Terms of Service
1. Term
This agreement commences when the User signs up for the Service and continues until the User terminates their account, or until the account is otherwise terminated in accordance with clause 12 (the “Term”).
2. Use of the Service and Licence
2.1 Subject to the User signing up to the Service, the restrictions in this clause 2, and the other terms and conditions of this agreement, FloWorxIQ Inc. (“FloWorxIQ”) grants the User a non-exclusive, non-transferable, non-sublicensable right and licence to use the Service and Documentation during the Term.
2.2 The User shall not access, store, distribute or transmit any Viruses, or any material that:
is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive;
facilitates illegal activity;
depicts sexually explicit images;
promotes unlawful violence;
is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability; or
is otherwise illegal or causes damage or injury to any person or property.
FloWorxIQ may, without liability and without prejudice to its other rights, disable access to material that breaches this clause.
2.3 The User shall not:
(a) except to the extent permitted by applicable law: copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute any portion of the Software and/or Documentation in any form or media;
(b) de-compile, reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form any part of the Software;
(c) access any part of the Service or Documentation to build a competing product or service;
(d) use the Service and/or Documentation to provide services to third parties;
(e) license, sell, rent, lease, transfer, assign, distribute, display, disclose, commercially exploit, or otherwise make the Service and/or Documentation available to any third party, except as expressly permitted herein;
(f) attempt to obtain, or assist third parties in obtaining, access to the Service and/or Documentation other than as provided under this agreement; or
(g) introduce or permit the introduction of any Virus or Vulnerability into FloWorxIQ’s systems.
2.4 The User shall use reasonable efforts to prevent unauthorised access to, or use of, the Service and/or Documentation and shall promptly notify FloWorxIQ of any such unauthorised access or use.
3. Service
3.1 During the Term, FloWorxIQ will provide the Service and make the Documentation available to the User subject to this agreement.
3.2 FloWorxIQ will use commercially reasonable efforts to make the Service available 24/7, except for: (a) planned maintenance during Normal Business Hours; and (b) unscheduled maintenance outside Normal Business Hours.
3.3 As part of the Service, FloWorxIQ will provide standard support during Normal Business Hours (defined below) under FloWorxIQ’s Support Service Policy then in effect, as updated from time to time.
Normal Business Hours: 8:00 a.m.–6:00 p.m. Mountain Time on Business Days.
4. Data Protection and Usage Data
4.1 Each party will comply with Applicable Privacy Laws, including PIPEDA, Alberta’s PIPA, and, where applicable, the GDPR and other data protection laws.
4.2 The User consents to FloWorxIQ storing/accessing information on User devices used to access the Service to gather information relating to provision, use, and performance of the Service (“Usage Data”).
4.3 During and after the agreement, FloWorxIQ may:
(a) use Usage Data to operate, maintain, secure, support, and improve the Service and similar offerings;
(b) use Usage Data to develop and evaluate features, including AI-assisted features, only on an aggregated and de-identified basis; and
(c) disclose aggregated, de-identified Usage Data to third parties where reasonably necessary for the foregoing and consistent with Applicable Privacy Laws.
FloWorxIQ will not disclose such data in a manner that identifies the User or individuals.
5. AI/LLM Providers
5.1 Language Model Providers. FloWorxIQ uses third-party large language models (“Language Model Providers”) to enable certain AI features (e.g., email categorization, draft generation, and optional audio transcription).
5.2 Data Use Limits. FloWorxIQ may share User Data or User Content with Language Model Providers solely to provide the Service. Such data is not used to train the providers’ base models.
5.3 Consent. Where required by law or your settings, FloWorxIQ will seek explicit consent for AI processing. You are responsible for obtaining any legally required consents from your end users and meeting participants for recordings and AI processing.
5.4 Zero Retention. FloWorxIQ maintains a zero data retention requirement with its AI providers for customer API data, unless retention is necessary to provide the Service or comply with law.
6. FloWorxIQ’s Obligations
6.1 FloWorxIQ will perform the Service substantially in accordance with the Documentation and with reasonable skill and care.
