Terms of Service

By creating an account, accepting an order, or using the Service, you agree to these Terms on behalf of the Customer. You confirm that you have authority to bind the Customer.

PrivacyTenet is a business service. It is not offered to consumers, and you may use it only for business or professional purposes.

These Terms include our Data Processing Agreement (the "DPA") and any order form or plan selection you make. If they conflict, this order applies: (a) a signed order form, (b) the DPA, as it relates to Customer Data, (c) these Terms. Our Privacy Policy explains how we handle personal information as a controller.

Access. During the Subscription Term, we grant you a non-exclusive, non-transferable right for your Users to access and use the Service for your internal business purposes. If you are a consultancy, this includes delivering privacy services to your own clients.

Users. You decide who becomes a User, and you are responsible for each User's actions in the Service as if they were your own. Use by a User may be limited to the number of seats or audits in your plan.

Credentials. Each User must have their own login and keep it confidential. You must tell us promptly at privacy@verisprivacy.com if you suspect unauthorised access to your account. We strongly recommend enabling multi-factor authentication where available.

Changes to the Service. We may improve, change or remove features. We will not make a change that materially reduces the core functionality of a paid Subscription during its current term.

Plans and fees. Fees are set out on our pricing page or in your order form. Unless stated otherwise, Fees are in Canadian dollars and are charged in advance for each Subscription Term.

Payment. We use Stripe to process payments. You authorise us, through Stripe, to charge your chosen payment method for all Fees when due. Invoiced customers must pay within 21 days of the invoice date.

Automatic renewal. Subscriptions renew automatically for the same term length unless either party cancels before the end of the current term. You can cancel in your account settings or by emailing info@verisprivacy.com. Cancellation takes effect at the end of the current term.

Price changes. We may change Fees for future terms by giving at least 30 days' notice before renewal. New Fees apply from the next renewal.

Upgrades and downgrades. Upgrades take effect immediately and are charged pro rata for the rest of the term. Downgrades take effect at the next renewal.

Taxes. Fees do not include taxes. You must pay all applicable sales, use and value-added taxes, including GST/HST, PST or QST, except taxes on our income.

Late payment. If Fees are overdue by more than 14 days, we may suspend the Service after giving you notice, until payment is made.

Refunds. Fees are non-refundable, except where these Terms say otherwise or the law requires it.

We may offer a free trial for a limited period. At the end of the trial, your account will convert to a paid Subscription only if you have chosen a plan and provided a payment method. Otherwise, your access will end.

During a trial, the Service is provided "as is", without any warranty or commitment in section 13. Our liability during a trial is limited to CAD $100.

If a trial ends without a paid Subscription, we may delete trial Customer Data 30 days later.

Ownership. You own all Customer Data. We claim no ownership of it.

Our use. You grant us a limited licence to host, copy, process and display Customer Data only as needed to provide, secure and support the Service, and as the law requires. We process personal information in Customer Data under the DPA.

Your responsibilities. You are responsible for the accuracy and lawfulness of Customer Data. You confirm that you have all notices, consents and rights needed for us to process it under these Terms.

Aggregated data. We may use aggregated, de-identified information about how the Service is used, such as feature usage counts, to operate and improve it. This information will not identify you, your Users or any individual.

Export. You can export Customer Data at any time during the Subscription Term using the export features in the Service.

PrivacyTenet is a tool to help you organise and assess privacy compliance work. Its risk scores, rules, checklists, templates and reports are general in nature and may not reflect the latest law or your specific circumstances.

The Service does not provide legal advice, and using it does not create a lawyer-client relationship. You remain responsible for your own compliance decisions and for any advice you give your clients. You should seek qualified legal advice where needed.

Our IP. We and our licensors own the Service, including its software, design, risk rules, templates, library content and documentation. Except for the rights granted in these Terms, no rights pass to you.

Reports. You may use, copy and share reports you generate from the Service for your own business purposes and with your clients.

Feedback. If you give us suggestions or feedback, we may use them freely without any obligation to you.

Each party may receive non-public information from the other that is marked confidential or that a reasonable person would understand to be confidential ("Confidential Information"). Customer Data is your Confidential Information.

The receiving party will use the other party's Confidential Information only to perform under these Terms. It will protect that information with at least reasonable care and share it only with its employees, contractors and advisers who need to know it and are bound by similar duties.

These duties do not apply to information that is public through no fault of the receiving party, was already lawfully known to it, is independently developed, or is lawfully received from a third party. A party may disclose Confidential Information when the law requires it, after giving the other party notice where lawful.

These duties continue for 3 years after these Terms end, and for as long as the information remains a trade secret or Customer Data.

