--- title: "Terms of Service for AI Agents and Services | EluxAI" url: "https://eluxai.com/legal/terms-of-service/" description: "The terms for EluxAI's website and agentic AI services in Canada: client duties, AI output limits, approvals, CAD fees, intellectual property and Ontario law." --- # Terms of Service for AI Agents and Services | EluxAI # Terms of service The terms that apply when you use the EluxAI website or engage our agents to answer, build, grow and protect your business. Last updated: September 12, 2026 ## Acceptance of these terms These terms of service govern your use of the EluxAI website and any services you buy from EluxAI. By using our website, accepting a quote or signing an order, you agree to these terms. If you accept them for a business, you confirm that you have authority to bind that business. In these terms, "EluxAI", "we" and "us" mean EluxAI of Markham, Ontario. "You" and "client" mean the person or business using our website or services. A quote, statement of work or order form you sign with us forms part of the agreement and governs where it conflicts with these terms. Our services are intended for businesses and other organizations. If you are not acting for a business, contact us before buying so we can confirm which terms apply. ## Our services EluxAI designs, deploys and operates AI agents that perform work for businesses across Canada. Each engagement is described in a quote or statement of work that sets out the agents, scope, deliverables, schedule and fees. The [services overview](/services/ "EluxAI services") describes each service in more detail. Our services include: - Agents that answer phone calls, text messages and email for your business, including calls that may be recorded and transcribed. - Agent teams that plan, build, test and deploy websites and web apps. - SEO and marketing agents that audit sites, track rankings, draft content and publish to your channels. - Custom operations agents that run routines, manage tickets and report to your team. - Authorized, non-destructive security testing of systems you own or are permitted to test. - Private AI knowledge bases built from documents you supply. Our platform runs on NVIDIA GPUs and relies on service providers for functions such as telephone networks and hosting. We may change or improve the technology behind a service, provided the change does not materially reduce the service described in your order. ## Your responsibilities as a client You are responsible for how you direct our agents and for the information you give them. Agents act for your business, so the laws that apply to your communications, marketing and records still apply to you. We flag obvious compliance concerns we notice, but we are not your legal adviser. ### Lawful use You must use our services only for lawful purposes. You must follow the laws of Canada and of every province or country where you operate or contact people. You must also hold the rights you need to the content, data, trademarks and accounts you give us. ### Consent for calls, texts and emails You are responsible for obtaining and recording every consent required for the calls, texts and emails you direct our agents to make or send. This includes consent or notice for call recording where the law requires it. You must also give your customers any privacy notice the law requires about your use of AI agents and service providers. ### CRTC rules and CASL Outbound calls and messages must comply with the CRTC Unsolicited Telecommunications Rules, including the National Do Not Call List rules where they apply. Commercial electronic messages must comply with Canada's Anti-Spam Legislation, known as CASL. That means valid consent, clear sender identification and a working unsubscribe mechanism honoured within the required time. You must tell us about any person who withdraws consent or unsubscribes through a channel we do not monitor. We may pause an outbound campaign if we believe it breaches these rules. ### Accounts and access You are responsible for keeping your login details secure and for the actions of people you give access to. Tell us promptly if you suspect unauthorized access. When you connect accounts such as your inbox, website, code repository or social accounts, you confirm that you are allowed to grant that access. ## AI outputs and human review AI agents can make mistakes. Transcripts, summaries, drafts, code, audits, content and recommendations may be incomplete, inaccurate or out of date. You are responsible for reviewing outputs before relying on them for important decisions, such as legal, financial, medical, safety or employment decisions. We design agents to work within hard limits and to escalate uncertain or sensitive situations to a person. We also review our own work using the quality steps described in your order. Those steps reduce errors but cannot remove them, and AI outputs are not professional advice. You must not present an agent as a human when someone sincerely asks. You must not use agents to impersonate a real person without that person's consent. ## Approvals and your control You decide how much an agent can do on its own. Your order or workspace settings define which actions need approval first, such as sending an email, publishing a post, deploying code or changing a record. When you approve an action, you accept responsibility for its result. Agent actions are recorded in an audit log available to you. You can pause or stop agents at any time using the kill switch or by contacting us. If you relax approval rules, you accept the higher risk that errors reach customers without review. ## Security testing authorization We perform security testing only on systems you own or are authorized in writing to test. Before any engagement begins, you must sign a written authorization that identifies the targets, the testing window and any exclusions. If a third party hosts or manages a system, you must obtain its written permission where its terms require it. Our testing is non-destructive. We do not intentionally cause outages, delete data or exploit weaknesses beyond what is needed to safely confirm a finding. Testing can still slow or disrupt fragile systems, so keep current backups and tell us about sensitive systems in advance. Findings are confidential and delivered for your use in fixing issues. We never test targets outside the written scope, and we may stop testing if authorization is unclear. ## Acceptable use You must not use our website or services, or instruct our agents, to do anything harmful, deceptive or unlawful. We may refuse, pause or end any task that breaches this section. In particular, you must not: - Send spam, unsolicited automated calls or messages to people who have not consented. - Harass, threaten, defraud or discriminate against anyone. - Collect personal information without authority or profile people without a lawful basis. - Test, scan or attack systems you are not authorized to test. - Create or distribute malware, or content that infringes intellectual property or privacy rights. - Impersonate a person or organization, or mislead people about who they are dealing with. - Reverse engineer, overload or bypass the security of our platform or another client's workspace. - Use our confidential materials to build a competing product. ## Quotes, fees and taxes We quote in Canadian dollars after a free assessment. Fees are set out in your quote or order and do not include applicable taxes. Unless your order says otherwise, invoices are due within 30 days of the invoice date. ### Quotes and changes in