Terms of Service

Effective Date: August 4, 2025
Last Updated: August 4, 2025

Welcome to Proactivly™, your AI Business Partner. Please read on to learn the rules and restrictions that govern your use of our website(s), products, services and applications (the "Services").

This Terms of Service should be read in conjunction with our Privacy Policy, which governs how we collect, use, and protect your personal information.

These Terms of Use (the "Terms") are a binding contract between you and 1001293068 ONTARIO INC., operating as Proactivly™ ("Proactivly," "we" and "us"). BY USING THE PROACTIVLY™ SERVICES IN ANY WAY, INCLUDING PURCHASING ANY SERVICES WE SELL, YOU: (A) REPRESENT AND WARRANT THAT (I) YOU HAVE REACHED THE AGE OF MAJORITY IN YOUR JURISDICTION, (II) YOU HAVE THE CAPACITY TO ENTER INTO BINDING OBLIGATIONS, AND (III) ALL INFORMATION SUPPLIED BY YOU TO US IS TRUE, ACCURATE, CURRENT, AND COMPLETE; AND (B) AGREE TO BE BOUND BY AND COMPLY WITH THESE TERMS OF USE.

IF YOU ARE USING THE PROACTIVLY™ SERVICES ON BEHALF OF ANOTHER PERSON OR A CORPORATE ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO BIND SUCH PERSON OR ENTITY TO THESE TERMS OF USE.

PROACTIVLY™'S DIRECT COMPETITORS ARE PROHIBITED FROM ACCESSING THE SERVICES, EXCEPT WITH PROACTIVLY™'S PRIOR WRITTEN CONSENT.

I. Changes to these Terms and the Services

Except where prohibited by applicable law, we reserve the right to change any element of these Terms at any time. When we change these Terms, we will: (i) place a notice on our website, send you an email, and/or notify you by some other means as required by applicable law; (ii) post a new version to our website; and (iii) update the "Last Updated" date. We may require you to provide consent to the updated Terms in a specified manner before further use of the Services is permitted. If you do not agree to any change(s) after receiving notice, you will stop using the Services. Otherwise, your continued access to or use of the Services after any changes indicates your acceptance of such changes.

Except where prohibited by applicable law, we reserve the right to change any element of the Services at any time, without notice. We may, at our discretion, suspend your access to the Services: (i) for scheduled maintenance; (ii) due to a force majeure event; (iii) if you are delinquent in payment; (iv) if we believe in good faith that you have violated these Terms or our usage policies; (v) to address emergency security concerns; or (vi) if required by law or regulatory body.

You may need to update third-party software from time to time to use the Services. We may engage third parties, including cloud service providers, to provide the Services.

II. What is Proactivly™?

Proactivly™ is an AI-powered business planning platform that transforms your business ideas into actionable strategies and comprehensive business plans within minutes. Our Services include:

AI Business Strategy Generator: Natural language processing that converts your business ideas into structured plans
Market Research and Validation: Real-time market insights and business model validation
Financial Projections: Automated financial forecasting and business metrics
Business Roadmap Creation: Step-by-step implementation plans and growth strategies
Dashboard Analytics: Clear, actionable business insights and performance tracking

YOU ACKNOWLEDGE AND AGREE THAT PROACTIVLY™ HAS BEEN DESIGNED FOR BUSINESS USE AND YOU REPRESENT AND WARRANT THAT YOU WILL NOT USE THE SERVICES FOR PERSONAL, FAMILY OR HOUSEHOLD PURPOSES.

III. Launch Partner Program and Promotional Offers

We may offer promotional programs from time to time, including but not limited to "Launch Partner," "Early Access," or similar programs providing free or discounted access periods to users. These programs are subject to:

Eligibility Requirements: Limited to qualifying users as determined by Proactivly™ in our sole discretion
Variable Terms: Promotional terms (including duration, features, and benefits) may vary and will be specified at the time of enrollment
Term Limitations: Promotional access periods are temporary and may convert to paid plans unless cancelled before the promotional period ends
Usage Restrictions: Fair use policies apply to prevent abuse of promotional offerings
Modification Rights: We reserve the right to modify, suspend, or terminate promotional programs at any time with reasonable notice
Availability: Promotional offers may not be available in all jurisdictions and may be limited by number of participants

We may establish promotional offers with terms including but not limited to:

Free access periods of varying duration (e.g., 1 week, 1 month, 3 months, etc.)
Discounted subscription rates for specified periods
Enhanced features or priority support during promotional periods
Early access to new features or services
Credits or usage allowances

Terms and Conditions: The specific terms of any promotional offer will be clearly communicated at the time of signup and are incorporated into these Terms. We reserve the right to verify eligibility and may request additional information to prevent abuse.