We will use commercially reasonable efforts to keep the Service available, except during planned maintenance, which we will try to schedule outside normal business hours in Eastern Time, and events outside our reasonable control.

We provide support by email at info@verisprivacy.com during business hours. Any service level commitments apply only if they are set out in your order form.

Our warranty. We warrant that, during a paid Subscription Term, the Service will perform materially as described in our documentation. If it does not, tell us. We will use reasonable efforts to fix the problem. If we cannot fix it within 30 days, you may end the affected Subscription and receive a pro rata refund of prepaid Fees for the unused period. This is your only remedy for breach of this warranty.

Mutual warranty. Each party warrants that it has the authority to enter into these Terms.

Disclaimer. Except as stated in these Terms, the Service is provided "as is" and "as available". To the extent the law allows, we disclaim all other warranties and conditions, express or implied, including those of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Service will be error-free or uninterrupted, or that its outputs will make you compliant with any law.

Exclusion of indirect losses. Neither party is liable for any indirect, incidental, special, consequential or punitive damages, or for loss of profits, revenue, goodwill or data, even if advised of the possibility.

Cap. Each party's total liability arising out of or relating to these Terms is limited to the Fees paid or payable by you in the 12 months before the event giving rise to the claim.

Exceptions. Sections 14.1 and 14.2 do not limit your duty to pay Fees, either party's liability under section 15 (Indemnities), liability for breach of section 7 (Acceptable use), or liability that cannot be limited by law, such as for fraud, gross negligence or willful misconduct.

By us. We will defend you against any third-party claim that the Service, as we provide it, infringes that party's intellectual property rights, and pay any damages finally awarded or agreed in settlement. If such a claim arises, we may modify the Service, get you the right to keep using it, or end the affected Subscription and refund prepaid Fees for the unused period. We have no duty for claims caused by Customer Data, your modifications, or your combination of the Service with things we did not provide.

By you. You will defend us against any third-party claim arising from Customer Data, your breach of section 7, or advice or services you provide to your clients using the Service, and pay any damages finally awarded or agreed in settlement.

Process. The party seeking defence must promptly notify the other, give it control of the defence and settlement, and give reasonable help. A party may not settle a claim that imposes obligations on the other without its consent, which will not be unreasonably withheld.

Term. These Terms start when you first accept them and continue until all Subscriptions have ended.

Termination for breach. Either party may end these Terms by written notice if the other materially breaches them and does not fix the breach within 60 days of notice. Either party may also end these Terms immediately if the other becomes insolvent or bankrupt.

Suspension. We may suspend access for any User or for your account if needed to prevent harm to the Service or other customers, if you breach section 7, or as set out in section 4.7. We will give notice where practical and restore access once the issue is resolved.

Effect of termination. When these Terms end, your right to use the Service stops. If we end them for our convenience or for your uncured breach of our duties, we will refund prepaid Fees for the unused period. Otherwise, any unpaid Fees for the current term become due.

Your data on exit. For 30 days after termination, you may export Customer Data. After that period, we will delete Customer Data from our active systems, and it will be removed from backups as they expire on their normal cycle, unless the law requires us to keep it.

Survival. Sections 6.4, 8, 9, 10, 13.3, 14, 15, 16.4 to 16.6, 18 and 19 survive termination.

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada that apply there, without regard to conflict-of-law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

The parties will first try in good faith to resolve any dispute through discussion between senior representatives. If the dispute is not resolved within 30 days, either party may bring proceedings in the courts of Toronto, Ontario, and each party submits to their exclusive jurisdiction. Either party may seek urgent injunctive relief in any competent court.

Entire agreement. These Terms, the DPA and any order form are the entire agreement between the parties on their subject and replace all earlier agreements and discussions about it.

Assignment. Neither party may assign these Terms without the other's written consent, except to a successor in a merger, acquisition or sale of all or substantially all of its relevant business, with notice to the other party.

Subcontractors. We may use subcontractors and subprocessors to provide the Service, as described in the DPA. We remain responsible for their performance.

Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, except for payment obligations.

Notices. We may give notices by email to your account owner or Organisation Admin, or in the Service. You must send legal notices to info@verisprivacy.com, with a copy to our registered address.

Independent parties. The parties are independent contractors. Nothing in these Terms creates a partnership, agency or employment relationship.

Publicity. We may name you as a customer and use your logo in our marketing materials, unless you tell us not to at info@verisprivacy.com.

Severability and waiver. If any part of these Terms is unenforceable, the rest remains in effect. A failure to enforce any right is not a waiver of it.

Language. These Terms are written in English.