Terms of Service

1. Definitions

“Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with a party, where control means ownership of more than 50% of the voting interests.

“Agreement” means these Terms of Service and all documents referred to or incorporated herein, including the Privacy Policy and any Order Form.

“Beta Service” means any feature, service, or program designated as beta, alpha, experimental, pilot, or preview that is provided prior to general commercial release.

“Confidential Information” means all information disclosed by either party that is designated as confidential or that a reasonable person would consider confidential, including business plans, technical data, and the terms of this Agreement. Customer Data is considered Confidential Information.

“Customer Data” means all information that you submit, collect, or manage via the Platform, including your end users’ and contacts’ personal information. Customer Data does not include Raabto Content.

“Free Services” means any Platform features or services made available to you on an unpaid, trial, or free basis.

“Order Form” means the Raabto-approved form or online subscription process by which you subscribe to the Platform and purchase services.

“Personal Data” means any information relating to an identified or identifiable individual, as defined under applicable privacy laws.

“Platform” means all of Raabto’s web-based applications, tools, mobile applications, and services that you have subscribed to or that we otherwise make available to you.

“Privacy Policy” means the Raabto Privacy Policy available at raabto.com/privacy, as updated from time to time.

“Raabto Content” means all information, data, text, software, graphics, and materials that we incorporate into the Platform.

“Subscription Fee” means the amount you pay for access to the Platform as specified in your Order Form.

“Subscription Term” means the initial term of your subscription as specified in your Order Form, plus any renewal periods.

“Third-Party Products” means non-Raabto products, integrations, or services that interoperate with or are used in connection with the Platform.

“Users” means your employees, representatives, consultants, contractors, or agents who are authorized to use the Platform on your behalf and have unique login credentials.

2. Use of the Platform

2.1 Access

During the Subscription Term, we will use commercially reasonable efforts to provide your Users access to the Platform as described in this Agreement and your applicable Order Form. You must ensure that all access and use by your Users complies with this Agreement. You must be 18 years of age or older to use the Platform.

2.2 Account Responsibilities

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. Each User must have unique login credentials. Account credentials may not be shared among multiple individuals. You will notify us promptly at support@raabto.com of any unauthorized use of your account.

2.3 Acceptable Use

You will not use the Platform:

• • In any way that violates applicable local, provincial, federal, or international laws or regulations
• • To send unsolicited commercial communications (spam) in violation of applicable anti-spam laws, including Canada’s Anti-Spam Legislation (CASL)
• • To transmit any material that is defamatory, obscene, threatening, or otherwise objectionable
• • To upload or transmit viruses, malware, or any other harmful code
• • To attempt to gain unauthorized access to any part of the Platform, other accounts, or systems
• • To reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Platform

You are solely responsible for ensuring that all messages sent through the Platform comply with CASL and all other applicable anti-spam and electronic communications laws, including obtaining and documenting valid consent from recipients. Raabto provides the tools for sending messages but does not verify the legality of your communications. You will indemnify Raabto against any fines, penalties, or claims arising from your non-compliance with anti-spam laws.

You must comply with all applicable third-party platform policies when using integrations, including Meta’s WhatsApp Business Policy. Violations that risk Raabto’s access to third-party platforms may result in immediate suspension of your account.

2.4 Modifications

We may modify the Platform during the Subscription Term, including by adding or removing features. We will use commercially reasonable efforts not to materially degrade the overall functionality during your current Subscription Term, except for modifications to Free Services, modifications required by law, or modifications to Beta Services.

2.5 Free Services and Beta Features

We may offer Free Services or Beta Services at our discretion. Free Services may be suspended, limited, or terminated at any time without notice. Upon termination of Free Services, associated data may be permanently deleted without additional notice. Beta Services are provided “as is” and may not be covered by our support or service level commitments.

2.6 Limits

The usage limits that apply to your subscription will be specified in your Order Form or within the Platform. If you exceed your limits, we may require you to upgrade your plan or purchase additional capacity. If you do not upgrade within 14 days of our notice, we may suspend your access or limit functionality to your current plan’s usage limits.

