SaaS Terms of Service

Last updated: October 12, 2026

These SaaS Terms of Service ("SaaS Terms") govern your access to and use of the software-as-a-service products and platforms operated by OmniWebb Studio ("OmniWebb", "we", "us"), including but not limited to Agent Ops, any hosted agent platforms, and related APIs (collectively, the "Platform"). These SaaS Terms supplement our website Terms of Use and Privacy Policy.

By creating an account, accessing, or using the Platform, you ("Customer", "you") agree to be bound by these SaaS Terms. If you are accepting on behalf of an organization, you represent that you have authority to bind that organization.

1. Definitions

• "Customer Data" means all data, content, and information submitted by or on behalf of Customer to the Platform
• "Platform" means the OmniWebb SaaS product(s) and related APIs made available to Customer
• "Subscription" means the paid plan under which Customer accesses the Platform
• "Users" means individuals authorized by Customer to access the Platform under Customer's account
• "AI Outputs" means any content, recommendations, decisions, or actions generated by AI agents or models within the Platform

2. Account and Access

• You must provide accurate and complete registration information
• You are responsible for maintaining the confidentiality of your account credentials
• You are responsible for all activities that occur under your account
• You must notify us immediately of any unauthorized access to your account
• We reserve the right to suspend or terminate accounts that violate these SaaS Terms

3. Subscription and Payment

3.1 Plans, Billing, and Auto-Renewal

• Subscription plans, pricing, and features are described on our pricing page
• Subscriptions are billed in advance on a monthly or annual basis, as selected at sign-up
• All fees are quoted in Canadian dollars (CAD) unless otherwise stated
• Applicable taxes (HST, GST) will be added to all invoices
• Auto-renewal: Your Subscription will automatically renew at the end of each billing cycle (monthly or annual) at the then-current rate unless you cancel before the renewal date. We will send a reminder at least 7 days before each renewal. You may cancel auto-renewal at any time through your account dashboard or by contacting us.

3.2 Free Trials

If we offer a free trial, the following applies:

• The trial period and its terms will be clearly stated at sign-up
• At the end of the trial, your account will convert to a paid subscription only if you have provided payment information and have not cancelled
• We will notify you before any trial-to-paid conversion

3.3 Price Changes

We may change subscription pricing with at least 30 days' advance notice. Price changes take effect at the start of your next billing cycle. If you do not agree with the new pricing, you may cancel before the change takes effect.

3.4 Late and Failed Payments

• If a payment fails, we will notify you and retry the charge up to 3 times over a 10-day period
• If payment remains unsuccessful after retries, your account will enter a grace period of 15 days during which you retain read-only access to your data but active Platform features (agent execution, API access) will be suspended
• Overdue balances may accrue interest at a rate of 1.5% per month (or the maximum rate permitted by law, whichever is lower), calculated from the original due date
• If the outstanding balance is not resolved within 30 days of the original due date, we may terminate your account in accordance with Section 10

4. Customer Data Ownership

• You retain all rights, title, and interest in and to your Customer Data
• You grant us a limited licence to process, store, and transmit Customer Data solely to provide and improve the Platform
• We will not access, use, or disclose Customer Data except as necessary to provide the Platform, comply with law, or as directed by you
• We will not use Customer Data to train AI models without your explicit written consent

5. Intellectual Property

• The Platform, including all software, technology, designs, and documentation, is and remains the exclusive property of OmniWebb
• Customer retains ownership of all Customer Data and any custom configurations or workflows created within the Platform
• Nothing in these SaaS Terms transfers any intellectual property rights except as expressly stated

6. AI and Automated Decision-Making

• No guarantee of accuracy: AI Outputs are generated by machine learning models and may contain errors, inaccuracies, or biases. AI Outputs should not be relied upon as the sole basis for business, legal, financial, or medical decisions.
• Human oversight: You are responsible for reviewing, verifying, and approving AI Outputs before acting on them. The Platform provides approval mechanisms for high-risk actions.
• Data usage: We do not use your Customer Data to train AI models unless you have given explicit opt-in consent. Platform-level models are trained on anonymized, aggregated data only.
• AI Output ownership: AI Outputs generated using your Customer Data belong to you, subject to applicable third-party AI provider terms.
• Liability: We are not liable for decisions made or actions taken based on AI Outputs. You assume responsibility for the use and consequences of AI Outputs.

7. Acceptable Use

Your use of the Platform is subject to our Acceptable Use Policy. Violation of the AUP may result in suspension or termination of your account.