6.2 FloWorxIQ does not warrant that: (a) the Service will be uninterrupted or error-free; (b) the Service, Documentation, or information obtained through the Service will meet the User’s requirements; or (c) the Software/Service will be free from Vulnerabilities or Viruses. Internet-based services may be subject to limitations, delays, and other problems.
6.3 FloWorxIQ will maintain necessary licences, consents, and permissions to perform its obligations.
6.4 Back-Ups. FloWorxIQ will follow its back-up procedures for User Data as set out in its Back-Up Policy available at app.floworxiq.com (or successor site). If User Data is lost or damaged, the User’s sole remedy is reasonable commercial efforts by FloWorxIQ to restore from the latest back-up. FloWorxIQ is not responsible for loss, destruction, alteration, or disclosure of User Data by third parties (other than its subcontractors for whom it remains responsible).
7. User’s Obligations
The User shall:
(a) provide FloWorxIQ with cooperation, access, and information necessary to provide the Service (including User Data, security/access details, and configurations);
(b) consent (and ensure it has obtained all necessary third-party consents) to FloWorxIQ processing User Data and User Content, including with Language Model Providers, solely as necessary to provide the Service (revocable by email notice);
(c) comply with all applicable laws and regulations;
(d) perform User responsibilities in a timely manner;
(e) use the Service/Documentation in accordance with this agreement;
(f) maintain all licences, consents, and permissions necessary for FloWorxIQ and its contractors/agents (including Language Model Providers) to perform the Service;
(g) ensure its network and systems meet FloWorxIQ specifications;
(h) obtain legally required consent of every meeting participant before recording; not use recording if any participant does not consent; and comply with all recording/notification laws; and
(i) be solely responsible (except as expressly provided) for network connections and telecommunications links from its systems to FloWorxIQ’s systems.
7.2 Ownership. The User owns all right, title, and interest in and to User Data that is not personal data and is solely responsible for its legality, reliability, integrity, accuracy, and quality.
7.3 Feedback. The User acknowledges that FloWorxIQ (and its licensors) own all rights in suggestions, ideas, feedback, or recommendations provided by the User relating to the Service, and assigns such rights to FloWorxIQ.
8. Logo Licence (Optional)
The User grants FloWorxIQ a non-exclusive, royalty-free, worldwide licence to use the User’s company name/logo on FloWorxIQ’s website and marketing materials to identify the User as a client. This permission remains in effect until the subscription ends or the User requests removal in writing. FloWorxIQ will follow reasonable brand guidelines and not alter the logo without consent.
9. Charges and Payment
9.1 The User shall pay Subscription Fees for User Packages as set out on the Subscription Page.
9.2 Upon subscribing, the User will provide valid payment details and authorises FloWorxIQ to charge all applicable Subscription Fees.
9.3 FloWorxIQ may change Subscription Fees upon notice.
9.4 The User may terminate a User Package as set out on the Subscription Page.
10. Proprietary Rights
10.1 FloWorxIQ and its licensors own all intellectual property rights in the Service and Documentation. Except as expressly stated, no rights are granted in patents, copyrights, database rights, trade secrets, trade names, trademarks, or other IP.
10.2 FloWorxIQ confirms it has the rights necessary to grant the rights set out in this agreement.
11. Confidentiality
11.1 “Confidential Information” means information disclosed by a party (including by its Representatives) that is marked or reasonably understood to be confidential, including: business plans, users/clients, operations, processes, product information, designs, know-how, trade secrets, software, and information developed in the course of this agreement. Details of the Service and performance tests are FloWorxIQ Confidential Information. User Data is User Confidential Information.
11.2 Confidentiality exceptions include information that is public (through no breach), known on a non-confidential basis, independently developed, agreed in writing as non-confidential, or required by law/regulation/court order (with notice where legally permitted).
11.3 Each party shall keep the other’s Confidential Information confidential, use it only for performing this agreement, and disclose it only to Representatives who need to know and are bound to confidentiality. Each party is responsible for its Representatives’ compliance.