scope A quote is valid for the period stated on it, or for 30 days if no period is stated. Market price ranges on our website are general information, not quotes. Work outside the agreed scope requires a written change order and may change the fees. ### Taxes You pay all applicable sales taxes in addition to our fees. Depending on your location, these may include HST, GST, QST or provincial sales tax. Our invoices show our tax registration numbers where required. ### Usage and third-party costs Some services are billed by usage, such as call minutes, text messages or email volume. Your order explains how usage is measured and billed. Costs you pay directly to others, such as domain names, advertising spend or software licences you hold, remain your responsibility. ### Late payment If an invoice is overdue, we may charge interest at the rate stated in your order. After written notice, we may suspend services until the account is paid. Suspension does not end your obligation to pay fees already owed. ## Intellectual property Once you have paid in full, you own the deliverables we create specifically for you. Deliverables include your website and app code, content, designs and reports. Until payment is complete, you have a limited licence to use deliverables for review and for the engagement. EluxAI keeps all rights in its platform, including its agents, software, prompts, workflows, models, tools, templates, know-how and improvements. Your deliverables may include general components we reuse across clients. We grant you a non-exclusive, perpetual licence to use those components as part of your deliverables. You keep ownership of your data, documents, content, trademarks and other materials. You grant us a licence to use them only to perform the services. Open-source components remain subject to their own licences, which we identify on request. ## Confidentiality Each party must protect the other's confidential information with at least reasonable care and use it only for the engagement. Confidential information includes business plans, customer data, pricing, security findings, source code and platform details. It excludes information that is public, already known, independently developed or lawfully received from someone else. A party may disclose confidential information when the law or a court requires it, after giving notice where allowed. These obligations continue for five years after the engagement ends. They continue indefinitely for trade secrets, security findings and personal information. ## Privacy and data Our [privacy policy](/legal/privacy-policy/ "Privacy policy") explains how we handle personal information. When our agents process personal information for you, we act as your service provider and follow your instructions. You remain responsible for having a lawful basis and giving any required notices. Where the law requires it, we will sign a data processing agreement with you. ## Warranty disclaimer We will perform services with reasonable skill and care, in line with your order. Apart from that promise and any warranty in a signed order, our website and services are provided "as is" and "as available". To the fullest extent the law permits, we disclaim all other warranties, conditions and representations. This includes implied warranties of merchantable quality, fitness for a particular purpose, uninterrupted operation and error-free output. We do not guarantee rankings, leads, revenue or call volumes, or that security testing will find every vulnerability. Telephone, internet and service provider networks can fail for reasons outside our control. ## Limitation of liability To the fullest extent the law permits, neither party is liable for indirect, incidental, special, consequential or punitive damages. This includes lost profits, lost revenue, lost data and harm to reputation, even if the party was told such losses were possible. Our total liability for all claims is limited to the fees you paid us in the 12 months before the event giving rise to the claim. These limits do not apply where the law forbids them, including liability for fraud or wilful misconduct. ## Indemnity You will defend and indemnify EluxAI and its owners, employees and contractors against claims, fines, losses and reasonable legal costs arising from your breach of these terms. The same applies to claims arising from your content or data, your instructions to our agents and communications sent without the consent the law requires. It also covers testing of systems you had no authority to authorize. We will defend and indemnify you against third-party claims that a deliverable we created infringes Canadian intellectual property rights, when used as we delivered it. This does not apply to your materials, third-party components or changes made by someone other than us. ## Suspension and termination Either party may end an engagement as set out in the order. If the order is silent, either party may end it with 30 days' written notice. Either party may end it immediately if the other commits a serious breach and does not fix it within 15 days of written notice. We may suspend an agent or service immediately to prevent harm, a legal breach or a security risk, and we will tell you why promptly. When an engagement ends, you pay for work performed and costs incurred up to the end date. We return or delete your data as your order and our privacy policy describe. Terms that by their nature should survive termination continue to apply. These include payment, intellectual property, confidentiality, disclaimers, limits of liability, indemnity and governing law. ## Governing law and disputes These terms are governed by the laws of the Province of Ontario and the federal laws of Canada that apply there. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Each party submits to the exclusive jurisdiction of the courts located in Toronto, Ontario. Before starting a court proceeding, each party agrees to try in good faith to resolve the dispute through discussion between senior representatives for 30 days. Either party may still seek urgent injunctive relief at any time. ## General terms These terms, your order and the documents they refer to form the entire agreement between us for the services. If a court finds part of these terms unenforceable, the rest remains in effect. Neither party may assign the agreement without the other's consent, except to a successor of its business. Neither party is liable for delays caused by events beyond its reasonable control, other than delays in paying fees. Clients located in Quebec may request a French version of these terms before agreeing to them. ## Changes to these terms We may update these terms from time to time, and the date at the top of this page shows the current version. For active clients, material changes take effect 30 days after we notify you by email. A change does not apply to a signed order until that order renews, unless you agree. ## Contact us about these terms Send questions about these terms, your order or an invoice to our team. Include your company name and quote number if you have one, so we can answer quickly. People answer Monday to Friday, 9 a.m. to 6 p.m. Eastern. - Email: [innovation@eluxai.com](mailto:innovation@eluxai.com "Email innovation@eluxai.com") - Phone: [(289) 800-1722](tel:+12898001722 "Call EluxAI at (289) 800-1722") - Location: Markham, Ontario, Canada Questions about these terms may also be sent through our [contact page](/contact/ "Contact EluxAI"); the companion policies are listed on the [legal hub](/legal/ "Legal information").