; or your violation of applicable law in your use of the Service, including anti-spam law in connection with campaigns you send.

12. Governing law and disputes

These Terms are governed by the laws of the Province of Manitoba and the federal laws of Canada applicable therein, without regard to conflict-of-laws principles. Any dispute arising out of or relating to these Terms or the Service will be resolved in the courts located in Winnipeg, Manitoba, and each party consents to that jurisdiction and venue.

13. Changes to these terms

We may update these Terms from time to time. If a change is material, we will provide notice (such as an email to your workspace's owner, or a notice within the product) at least 30 days before the change takes effect. Continued use of the Service after a change takes effect constitutes acceptance of the updated Terms.

14. Contact

Questions about these Terms can be sent to [email protected], or by mail to:

S13 Software Solutions Inc.
1460 Chevrier Blvd, Unit 200
Winnipeg, MB, Canada R3T 1Y6