11.4 On termination, each party will return or destroy the other’s Confidential Information and delete it from systems where practicable, subject to legally required retention. Continuing confidentiality obligations apply to retained copies.
11.5 No public announcements about this agreement without prior written consent, except as required by law/regulation.
Survival: this clause survives for five (5) years after termination.
12. Indemnities
12.1 User Indemnity. The User will defend and indemnify FloWorxIQ from claims, losses, and costs arising from the User’s use of the Service/Documentation (excluding claims arising from FloWorxIQ’s breach), provided FloWorxIQ: (a) promptly notifies the User; (b) reasonably cooperates at the User’s expense; and (c) gives the User sole control of defence/settlement.
12.2 FloWorxIQ IP Indemnity. FloWorxIQ will defend the User against any claim that the User’s authorised use of the Service/Documentation infringes any Canadian copyright, trademark, patent or trade secret, and indemnify for judgments/settlements, provided the User: (a) promptly notifies FloWorxIQ; (b) provides reasonable cooperation; and (c) gives FloWorxIQ sole control of defence/settlement. FloWorxIQ may procure the right to continue use, modify/replace the Service to be non-infringing, or terminate the agreement with 2 Business Days’ notice and refund prepaid unused fees.
12.3 FloWorxIQ has no liability to the extent an infringement claim is based on: (a) modifications not made by FloWorxIQ; (b) use contrary to Documentation or this agreement; or (c) continued use after notice of alleged infringement.
This clause states the parties’ sole and exclusive remedies for third-party IP claims.
13. Limitation of Liability
13.1 Except as expressly provided, the User is solely responsible for any conclusions or actions based on the Service outputs and for the completeness/accuracy of all User Content provided to FloWorxIQ. Given the probabilistic nature of machine learning, outputs may be incorrect; the User should evaluate outputs appropriately, including human review where needed.
13.2 Disclaimer. THE SERVICE IS PROVIDED “AS IS”. TO THE MAXIMUM EXTENT PERMITTED BY LAW, FLOWORXIQ DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, NON-INFRINGEMENT, AND QUIET ENJOYMENT. FLOWORXIQ DOES NOT WARRANT UNINTERRUPTED, ACCURATE OR ERROR-FREE SERVICE, OR THAT USER CONTENT WILL BE SECURE OR NOT LOST/ALTERED.
13.3 Nothing excludes liability for: (a) death or personal injury caused by negligence; or (b) fraud or fraudulent misrepresentation.
13.4 Subject to 13.3:
(a) FloWorxIQ is not liable for lost profits, lost business, loss of goodwill, loss/corruption of data, wasted expenditure, or any indirect, special, incidental, exemplary or consequential damages, even if advised of the possibility; and
(b) FloWorxIQ’s total aggregate liability arising out of or related to this agreement shall not exceed the greater of CAD $1,000 or the Subscription Fees paid by the User in the six (6) months preceding the event giving rise to liability.
13.5 The User remains liable for any breach, infringement or misappropriation of FloWorxIQ IP rights.
14. Termination
14.1 This agreement may terminate if:
(a) FloWorxIQ provides 30 days’ notice to terminate the User’s account;
(b) access to a Language Model Provider required to provide the Service ceases, effective immediately;
(c) the User breaches this agreement or a Language Model Provider’s applicable terms, effective immediately;
(d) the User withdraws consent required for the Service by emailing FloWorxIQ, effective immediately; or
(e) as otherwise provided in this agreement.
14.2 Either party may terminate with immediate effect by written notice if: (a) the other party fails to pay overdue amounts within 30 days of written notice; or (b) the other party commits a material breach and fails to cure within 30 days of written notice.
14.3 Upon termination:
(a) all licences terminate and the User shall cease all use of the Service/Documentation;
(b) FloWorxIQ may delete User Data unless, within ten (10) days of termination, the User requests the most recent back-up; FloWorxIQ will use reasonable efforts to deliver a back-up within 30 days provided all sums due are paid; the User shall pay reasonable data return/transfer costs;
(c) accrued rights/obligations survive; and
(d) FloWorxIQ will use commercially reasonable efforts to ensure Language Model Providers cease to access or otherwise use User Content.