2.7 Availability

We will use commercially reasonable efforts to keep the Platform available, excluding scheduled maintenance, third-party service outages, and circumstances beyond our reasonable control.

2.8 Customer Responsibilities

To realize the full value of the Platform, your participation is needed. You are responsible for configuring the Platform for your use case, managing your team’s access, creating and maintaining your content and campaigns, and ensuring your use of the Platform complies with applicable laws. You are responsible for the accuracy and legality of all Customer Data you submit.

2.9 Free Trial

If you register for a free trial, we will make the Platform available to you on a trial basis until the earlier of the end of the trial period or the start of your paid subscription. Unless you purchase a subscription before the end of the free trial, your access will be suspended and all data in the Platform will be permanently deleted within 30 days of trial expiration.

2.10 No Downgrades During Term

You may not downgrade your subscription during your current Subscription Term. You may downgrade at your next renewal date.

2.11 Prohibited Data

The Platform is not designed for the storage or processing of sensitive personal information. You must not submit government-issued identifiers (SIN, driver’s license, passport numbers), personal health information, financial account credentials, or personal information of children under 18. We reserve the right to suspend accounts that violate this restriction.

2.12 Content Removal

We reserve the right, in our sole discretion, to remove or disable access to any content within your account that we determine violates this Agreement, applicable law, or third-party rights, or that poses a risk to the Platform, other customers, or Raabto’s reputation. We will make reasonable efforts to notify you when content is removed, except where prohibited by law, where notification would compromise security, or where the circumstances require immediate action to protect Raabto, our customers, or third parties.

2.13 Plan Changes

We may discontinue or modify subscription plans. If your current plan is discontinued, we will provide reasonable advance notice and migrate you to the most comparable available plan. Any price change resulting from plan migration will take effect at your next renewal.

3. Fees and Payment

3.1 Subscription Fees

The Subscription Fee is specified in your Order Form. Fees will not increase during your current Subscription Term unless you upgrade your plan, exceed usage limits, or add additional services. Upon renewal, we may adjust fees to our then-current pricing with reasonable advance notice.

3.2 Payment

All fees are due and payable in advance. If paying by credit card, you authorize us to charge your payment method for all applicable fees. You further authorize us to use a third party to process payments. If paying by invoice, all amounts are due within 30 days of the invoice date.

3.3 Failed Payments

In the event of a failed charge, we reserve the right to retry billing. If you update your payment method, we will automatically resume billing. We may suspend or terminate your account if we are unable to charge a valid payment method.

3.4 Taxes

All fees are exclusive of applicable taxes (including GST, PST, and HST for Canadian customers). You are responsible for paying all taxes associated with your use of the Platform.

3.5 Withholding Tax

If you are required to deduct or withhold tax from your payment, you may deduct that amount provided you present us with a valid tax receipt within 90 days of the invoice date.

3.6 Non-Refundable

All payment obligations are non-cancelable and all amounts paid are non-refundable, except as expressly provided elsewhere in this Agreement (see Sections 4.4 and 9.1).

3.7 Billing Information

You will keep your business information, payment method, and billing information up to date. You authorize us to continue to charge your payment method for applicable fees during your Subscription Term and until all outstanding fees have been paid in full.

3.8 Suspension for Non-Payment

If any amount is overdue, we may immediately suspend your access to the Platform. We will make reasonable efforts to notify you of overdue amounts, but failure to provide such notice does not waive our right to suspend. Continued non-payment for 30 days after suspension may result in termination and deletion of Customer Data per our Privacy Policy. We will not suspend while you are disputing charges in good faith.

4. Term and Termination

4.1 Term and Renewal

Your Subscription Term begins on the date specified in your Order Form. Unless otherwise specified, your subscription will automatically renew for successive periods of the same length. By subscribing, you acknowledge and consent to automatic renewal. You may cancel auto-renewal by providing at least 24 hours’ notice before the end of your current Subscription Term, through your account settings or by emailing support@raabto.com.