No Guarantee: Promotional offers are discretionary and we make no commitment to offer any specific promotional program in the future.

IV. User Account and Electronic Communications

User Account Requirements

To access certain features of the Services, you may be required to successfully sign up for a user account and select a username and password ("User ID").

Account Security: You will keep your User ID secure and will not grant access to or share your User ID with any other person
Accurate Information: You must provide us with true, accurate, current and complete information for your User ID
Account Termination: We reserve the right to disable any User ID at any time in our sole discretion
Account Responsibility: You are solely responsible for all use of your User ID and all activities that occur under your account

We may take any action necessary to ensure account security, including terminating accounts, changing passwords, or requesting additional verification.

Electronic Communications

When you use the Services or send electronic messages to us, you consent to receive communications from us electronically. We will communicate with you by email or by posting notices on the Services. You agree that all agreements, notices, and communications provided electronically satisfy legal requirements for written communications.

Service Communications: You acknowledge that we will send you service-related emails relating to your account, including service updates. Your consent to receive electronic communications applies to all interactions with us.

Marketing Communications: You may receive email communications about our products and services. You can unsubscribe from promotional emails at any time by clicking the unsubscribe link or contacting us at info@proactivly.app.

Accurate Contact Information: You are responsible for providing accurate contact information, including your email address, and promptly updating any changes.

V. Privacy and Data Protection

Proactivly™ takes the privacy of its users very seriously and complies with the Personal Information Protection and Electronic Documents Act (PIPEDA) and applicable provincial privacy laws. For our complete privacy practices, please see the Privacy Policy section below.

Children's Online Privacy Protection

In accordance with Canadian privacy laws, we do not knowingly collect or solicit personally identifiable information from children who are under the age of majority in their province of residence without verifiable parental consent. If you believe that a child may have provided us personal information without proper consent, please contact us at info@proactivly.app.

VI. Account Setup and Usage Requirements

You may be required to sign up for an account and provide us with certain information about yourself and your business ideas, such as:

Contact information (name, email, phone)
Business concept and industry details
Target market information
Financial expectations and goals

You promise to provide us with accurate, complete, and updated information. You may not create an account using false information or impersonate another person or business.

You will use the Services for legitimate business planning purposes only, in compliance with all applicable Canadian federal and provincial laws. You're responsible for maintaining the security of your account and all activity that occurs under your account.

VII. Marketing and Communications

As part of the Services, you may receive:

AI-generated business insights and recommendations
Email communications about your business plans and progress
Service updates and feature announcements
Educational content about business planning and strategy

In accordance with Canada's Anti-Spam Legislation (CASL), you may opt out of commercial electronic messages at any time using the unsubscribe mechanism provided.

VIII. Are there restrictions in how I can use the Services?

You agree that you will not use Proactivly™ or contribute content to the Services in a manner that:

Violates any Canadian federal or provincial laws or regulations
Infringes on intellectual property rights of others
Uses our AI tools to generate content for illegal business activities
Attempts to reverse engineer our AI algorithms or proprietary technology
Creates business plans for activities involving:
- Illegal substances or services
- Fraudulent or deceptive business practices
- Adult entertainment or gambling (where prohibited)
- Multi-level marketing or pyramid schemes
- Any high-risk activities that could harm individuals or communities
Shares account access with unauthorized users
Attempts to scrape, copy, or redistribute our proprietary business data
Interferes with the proper functioning of our AI systems
Uses the Services to directly compete with Proactivly™

IX. Customer Data and AI Training

YOU GRANT US A NONEXCLUSIVE, WORLDWIDE, ROYALTY-FREE, IRREVOCABLE, SUBLICENSABLE, AND FULLY PAID-UP RIGHT TO ACCESS, COLLECT, USE, PROCESS, STORE, DISCLOSE AND TRANSMIT ANY DATA, INFORMATION, CONTENT, RECORDS OR FILES THAT YOU SUBMIT TO THE SERVICES ("CUSTOMER DATA") TO: (I) PROVIDE THE SERVICES; (II) EXERCISE OUR RIGHTS AND PERFORM OUR OBLIGATIONS UNDER THESE TERMS, INCLUDING ENSURING YOU ARE COMPLYING WITH THESE TERMS AND OUR USAGE POLICIES; AND (III) IMPROVE AND ENHANCE THE SERVICES AND OUR OTHER OFFERINGS, INCLUDING BY USING CUSTOMER DATA TO TRAIN AND IMPROVE OUR AI MODELS.