8. Service Availability

• We target 99.9% uptime for the Platform, measured monthly, excluding scheduled maintenance
• Scheduled maintenance windows will be communicated at least 48 hours in advance when possible
• In the event of downtime exceeding our target, eligible Customers may request service credits as described below and in our Refund & Cancellation Policy

8.1 Service Credits

If Platform availability falls below 99.9% in a calendar month, you may request service credits within 30 days of the affected month:

• 99.0% – 99.9% uptime: credit equal to 5% of that month's Subscription fee
• 95.0% – 98.99% uptime: credit equal to 15% of that month's Subscription fee
• Below 95.0% uptime: credit equal to 30% of that month's Subscription fee

Service credits are applied to future invoices and are not redeemable for cash. Credits are your sole and exclusive remedy for downtime.

9. Support

• Standard support (included with all paid plans): email support via omniwebb2024@gmail.com, with an initial response within 2 business days
• Priority support (available on higher-tier plans as described on our pricing page): email and live chat support with an initial response within 4 business hours during business hours (Monday–Friday, 9:00–17:00 ET, excluding Canadian statutory holidays)
• Critical issues (Platform-wide outages or data loss): best-effort response within 1 hour, regardless of plan
• Support is provided in English

10. Suspension and Termination

10.1 By Customer

You may cancel your subscription at any time through your account dashboard or by contacting us. Cancellation takes effect at the end of the current billing period. See our Refund & Cancellation Policy for refund details.

10.2 By OmniWebb

We may suspend or terminate your access if:

• You violate these SaaS Terms or the Acceptable Use Policy
• Your payment is overdue by more than 15 days
• Required by law or to protect the security of the Platform or other users

We will provide reasonable notice before termination except where immediate action is required for security or legal reasons.

11. Data Portability and Export

Upon cancellation or termination:

• You may export your Customer Data in standard formats (JSON, CSV) for 30 days following the effective date of termination
• After the 30-day export period, we will delete your Customer Data from our active systems within 60 days
• Backups containing your data may be retained for up to 90 additional days before deletion

12. Confidentiality

Each party agrees to keep confidential any non-public information received from the other party. This obligation does not apply to information that is publicly available, independently developed, or required to be disclosed by law.

13. Warranties and Disclaimers

We warrant that the Platform will perform materially in accordance with its documentation during the term of your Subscription. If the Platform fails to meet this warranty, your exclusive remedy is for OmniWebb to use commercially reasonable efforts to correct the non-conformity. If we are unable to correct the issue within 30 days of receiving written notice from you, you may terminate your Subscription and receive a pro-rata refund of any prepaid fees for the unused portion of the current billing period.

EXCEPT AS EXPRESSLY STATED ABOVE, THE PLATFORM IS PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

14. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, OMNIWEBB'S TOTAL AGGREGATE LIABILITY UNDER THESE SAAS TERMS SHALL NOT EXCEED THE FEES PAID BY CUSTOMER IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. IN NO EVENT SHALL OMNIWEBB BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR BUSINESS OPPORTUNITY.

15. Indemnification

You agree to indemnify OmniWebb against claims arising from: (a) your use of the Platform in violation of these SaaS Terms; (b) your Customer Data; or (c) your violation of applicable law.

16. Force Majeure

Neither party shall be liable for delays or failures in performance resulting from circumstances beyond its reasonable control, including natural disasters, war, pandemic, government actions, Internet disruptions, or failures of third-party service providers.

17. Assignment

You may not assign or transfer your Subscription or any rights under these SaaS Terms without our prior written consent. OmniWebb may assign these SaaS Terms in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets, provided the assignee agrees to be bound by these SaaS Terms. Any attempted assignment in violation of this section is void.

18. Notices

All notices under these SaaS Terms shall be in writing and delivered by email. Notices to OmniWebb must be sent to omniwebb2024@gmail.com. Notices to you will be sent to the email address associated with your account. Notices are deemed received on the business day following transmission. You are responsible for keeping your account email address current.

19. Governing Law

These SaaS Terms are governed by the laws of the Province of Ontario and the federal laws of Canada. Disputes shall be subject to the exclusive jurisdiction of the courts of Ontario, Canada.

20. Modifications

We may modify these SaaS Terms with at least 30 days' advance notice sent to your account email. If you do not agree with the changes, you may cancel your subscription before the changes take effect. Continued use after the effective date constitutes acceptance.

21. Survival

The following sections survive expiration or termination of these SaaS Terms: Section 4 (Customer Data Ownership), Section 5 (Intellectual Property), Section 6 (AI and Automated Decision-Making), Section 11 (Data Portability and Export), Section 12 (Confidentiality), Section 13 (Warranties and Disclaimers), Section 14 (Limitation of Liability), Section 15 (Indemnification), Section 17 (Assignment), Section 18 (Notices), Section 19 (Governing Law), and this Section 21 (Survival).

22. Contact

For questions about these SaaS Terms:

OmniWebb Studio Inc.
Ontario, Canada
Email: omniwebb2024@gmail.com