4.2 Termination for Cause

Either party may terminate this Agreement upon 30 days’ written notice if the other party materially breaches and fails to cure within that period. We may also terminate immediately if you become subject to bankruptcy or insolvency proceedings. For clarity, temporary unavailability of the Platform, minor bugs, or changes to non-essential features do not constitute a material breach.

4.3 Suspension

We may suspend your access without notice if your use violates laws or this Agreement, creates a security vulnerability, results in excessive spam complaints, or if required by law. Repeated or persistent violations, even if individually minor, may collectively constitute a material breach and grounds for termination. Suspension does not relieve you of your payment obligations. Fees continue to accrue during any suspension caused by your breach or violation of this Agreement.

4.4 Effect of Termination

Upon termination, you will stop all use of the Platform. If you terminate for cause due to a verified material breach that we fail to cure within the 30-day notice period, we will refund a pro-rata portion of prepaid fees for the unused remainder of your Subscription Term. If we terminate for cause, you will pay all unpaid fees. You may export your Customer Data at any time during your active Subscription Term. Data export is not available after your subscription ends. Upon termination or expiration, your Customer Data will be retained for 30 days for deletion processing only and will not be accessible to you, after which it will be permanently deleted per our Privacy Policy. Termination for convenience by you does not entitle you to any refund of prepaid fees; your access continues until the end of your current Subscription Term. Non-use of the Platform does not constitute grounds for termination for cause or entitle you to a refund.

4.5 Termination for Convenience by Raabto

We may terminate this Agreement for any reason by providing you with 30 days’ written notice. In such event, we will refund a pro-rata portion of any prepaid fees for the unused remainder of your Subscription Term. This section does not limit our right to suspend or terminate for cause under Sections 4.2 and 4.3.

4.6 Emergency Termination

Notwithstanding any other provision of this Agreement, we may immediately terminate or suspend your account without prior notice if we reasonably determine that your continued use of the Platform poses an imminent risk to the security, integrity, or availability of the Platform, to other customers, or to Raabto’s ability to maintain its third-party service provider relationships. In such event, we will provide notice as soon as reasonably practicable and refund a pro-rata portion of any prepaid fees for the unused remainder of your Subscription Term.

5. Customer Data

5.1 Ownership

You own and retain all rights to your Customer Data. You grant us permission to use it solely as necessary to provide and maintain the Platform.

5.2 Our Role as Processor

When you use the Platform to collect and manage your customers’ personal information, we act as a data processor on your behalf. We process Customer Data only in accordance with your instructions through the Platform. You are responsible for complying with applicable privacy laws. We are not responsible for the content, accuracy, or legality of Customer Data, nor for any claims arising from your collection, use, or processing of personal information through the Platform.

5.3 Data Protection

We will maintain commercially reasonable administrative, physical, and technical safeguards to protect Customer Data. However, no method of electronic storage or transmission is completely secure, and we cannot guarantee absolute security. Our liability for any data breach is limited as set forth in Section 9. See our Privacy Policy at raabto.com/privacy for details.

5.4 Data Processing Agreement

A formal Data Processing Agreement (DPA) is available to customers on our Business tier and above. Contact support@raabto.com to request one.

5.5 Data Transfers

We and our service providers may transfer Customer Data outside of Canada. We use contractual measures designed to provide a comparable level of protection in accordance with applicable Canadian privacy law.

5.6 Retention and Deletion

You can export or delete your Customer Data at any time during your active Subscription Term. Data export is not available after your subscription ends. Upon termination, Customer Data will be retained for 30 days for deletion processing only and then permanently deleted per our Privacy Policy. Once Customer Data is deleted, it cannot be recovered. We are not liable for any loss of Customer Data resulting from your failure to export before termination, account suspension, or expiration.