IMPORTANT DATA TRAINING NOTICE: We may use your business ideas, prompts, and generated content to improve our AI algorithms and develop better business planning capabilities. However:

Enterprise Opt-Out: Paying customers can opt out of AI training through their account dashboard
Anonymization: Training data is aggregated and anonymized to remove identifying information
No Competitive Sharing: Your specific business concepts are never shared with competitors or other users
Zero Retention Option: Enterprise customers may request zero data retention policies

We strongly recommend that you do not upload personal information about individuals when using our Services. If you choose to include personal information, you are responsible for complying with applicable privacy laws.

Your Business Ideas and Input ("Prompts")

You retain full ownership of your original business ideas, concepts, and information that you provide to Proactivly™. We do not claim ownership of your underlying business concepts.

AI-Generated Business Plans and Outputs

Subject to your compliance with these Terms and applicable law, you own the customized business plans, financial projections, and strategic recommendations generated by our AI specifically for your business ("Outputs"). You may:

Use, modify, and implement the business strategies
Share your business plans with investors, lenders, and partners
Incorporate the recommendations into your actual business operations

X. Intellectual Property Protection

Our AI algorithms, business planning methodologies, and proprietary databases are protected by intellectual property laws. You may not:

Attempt to copy, reverse engineer, or recreate our AI technology
Use our Services to create competing business planning tools
Extract our proprietary business research data for commercial purposes

If you believe someone is infringing your intellectual property through our Services, please contact us at info@proactivly.app with detailed information.

XI. Who is responsible for what I see and do with the Services?

AI-Generated Recommendations

While our AI provides business insights based on extensive data and successful business models, you acknowledge that:

All business decisions and implementations are your responsibility
Market conditions can change and affect the viability of recommendations
You should validate AI suggestions with your own research and professional advisors
Success is not guaranteed despite following AI-generated business plans

Third-Party Information

Our AI may incorporate publicly available market data and business intelligence. We strive for accuracy but cannot guarantee that all third-party information is current or error-free.

XII. Do the Services cost anything?

Pricing Structure

Proactivly™ offers both free and paid tiers:

Free Access: Basic business plan generation with limited features Paid Subscriptions: Enhanced AI capabilities, detailed financial modeling, and premium support

All prices are displayed in Canadian dollars and include applicable taxes. We use Stripe Inc. for payment processing, which complies with Canadian payment regulations.

Launch Partner Program

Qualifying new users may receive extended free access through our Launch Partner program. This includes:

Variable free access periods as determined by current promotional offers
Priority customer support
Exclusive business insights and networking opportunities

Free periods will automatically convert to paid subscriptions unless cancelled before the trial ends.

XIII. What if I want to stop using the Services?

Self-Service Account Termination

You may terminate your account at any time through the following methods:

Online Account Settings: Log into your Proactivly™ account and navigate to Account Settings > Delete Account. This provides immediate account closure with confirmation prompts.

Subscription Management: Cancel recurring subscriptions directly through your account dashboard under Billing > Manage Subscription.

Email Request: Contact info@proactivly.app for assistance with account closure or if you cannot access your account.

Account Deletion Process

Self-Service Deletion:

Log into your Proactivly™ account
Navigate to Account Settings > Privacy & Security > Delete Account
Confirm your identity and review data export options
Select permanent account deletion and confirm your choice
Receive email confirmation of deletion request

What Gets Deleted:

Your user profile and login credentials
Personal contact information and preferences
Business plans and AI-generated content (unless exported)
Usage history and analytics data
Subscription and billing information (subject to legal retention requirements)

What We Retain:

Transaction records for tax and legal compliance (7 years)
Anonymized usage data for service improvement
Communications required for legal proceedings
Any data subject to Canadian legal retention requirements

Timeline for Deletion:

Immediate: Account access terminated and login disabled
30 Days: Data export window closes if not already completed
90 Days: Complete deletion of all personal information not subject to legal retention
Confirmation: Email notification when deletion is complete

Irreversible Process: Account deletion cannot be undone. Ensure you export any business plans or data you wish to keep before proceeding.

