Terms of Service

These Terms of Service (“Terms”) form a binding agreement between you (“you,” “your,” or “Customer”) and Relay (“Relay,” “we,” or “us”) and govern your access to and use of our website at relaysop.com and our standard operating procedures, training, and AI assistant services (the “Service”).

By creating an account, clicking “I agree,” or otherwise using the Service, you agree to these Terms and to our Privacy Policy. If you are using the Service on behalf of an organization, you represent that you have authority to bind that organization to these Terms.

You must be at least 18 years old (or the age of majority in your jurisdiction) and able to form a legally binding contract to use the Service. The Service is intended for use in a workplace setting; it is not directed to children.

To use most features of the Service you must create an account. You agree to provide accurate information, keep your credentials secure, and notify us promptly of any unauthorized use of your account. You are responsible for all activity that occurs under your account, including activity by your team members.

Account administrators can invite team members, assign roles, and manage access. Administrators are responsible for ensuring their team uses the Service in compliance with these Terms.

Paid plans are sold on a subscription basis (monthly or annual) and billed in advance. By starting a paid plan, you authorize us and our payment processor to charge your payment method on each renewal until you cancel.

Cancellation takes effect at the end of the current billing period; you retain access until then. We do not provide pro-rated refunds for partial periods unless required by law.

Fees are exclusive of taxes; you are responsible for any applicable sales, use, GST/HST, VAT, or similar taxes (other than taxes on our net income). We may change pricing on at least 30 days' notice; changes take effect at the next renewal.

Free trials, where offered, may convert to a paid subscription at the end of the trial period unless you cancel before the trial ends.

You agree not to use the Service to:

• Violate any law, regulation, or third-party right (including intellectual property, privacy, or publicity rights).
• Upload or transmit malware, harmful code, or content designed to interfere with the Service or other users.
• Scrape, crawl, or otherwise extract data from the Service in bulk except through authorized APIs.
• Reverse engineer, decompile, or attempt to discover the source code of the Service.
• Resell, sublicense, or otherwise commercially exploit the Service without our written consent.
• Use the Service to send spam, deceptive content, or communications that violate anti-spam laws.
• Harass, threaten, or abuse other users or our team.
• Use AI features to generate content that is unlawful, defamatory, or violates the rights of others.

We may suspend or terminate accounts that violate these rules.

“Customer Content” means the standard operating procedures, workflows, training materials, forms, form submissions, images, videos, and other content you and your team upload, create, or store through the Service. You retain all rights to your Customer Content.

You grant Relay a worldwide, non-exclusive, royalty-free license to host, store, process, transmit, display, and create derivative works of Customer Content solely as needed to provide and improve the Service. This license ends when Customer Content is deleted from our systems.

You are responsible for the legality of your Customer Content and for ensuring you have the necessary rights to upload and share it through the Service. We may remove Customer Content that violates these Terms or that we believe in good faith violates the rights of others or applicable law.

The Service, including all software, designs, text, graphics, logos, and branding (other than Customer Content), is owned by Relay or its licensors and is protected by intellectual property laws. We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service in accordance with these Terms.

You may submit feedback, suggestions, or ideas about the Service. You agree that we may use such feedback without restriction and without compensating you.

The Service integrates with third-party services (such as single sign-on providers, payment processors, and AI providers). Your use of those services is governed by their own terms, and we are not responsible for their content or practices.

Each party may receive confidential information from the other in connection with the Service. Each party agrees to protect the other's confidential information with the same degree of care it uses for its own confidential information (and no less than reasonable care), to use it only for purposes consistent with these Terms, and not to disclose it to third parties except as required by law.

These Terms remain in effect until your account is terminated. You may cancel your subscription at any time from the billing settings.

We may suspend or terminate your access to the Service if you materially breach these Terms (including non-payment), or if we reasonably believe your use creates legal or security risks. Where practical, we will give notice and an opportunity to cure non-monetary breaches.

Upon termination, your right to use the Service ends and we may delete your account and Customer Content as described in our Privacy Policy. Sections of these Terms that by their nature should survive termination will survive.

Please read carefully — these disclaimers are part of the agreement.

The Service is provided “as is” and “as available” without warranties of any kind, whether express, implied, statutory, or otherwise. To the maximum extent permitted by law, Relay disclaims all warranties, including warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranties arising out of course of dealing or usage of trade.

We do not warrant that the Service will be uninterrupted, error-free, or completely secure. AI-generated outputs may be inaccurate, incomplete, or misleading; you should review them before relying on them for any consequential decision.

Please read carefully — this section limits our liability.

To the maximum extent permitted by law, in no event will Relay or its affiliates, directors, employees, or licensors be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including loss of profits, revenue, data, goodwill, or other intangible losses, arising out of or relating to your use of the Service.

Relay's total cumulative liability arising out of or relating to these Terms or the Service will not exceed the greater of (a) the amount you paid Relay in the twelve (12) months preceding the event giving rise to the claim, or (b) one hundred Canadian dollars (CAD $100).

Some jurisdictions do not allow the exclusion or limitation of certain damages; in those jurisdictions, our liability is limited to the smallest extent permitted by law.

You agree to indemnify, defend, and hold harmless Relay and its affiliates from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to (a) your Customer Content, (b) your use of the Service in violation of these Terms or applicable law, or (c) your violation of any third-party rights.

These Terms are governed by the laws of the Province of Alberta and the federal laws of Canada applicable in Alberta, without regard to conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Any dispute arising out of or relating to these Terms or the Service will be resolved exclusively in the courts located in Calgary, Alberta, Canada, and the parties consent to the personal jurisdiction of those courts.

Either party may seek injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property or confidential information.

We may revise these Terms from time to time. When we do, we will update the “Last updated” date at the top of this page. If the changes are material, we will notify account administrators by email or in-product notice at least 30 days before the changes take effect. Your continued use of the Service after the effective date constitutes acceptance of the revised Terms.

These Terms constitute the entire agreement between you and Relay regarding the Service and supersede any prior agreements. If any provision is held unenforceable, the remaining provisions will remain in full force. Our failure to enforce any right or provision is not a waiver.

You may not assign these Terms without our prior written consent; we may assign these Terms in connection with a merger, acquisition, or sale of assets. These Terms do not create any agency, partnership, joint venture, or employment relationship between you and Relay.

For questions about these Terms, please contact us at legal@relaysop.com.