5.7 AI Features

Raabto uses AI features powered by Anthropic (Claude) and OpenAI to help you refine messages you compose. These providers are prohibited under their API terms from using your content to train generalized AI models. AI features are optional and can be disabled within the Platform. Raabto is not liable for any breach by a third-party AI provider of their own terms or policies.

5.8 Your Data Responsibilities

You represent and warrant that you have obtained all necessary consents and provided all required notices to your end users before submitting their personal information to the Platform. You are solely responsible for the lawfulness of all data you collect and process through the Platform. Any violation of this section constitutes a material breach entitling us to immediately suspend or terminate your account. You will defend, indemnify, and hold Raabto harmless from any claim, fine, penalty, or liability arising from your failure to comply with this section.

6. Intellectual Property

6.1 Our Ownership

We retain all intellectual property rights to Raabto Content, the Platform, and all related services. You may not copy, rent, lease, sell, distribute, or create derivative works except as expressly authorized in writing.

6.2 Feedback

If you provide suggestions or recommendations regarding the Platform, you agree that such feedback is non-confidential and you grant us a perpetual, irrevocable, royalty-free license to use, modify, and incorporate it into our services without payment or attribution.

7. Confidentiality

7.1 Definition

Confidential Information means all information disclosed by either party that is designated as confidential or that a reasonable person would consider confidential. Customer Data is Confidential Information.

7.2 Obligations

The Receiving Party will protect Confidential Information using at least the same degree of care it uses for its own, but in no event less than reasonable care, not use it outside this Agreement, and not disclose it except to employees, contractors, and service providers bound by confidentiality obligations.

7.3 Exceptions

Exceptions include information that is publicly known, was already known before disclosure, is received from a third party without breach, or is independently developed.

7.4 Required Disclosure

Disclosure is permitted if required by law, court order, or governmental request, provided prompt notice is given where legally permitted.

8. Indemnification

8.1 Your Indemnification

You will indemnify, defend, and hold us harmless against any third-party claim, demand, lawsuit, regulatory action, fine, penalty, or liability (including reasonable legal fees) arising out of:

• • Your unauthorized or illegal use of the Platform
• • Your breach of this Agreement
• • Your use of third-party integrations
• • Unauthorized use via your credentials
• • Your collection, use, or disclosure of end-user data through the Platform, including any failure to obtain required consents
• • Your submission of prohibited data in violation of Section 2.11
• • Any claim by your end users, customers, or contacts related to data you processed through the Platform
• • Any violation of applicable privacy, anti-spam, or data protection laws in connection with your use of the Platform

8.2 Our Indemnification

We will indemnify you against any claim alleging the Platform infringes a valid patent, registered trademark, or registered copyright. This does not apply if the claim arises from modification by you, combination with non-Raabto products, or use in violation of this Agreement. Our aggregate liability under this Section 8.2 is subject to the limitation set forth in Section 9.4.

8.3 Procedure

The indemnified party will notify the other within 30 days, give sole control of defense and settlement, and provide reasonable cooperation. Neither party will accept a settlement imposing obligations on the other without written consent.

9. Disclaimers and Limitation of Liability

9.1 Performance Warranty

We warrant that the Platform will be provided in a manner consistent with generally accepted industry standards. If the Platform does not conform to this warranty, you must notify us in writing with a detailed description of the non-conformance. We will use commercially reasonable efforts to correct it within 60 days of receiving your notice. If we fail to correct it within that period, either party may terminate the affected subscription with a pro-rata refund of prepaid unused fees.

9.2 Disclaimer of Warranties

EXCEPT AS SET FORTH IN SECTION 9.1, THE PLATFORM AND ALL RELATED SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

9.3 No Indirect Damages

TO THE EXTENT PERMITTED BY LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITIES, GOODWILL, OR ANTICIPATED SAVINGS, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR WHETHER EITHER PARTY WAS ADVISED OF THE POSSIBILITY.

