Effective Date: January 1, 2026
These Terms of Service ("Terms") govern your access to and use of the websites, services, applications, and products (collectively, the "Services") provided by BAFP Technologies ("Company", "we", "our", or "us"). By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Services.
1. Acceptance of Terms
By accessing or using the Services, you represent and warrant that you are at least 18 years of age and have the legal authority to enter into these Terms. If you are using the Services on behalf of an organization, you represent and warrant that you are authorized to bind that organization to these Terms, and "you" and "your" shall refer to both you individually and the organization.
2. Description of Services
BAFP Technologies provides software development, artificial intelligence solutions, application design, consulting, and related technology services. The specific scope of services provided to any client shall be governed by a separate written agreement, statement of work, or service order ("Service Agreement") entered into between the parties.
3. User Accounts and Security
Certain Services may require you to create an account. You are responsible for maintaining the confidentiality of your account credentials, and you agree to accept responsibility for all activities that occur under your account. You must notify us immediately of any unauthorized use of your account or any other breach of security. We reserve the right to suspend or terminate your account at any time for any reason, including but not limited to violation of these Terms.
4. Intellectual Property Rights
All content, features, and functionality of the Services, including but not limited to text, graphics, logos, icons, images, audio clips, software, and compilations thereof, are the exclusive property of BAFP Technologies or its licensors and are protected by Canadian and international copyright, trademark, patent, trade secret, and other intellectual property laws.
Unless otherwise specified in a Service Agreement, all intellectual property created by BAFP Technologies in the performance of services for a client shall be assigned to the client upon full payment of all applicable fees. BAFP Technologies retains the right to use general knowledge, skills, experience, tools, and methodologies acquired during the engagement.
5. Client Responsibilities
You agree to: (a) provide accurate, current, and complete information as required for the Services; (b) maintain and promptly update your information to keep it accurate and complete; (c) comply with all applicable laws, regulations, and third-party agreements in connection with your use of the Services; (d) not use the Services for any unlawful, fraudulent, or harmful purpose; and (e) cooperate with BAFP Technologies as reasonably necessary for the performance of the Services.
6. Payment Terms
Fees for Services shall be as set forth in the applicable Service Agreement. Unless otherwise stated, all fees are in Canadian Dollars (CAD) and are exclusive of applicable taxes. Payment is due within thirty (30) days of invoice date unless otherwise agreed in writing. Late payments shall accrue interest at a rate of 1.5% per month (18% per annum) or the maximum rate permitted by law, whichever is less. We reserve the right to suspend Services for accounts with overdue balances exceeding sixty (60) days.
7. Confidentiality
Each party agrees to hold in confidence all Confidential Information received from the other party. "Confidential Information" means any non-public information disclosed by one party to the other, whether orally, in writing, or by inspection, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is independently developed by the receiving party; or (d) is received from a third party without restriction.
8. Data Protection and Privacy
BAFP Technologies is committed to protecting the privacy and security of personal information. We process personal data in accordance with applicable privacy legislation, including the Personal Information Protection and Electronic Documents Act (PIPEDA) and applicable provincial privacy legislation. We implement reasonable administrative, technical, and physical safeguards to protect personal information against unauthorized access, disclosure, alteration, or destruction.
9. Artificial Intelligence Services
Where the Services include artificial intelligence, machine learning, or automated decision-making components ("AI Services"), you acknowledge and agree that: (a) AI outputs are generated probabilistically and may contain errors, inaccuracies, or biases; (b) AI Services are provided as tools to assist human decision-making and should not be relied upon as the sole basis for decisions with legal, financial, medical, or safety implications; (c) you are responsible for reviewing, validating, and approving all AI-generated outputs before use; (d) BAFP Technologies does not guarantee the accuracy, completeness, or fitness for purpose of any AI-generated content; and (e) you shall comply with all applicable laws and regulations governing the use of AI in your jurisdiction and industry.
10. Warranty Disclaimer
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. BAFP TECHNOLOGIES DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM BAFP TECHNOLOGIES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
11. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL BAFP TECHNOLOGIES, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE USE OF THE SERVICES, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF BAFP TECHNOLOGIES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
BAFP TECHNOLOGIES' TOTAL AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES PAID BY YOU TO BAFP TECHNOLOGIES DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED CANADIAN DOLLARS (CAD $100.00).
12. Indemnification
You agree to indemnify, defend, and hold harmless BAFP Technologies and its directors, officers, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with: (a) your use of the Services; (b) your violation of these Terms; (c) your violation of any applicable law or regulation; or (d) any content or data you provide to BAFP Technologies in connection with the Services.
13. Term and Termination
These Terms are effective until terminated. Either party may terminate these Terms at any time by providing written notice to the other party. Upon termination: (a) your right to access and use the Services shall immediately cease; (b) each party shall return or destroy all Confidential Information of the other party; and (c) all provisions that by their nature should survive termination shall survive, including but not limited to intellectual property provisions, warranty disclaimers, limitation of liability, and indemnification obligations.
14. Force Majeure
Neither party shall be liable for any failure or delay in performing its obligations under these Terms where such failure or delay results from circumstances beyond the reasonable control of that party, including but not limited to acts of God, natural disasters, pandemic, epidemic, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation, facilities, fuel, energy, labour, or materials.
15. Governing Law and Dispute Resolution
These Terms shall be 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. Any dispute arising out of or in connection with these Terms shall be submitted to the exclusive jurisdiction of the courts of the Province of Ontario, and each party irrevocably submits to the jurisdiction of such courts.
16. General Provisions
Entire Agreement. These Terms, together with any applicable Service Agreement, constitute the entire agreement between you and BAFP Technologies with respect to the subject matter hereof and supersede all prior or contemporaneous communications, representations, or agreements, whether oral or written.
Severability. If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.
Waiver. The failure of BAFP Technologies to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
Assignment. You may not assign or transfer these Terms, by operation of law or otherwise, without the prior written consent of BAFP Technologies. BAFP Technologies may assign these Terms without restriction.
Amendments. We reserve the right to modify these Terms at any time. Material changes will be communicated through the Services or by other reasonable means. Your continued use of the Services after such modifications constitutes your acceptance of the revised Terms.
17. Contact Information
If you have any questions about these Terms, please contact us using the contact form on our website.
BAFP Technologies