15. Force Majeure
Neither party is liable for delays or failures due to causes beyond its reasonable control. If such event lasts more than 3 months, the unaffected party may terminate on 30 days’ notice.
16. Conflict
If there is any inconsistency between the main body and any Schedule, the main body prevails.
17. Variation
No variation is effective unless in writing and signed by both parties.
18. Waiver
Waivers must be in writing. Failure or delay to exercise any right is not a waiver.
19. Rights and Remedies
Except as expressly provided, rights and remedies are cumulative and in addition to those at law.
20. Severance
If any provision is invalid/unenforceable, it is deemed modified to the minimum extent necessary; if not possible, it is deemed deleted, without affecting the remainder. The parties shall negotiate in good faith a valid replacement reflecting the original intent.
21. Entire Agreement
This agreement constitutes the entire agreement and supersedes all prior or contemporaneous understandings regarding its subject. Each party acknowledges it has not relied on statements not set out herein. Nothing limits liability for fraud.
22. Assignment
The User may not assign or transfer this agreement without FloWorxIQ’s prior written consent. FloWorxIQ may assign or subcontract its rights/obligations at any time.
23. No Partnership or Agency
Nothing creates a partnership, joint venture, or agency. Neither party may bind the other.
24. Third-Party Beneficiaries
There are no third-party beneficiaries to this agreement.
25. Notices
Notices must be in writing and sent by email to:
FloWorxIQ: support@floworxiq.com
User: the email used to sign up for the Service.
Notices are deemed received at transmission time; if outside Business Hours at the place of receipt, then when Business Hours resume.
26. Governing Law and Jurisdiction
This agreement and any dispute or claim arising out of or in connection with it shall be governed by the laws of the Province of Alberta and the federal laws of Canada applicable therein. Each party irrevocably submits to the exclusive jurisdiction of the courts of Alberta (judicial centre: Calgary).
27. Interpretation and Definitions
Business Day: a day other than Saturday, Sunday, or a statutory holiday in Alberta, Canada, when banks are open for business.
Confidential Information: as in clause 11.
User Content: messages, images, text, audio (including voice/sound recordings and musical works), comments, photos, video (and embedded sound recordings/musical works) or other works that (i) User may record or transmit using the Service (including content visible to others), (ii) are gathered from User’s communications with FloWorxIQ, or (iii) are otherwise collected or processed by FloWorxIQ in providing the Service.
User Data: data inputted by the User or by FloWorxIQ on the User’s behalf for using or facilitating the Service.
Applicable Privacy Laws: PIPEDA, Alberta PIPA, and, where applicable, GDPR and other data protection laws.
Data Controller / Data Processor / Data Subject / Personal Data / Personal Data Breach / Process(ing): as defined in Applicable Privacy Laws (mutatis mutandis).
Documentation: user instructions and Service description made available at app.floworxiq.com (or successor site).
Effective Date: the sign-up date.
Language Model Provider: third-party provider of language models used by the Service.
Service: the subscription service provided by FloWorxIQ via app.floworxiq.com, as described in the Documentation.
Software: the online software applications provided by FloWorxIQ as part of the Service.
Subscription Fees / Subscription Page / User Packages: as set out in the Service.
Supervisory Authority: any governmental authority with jurisdiction over data protection/privacy.
Virus: any code or device intended to adversely affect systems/data or user experience, including worms, trojan horses, viruses, etc.
Vulnerability: a weakness in software/hardware logic that impacts confidentiality, integrity, or availability.
Headings are for convenience only and do not affect interpretation. Singular includes plural and vice versa; gender includes all genders. References to statutes include amendments and subordinate legislation. “Writing” includes email, not fax.