What Happens When You Terminate

Upon account termination:

Data Ownership: You retain full ownership of all business plans and content created during service use
Data Export: You have 30 days to download and export your business plans, financial models, and other data
Data Deletion: We will delete your personal information in accordance with our data retention policies after the export period
Subscription Billing: Active subscriptions will be cancelled and no further charges will occur
Access Period: You maintain read-only access to your content for 30 days to facilitate data export

Our Right to Terminate

We may terminate or suspend accounts for violations of these Terms under the following circumstances:

Immediate Termination for Serious Violations: For violations involving illegal activities, violence, adult content, harassment, fraud, or other serious breaches of our Terms, we reserve the right to:

Terminate your account immediately without prior notice
Suspend access to all Services and data immediately
Delete your account and associated data without providing export opportunities
Report illegal activities to appropriate Canadian authorities

Standard Termination Process: For less serious violations (such as payment issues, minor policy breaches, or technical misuse), we will:

Provide reasonable notice of the violation and opportunity to cure
Allow the standard 30-day data export period if termination proceeds
Follow progressive enforcement (warnings, temporary suspension, then termination)

Emergency Suspension: We may temporarily suspend accounts pending investigation of suspected violations while preserving data during the investigation period.

The type of termination process used will depend on the severity and nature of the violation, as determined by Proactivly™ in its sole discretion.

Survival of Terms

Certain provisions survive account termination, including data ownership rights, payment obligations for services already provided, and dispute resolution procedures.

XIV. AI-Generated Content and Limitations

AI Technology Disclaimers

IMPORTANT AI LIMITATIONS: Our Services use artificial intelligence and machine learning technologies to generate business plans, market research, and strategic recommendations. You acknowledge and agree that:

AI-Generated Content May Contain Errors: AI-generated business plans, financial projections, market analysis, and recommendations may contain inaccuracies, outdated information, or errors. You are responsible for verifying all AI-generated content before relying on it for business decisions.

No Guarantee of Accuracy: We do not guarantee the accuracy, completeness, reliability, or suitability of any AI-generated content. Market conditions, business environments, and regulatory requirements change frequently and may not be reflected in AI outputs.

Professional Advice Required: AI-generated content is not a substitute for professional business, financial, legal, or accounting advice. You should consult qualified professionals before making significant business decisions based on AI recommendations.

Bias and Limitations: AI models may contain inherent biases or limitations based on their training data. AI-generated content may not account for unique aspects of your specific business, industry, or market conditions.

Hallucination and False Information: AI systems may occasionally generate false, misleading, or entirely fabricated information that appears credible ("hallucination"). Always verify critical information through independent sources.

No Liability for AI Errors: TO THE FULLEST EXTENT PERMITTED BY CANADIAN LAW, WE ARE NOT LIABLE FOR ANY LOSSES, DAMAGES, OR ADVERSE OUTCOMES RESULTING FROM RELIANCE ON AI-GENERATED CONTENT, INCLUDING INACCURATE FINANCIAL PROJECTIONS, MARKET ANALYSIS, OR BUSINESS RECOMMENDATIONS.

Your Responsibilities

You agree to:

Verify AI Content: Independently verify all AI-generated information before using it
Exercise Judgment: Apply your own business judgment and expertise to all recommendations
Seek Professional Advice: Consult appropriate professionals for significant business decisions
Monitor Performance: Regularly review and update business plans based on actual performance
Understand Limitations: Recognize that AI is a tool to assist, not replace, human decision-making

XV. Disclaimers and Limitations

Business Success Disclaimer

THE LAWS OF CERTAIN JURISDICTIONS, INCLUDING QUEBEC, DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN LEGAL WARRANTIES, CONDITIONS OR REPRESENTATIONS. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE EXCLUSIONS OR LIMITATIONS IN THESE TERMS MAY NOT APPLY, AND YOU MAY HAVE ADDITIONAL RIGHTS.