9.4 Limitation of Liability

EACH PARTY’S AGGREGATE LIABILITY WILL NOT EXCEED THE TOTAL AMOUNTS PAID OR PAYABLE BY YOU IN THE 12-MONTH PERIOD PRECEDING THE CLAIM. FOR FREE SERVICES, OUR LIABILITY WILL NOT EXCEED $100 CAD.

9.5 Third-Party Products

We disclaim all liability with respect to Third-Party Products that you use in connection with the Platform.

9.6 Agreement to Liability Limit

YOU UNDERSTAND AND AGREE THAT ABSENT YOUR AGREEMENT TO THIS LIMITATION, WE WOULD NOT PROVIDE THE PLATFORM TO YOU.

9.7 Data Loss

WE ARE NOT LIABLE FOR ANY LOSS, CORRUPTION, OR UNAUTHORIZED ACCESS TO CUSTOMER DATA EXCEPT TO THE EXTENT DIRECTLY CAUSED BY OUR GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. YOU ARE RESPONSIBLE FOR MAINTAINING YOUR OWN BACKUPS OF CUSTOMER DATA.

9.8 Exclusive Remedy

THE REMEDIES SET FORTH IN THIS AGREEMENT ARE YOUR SOLE AND EXCLUSIVE REMEDIES FOR ANY BREACH OR FAILURE OF THE PLATFORM. NO ACTION, REGARDLESS OF FORM, MAY BE BROUGHT BY YOU MORE THAN ONE YEAR AFTER THE CAUSE OF ACTION ACCRUED, EXCEPT FOR CLAIMS RELATED TO NON-PAYMENT OR INTELLECTUAL PROPERTY INFRINGEMENT.

10. Dispute Resolution

Before initiating any legal proceeding, the parties agree to attempt in good faith to resolve any dispute by contacting the other party in writing and allowing 30 days for resolution.

TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT ANY DISPUTE WILL BE RESOLVED ON AN INDIVIDUAL BASIS AND NOT AS PART OF A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION AGAINST RAABTO.

11. Governing Law and Jurisdiction

This Agreement is governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles. Both parties consent to the exclusive jurisdiction and venue of the courts located in Brampton, Ontario, Canada.

12. Miscellaneous

12.1 Amendments

We may modify these Terms by posting a revised version at raabto.com/terms with reasonable advance notice. If you disagree with revised Terms, you may elect not to renew at the end of your current Subscription Term. No refund will be provided for the current term.

12.2 Force Majeure

Except for payment obligations, neither party will be liable for failure or delay caused by events beyond its reasonable control.

12.3 Relationship of the Parties

Nothing in this Agreement creates a joint venture, partnership, employment, or agency relationship.

12.4 Severability

If any provision is found invalid, the remaining provisions remain in full force.

12.5 Assignment

You may not assign this Agreement without our written consent, except in connection with a merger or sale of substantially all assets. We may assign to any Affiliate or in a corporate transaction.

12.6 Entire Agreement

This Agreement, the Privacy Policy, and any Order Form constitute the entire agreement between you and Raabto.

12.7 Electronic Communications

You consent to receive all communications, agreements, and notices electronically, including by email or through the Platform. Electronic communications satisfy any legal requirement that such communications be in writing.

12.8 Notices

Notices to Raabto: support@raabto.com. Notices to you: the email on your account. We may also notify through the Platform.

12.9 Survival

Sections 1, 3, 4.4, 4.5, 4.6, 5.1, 5.2, 5.6, 5.8, 6, 7, 8, 9, 10, 11, and 12 survive termination.

12.10 Limitation Period

See Section 9.8.

12.11 Authority

Each party represents it has full power and authority to enter into this Agreement.

12.12 No Third-Party Beneficiaries

Nothing in this Agreement confers any right upon any third party.

12.13 Contract for Services

This is a contract for services, not goods. The UN Convention on Contracts for the International Sale of Goods does not apply.

12.14 Compliance with Laws

We will comply with all applicable Canadian laws. You will comply with all applicable laws in your use of the Platform, including CASL and any export or trade laws.