Schedule 1 – Data Processing Agreement
A. Roles
To the extent FloWorxIQ processes Personal Data on the User’s behalf in providing the Service:
User is Data Controller and FloWorxIQ is Data Processor (or their GDPR equivalents where applicable).
Subject matter, duration, nature/purpose, types of Personal Data, and categories of Data Subjects are in Appendix A.
Capitalised terms not defined here have the meanings in the Terms of Use.
B. Compliance
Each party shall comply with Applicable Privacy Laws relating to Processing of Personal Data under or in connection with this Agreement.
C. User Warranty
User warrants that: (a) Personal Data provided to FloWorxIQ has been collected/processed in accordance with Applicable Privacy Laws and all necessary consents are in place; (b) instructions given to FloWorxIQ comply with Applicable Privacy Laws; and (c) where audio/video conference recordings contain third-party Personal Data, User has secured all necessary permissions/consents before Processing via the Service.
D. FloWorxIQ as Processor
FloWorxIQ shall:
Process Personal Data only per User’s lawful, documented, reasonable instructions (or as required by law, notifying User where permitted).
Inform User if an instruction appears to infringe Applicable Privacy Laws.
Implement appropriate technical and organisational measures to protect Personal Data (considering risks, technology, and costs).
Provide reasonable assistance for Data Subject requests and User’s compliance (security, breach notifications, DPIAs, consultations), with User reimbursing FloWorxIQ’s reasonable costs.
Notify User without undue delay upon becoming aware of a Personal Data Breach and provide details.
Ensure personnel authorised to Process Personal Data are bound by confidentiality.
Maintain records of Processing activities as required by law.
At User’s written request, delete or return Personal Data within a reasonable time after Service end (unless retention is required by law).
E. Sub-Processors
User authorises FloWorxIQ to appoint Sub-Processors for the Service under terms substantially similar to this DPA. FloWorxIQ remains responsible for Sub-Processors. FloWorxIQ will inform User of new Sub-Processors; User may reasonably object within ten (10) Business Days.
F. International Transfers
User authorises FloWorxIQ to transfer Personal Data outside Canada (and, where applicable, outside the EEA/UK) as needed to provide the Service, subject to appropriate safeguards (e.g., standard contractual clauses or other lawful transfer mechanisms).
G. Accountability and Audit
FloWorxIQ will make information reasonably necessary to demonstrate compliance available and allow audits/inspections by User or its mandated auditor, subject to: reasonable prior notice; reimbursement of FloWorxIQ’s reasonable costs; confidentiality of audit information; minimal disruption; and Sub-Processor site rules. One audit maximum per 12-month period.
Appendix A – Data Processing Details
Subject Matter: Provision of the Service.
Nature/Purpose: Processing Personal Data to deliver, maintain, support, and improve the Service and associated security/operational functions.
Duration: For the Term and thereafter only as required by law or to complete agreed data return/deletion.
Data Subjects: User personnel, customers, prospects, business contacts, meeting participants, and other third parties whose data the User inputs or connects.
Personal Data Types:
Identity/Contact: name, job title/role, email, phone, business address.
Account/Billing: billing address, bank/card details (via PCI-compliant processors).
Product Use: email content/metadata (subject, body, sender/recipient), calendar data (titles, dates, times), audio recording data (participants, timestamps, content), IP addresses, geolocation (if enabled), device/browser data, and other data provided by User.
Security Measures (Illustrative):
Principle of least privilege; MFA for staff; environment segregation (prod/stage/dev).
Encryption in transit (TLS) and at rest (e.g., AES-256 for databases).
Automatic security updates on servers/containers where feasible.
Hosting on reputable cloud infrastructure (e.g., Google Cloud) with ISO 27001/SOC 2 audited controls applicable to underlying infrastructure.
Annual third-party security reviews; vulnerability management and logging/monitoring.
Identity handled via OAuth2/SSO (e.g., Google/Microsoft) where configured.
Data deletion upon account closure subject to legal retention obligations.
Company and Contact
FloWorxIQ Inc. (Alberta, Canada)
Website/App: app.floworxiq.com
Support: support@floworxiq.com