TO THE FULLEST EXTENT PERMITTED BY CANADIAN LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITH ALL FAULTS AND WITHOUT WARRANTIES OF ANY KIND. WE DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR COLLATERAL, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

IMPORTANT: While Proactivly™ provides AI-powered business planning tools based on successful business models and market data, we cannot guarantee the success of any business venture. Market conditions, execution, competition, and numerous other factors affect business outcomes.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY CANADIAN LAW, IN NO EVENT WILL WE BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR LOST PROFITS, LOSS OF USE, LOSS OF DATA, OR OTHER LIABILITIES, WHETHER OR NOT WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE FULLEST EXTENT PERMITTED BY CANADIAN LAW, OUR TOTAL AGGREGATE LIABILITY UNDER THESE TERMS WILL NOT EXCEED $100 CAD. THE EXISTENCE OF MULTIPLE CLAIMS WILL NOT INCREASE THIS MAXIMUM LIABILITY AMOUNT.

Consumer Protection

Nothing in these Terms excludes or limits our liability for fraud, gross negligence, or violations of Canadian consumer protection laws that cannot be legally excluded.

XVI. Indemnification

You will defend, indemnify and hold harmless Proactivly™ and our officers, directors, employees, agents, and service providers from and against any claims, causes of action, demands, recoveries, losses, damages, fines, penalties or other costs or expenses of any kind including reasonable legal and accounting fees, arising out of or in connection with:

Your use of the Services (except to the extent prohibited by law)
Your breach of any provision of these Terms
Your violation of any law or the rights of a third party (including intellectual property rights)
Your Customer Data or business information
Any viruses, malware, or other harmful code input by you into the Services

We reserve the right, at our own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with us in asserting any available defenses.

XVII. Governing Law and Disputes

Choice of Law: Except as restricted by applicable law, these Terms will be governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein (without giving effect to any principles of conflicts of law). Such laws apply to your access to or use of the Services notwithstanding your physical location. You will only use the Services in jurisdictions where they may lawfully be used.

Jurisdiction: Except as restricted by applicable law, you hereby consent to the exclusive jurisdiction and venue of courts in Toronto, Ontario in all disputes arising out of or relating to the use of the Services. This choice of jurisdiction does not prevent us from seeking injunctive relief with respect to intellectual property rights violations in any appropriate jurisdiction.

Consumer Rights: Canadian consumers have additional rights under federal and provincial consumer protection legislation that cannot be waived by these Terms.

Dispute Resolution: If you believe that Proactivly™ has not adhered to these Terms, please contact us using the information below. We will do our best to address your concerns. If you feel that your complaint has been addressed incompletely, we invite you to let us know for further investigation.

Language: It is the express wish of the parties that these Terms and all related documents be drawn up in English. C'est la volonté expresse des parties que la présente convention ainsi que les documents qui s'y rattachent soient rédigés en anglais.

XVIII. General Provisions

Entire Agreement: These Terms, together with our Privacy Policy and any subscription agreements, constitute the entire agreement between you and us pertaining to the subject matter hereof and supersede all prior communications and proposals between you and us with respect to the Services.

Waiver: Our failure to insist upon or enforce strict performance of any provision of these Terms will not be construed as a waiver of any provision or right. A waiver of any provision must be in writing and a waiver in one instance will not preclude enforcement on other occasions.

Severability: If any provision of these Terms is determined to be void, invalid or otherwise unenforceable by a court of competent jurisdiction, such provision will be severed and all other provisions will remain in full force and effect.

Assignment: You will not assign these Terms to any third party without our prior written consent. We may assign these Terms or any rights under these Terms to any third party without your consent. Any attempted assignment in violation of this section will be null and void.

Survival: The following sections will survive expiration or termination of these Terms: Customer Data and AI Training, Intellectual Property Protection, Disclaimers and Limitations, Indemnification, Governing Law and Disputes, and General Provisions.

Force Majeure: We will not be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond our reasonable control, including Internet failures, equipment failures, strikes, riots, fires, floods, storms, explosions, pandemics, acts of God, war, governmental actions, or non-performance of third parties.

XIX. Contact Information

If you have any questions or comments regarding these Terms of Service, please contact us at:

Email: info@proactivly.app
Address: 5100 Erin Mills Pkwy, Suite I3, Mississauga, ON L5M 4Z5

Legal Notice: These Terms of Service are governed by the laws of Ontario, Canada. Disputes will be resolved in the courts of Toronto, Ontario.

These Terms of Service are effective as of April 4, 2025, and govern your use of services provided by 1001293068 Ontario Inc., operating as Proactivly™.