In these Terms:
Subject to these Terms and payment of applicable fees, the Provider grants the Customer a limited, non-exclusive, non-transferable, revocable license to access and use the Service during the Subscription term solely for the Customer's internal business purposes.
The Customer may not sublicense, resell, or allow unauthorized third parties to access the Service. The Customer is responsible for ensuring that all Users comply with these Terms.
Lookio is distributed in part through Microsoft AppSource. When the Customer acquires or activates Lookio via AppSource or Microsoft Partner Center, the following apply in addition to these Terms:
The Customer is responsible for maintaining the confidentiality of all account credentials and for all activities that occur under its accounts. The Provider offers multi-factor authentication and single sign-on capabilities; the Customer is encouraged to enable and enforce these controls.
The Customer must promptly notify the Provider of any unauthorized use of its account or any other security breach. The Provider will not be liable for any loss resulting from unauthorized account access caused by the Customer's failure to maintain secure credentials.
The Customer retains all ownership and intellectual property rights in and to its Data. The Provider processes the Customer's Data solely to deliver and improve the Service in accordance with the Provider's Privacy Policy.
The Provider implements commercially reasonable administrative, technical, and physical safeguards — including tenant isolation, encrypted storage, and role-based access controls — to protect Customer Data against unauthorized access, disclosure, or loss.
The Customer represents and warrants that it has obtained all consents required to submit employee and personal data to the Service, including any consents required under applicable data protection laws (including GDPR, PIPEDA, and applicable Canadian provincial privacy legislation).
The Customer agrees not to use the Service to:
Free Trial. New Customers may receive a fourteen (14) day free trial period ("Trial Period") beginning on the date of account creation. During the Trial Period, the Customer has full access to the Service at no charge. No credit card or payment method is required to begin a Trial. The Provider will send email notifications at seven (7) days and two (2) days before the Trial Period expires.
Trial Expiration. If the Customer does not subscribe to a paid plan before the Trial Period ends, access to the Service will be suspended. The Customer's Data will be retained for thirty (30) days following suspension to allow the Customer to reactivate by subscribing to a paid plan. After the thirty (30) day retention period, the Customer's Data may be permanently and irreversibly deleted. The Provider will send an email notification approximately fourteen (14) days before scheduled deletion.
Paid Subscriptions. Subscriptions are billed in advance on a monthly or annual basis as selected at the time of purchase. All fees are non-refundable except as expressly stated herein or required by applicable law. Upon the Customer's first successful payment, the account is promoted to Production status and is no longer subject to trial expiration.
The Provider reserves the right to modify pricing upon thirty (30) days' written notice. Continued use of the Service after the effective date of a pricing change constitutes the Customer's acceptance of the new fees.
If the Customer's account becomes overdue, the Provider may suspend access to the Service until payment is received. The Provider is not liable for any loss arising from a suspension due to non-payment.
The Service, including all underlying software, algorithms, user interface designs, documentation, and trademarks, are and remain the exclusive property of Perseus Enterprises Inc. Nothing in these Terms transfers any intellectual property rights to the Customer.
The Provider may use anonymized and aggregated usage data to improve the Service, provided such data cannot be used to identify the Customer or any individual.
The Service integrates with third-party platforms, including Microsoft Dynamics 365 Business Central. The Provider does not control and is not responsible for the availability, accuracy, or performance of third-party services. The Customer's use of integrated third-party services is subject to the respective terms and conditions of those services.
The Provider will use commercially reasonable efforts to maintain integrations with supported third-party platforms, but cannot guarantee uninterrupted compatibility in the event of third-party platform changes.
The Provider targets high availability for the Service but does not guarantee uninterrupted access. Scheduled maintenance, emergency patches, and factors outside the Provider's reasonable control (including cloud infrastructure outages) may result in temporary unavailability.
Technical support is provided in accordance with the support tier associated with the Customer's Subscription plan. The Provider reserves the right to update its support offerings upon reasonable notice.
Each party agrees to keep confidential all non-public, proprietary information disclosed by the other party in connection with these Terms ("Confidential Information"), and to use such information only for the purposes of performing under these Terms. This obligation does not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was already known to the receiving party; (c) is independently developed; or (d) is required to be disclosed by law or court order.
The Service is provided on an "AS IS" and "AS AVAILABLE" basis. To the maximum extent permitted by applicable law, the Provider expressly disclaims all warranties, whether express, implied, statutory, or otherwise, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. The Provider does not warrant that the Service will be error-free, uninterrupted, or that defects will be corrected.
To the maximum extent permitted by applicable law, the Provider's total cumulative liability to the Customer for any claims arising out of or related to these Terms or the Service shall not exceed the fees paid by the Customer in the twelve (12) months immediately preceding the claim.
In no event shall the Provider be liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits, loss of data, or business interruption, even if the Provider has been advised of the possibility of such damages.
These Terms commence on the date the Customer first accesses the Service and continue for the duration of the Subscription term. Either party may terminate for material breach upon thirty (30) days' written notice if the breach remains uncured.
Post-Termination Data Retention. Upon termination — whether due to trial expiration, non-payment, cancellation, or breach — the Customer's access to the Service will cease. The Provider will retain Customer Data for thirty (30) days following the effective date of termination to allow the Customer to export its Data or reactivate the account. The Provider will send an email notification at least fourteen (14) days before the scheduled deletion date.
Data Deletion. After the thirty (30) day retention period, Customer Data — including employee records, documents, custom fields, audit logs, and all associated files — may be permanently and irreversibly deleted from all Provider systems and backups. The Provider shall have no obligation to retain or provide access to any Data after this period. The Customer is solely responsible for exporting or backing up its Data prior to the deletion date.
Survival. Sections 5 (Data Ownership), 8 (Intellectual Property), 11 (Confidentiality), 12 (Disclaimer), 13 (Limitation of Liability), and 15 (Governing Law) shall survive any termination of these Terms.
These Terms are governed by the laws of the Province of British Columbia and the federal laws of Canada applicable therein, without regard to conflict of law principles. Any disputes shall be resolved exclusively in the courts of British Columbia, Canada, and both parties consent to the jurisdiction of such courts.
The Provider reserves the right to update these Terms at any time. The Provider will provide at least thirty (30) days' advance notice of material changes by posting the revised Terms on its website and, where practical, notifying the Customer by email. Continued use of the Service after the effective date of any change constitutes acceptance of the revised Terms.
These Terms, together with the Provider's Privacy Policy and any order forms or statements of work, constitute the entire agreement between the parties with respect to the subject matter herein and supersede all prior discussions and agreements.
If any provision of these Terms is found invalid or unenforceable, the remaining provisions will continue in full force and effect. The Provider's failure to enforce any right or provision is not a waiver of that right.
The Customer may not assign its rights or obligations under these Terms without the Provider's prior written consent. The Provider may assign these Terms in connection with a merger, acquisition, or sale of assets.
For questions about these Terms or the Service, please contact: