Terms of Service

Last Updated: November 10, 2025

Welcome to Shopfloor Solutions. These Terms of Service ("Terms") govern your access to and use of the Shopfloor Solutions website located at https://www.shopfloorsolutions.ca/ (the "Website") and the consulting services, custom automation applications, and related services provided by Shopfloor Solutions ("we", "us", or "our") (collectively, the "Services").

By accessing or using our Website or Services, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Website or Services.

1. SERVICES OVERVIEW

1.1 Description of Services

Shopfloor Solutions provides operational consulting and custom automation solutions to service-based businesses, primarily in the trades and construction industries. Our Services include:

  • Operational diagnostic assessments and health checks
  • Custom automation application development using Google Workspace and related technologies
  • Implementation and integration of business systems
  • Strategic advisory and ongoing operational support
  • Training and documentation services
  • Business growth and marketing consulting

1.2 Custom Nature of Services

Our Services are customized to each client's specific needs and workflows. The scope, deliverables, timeline, and pricing for each engagement are defined in a separate written agreement between Shopfloor Solutions and the client.

2. ELIGIBILITY AND ACCOUNT REGISTRATION

2.1 Business Use Only

The Services are intended for use by businesses and business professionals. You represent that you are at least 18 years of age and have the legal authority to enter into these Terms on behalf of yourself or the business entity you represent.

2.2 Account Information

When you engage our Services, you may be required to provide accurate and complete information about yourself and your business. You agree to maintain and promptly update this information to keep it accurate and complete.

3. USE OF SERVICES

3.1 Permitted Use

You may use our Services only for lawful business purposes and in accordance with these Terms. You agree not to use the Services:

  • In any way that violates any applicable federal, provincial, state, local, or international law or regulation
  • To transmit, or procure the sending of, any advertising or promotional material without our prior written consent
  • To impersonate or attempt to impersonate Shopfloor Solutions, a Shopfloor Solutions employee, another user, or any other person or entity
  • In any way that infringes upon the rights of others, or in any way is illegal, threatening, fraudulent, or harmful
  • To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Services

3.2 Client Responsibilities

When engaging our Services, you are responsible for:

  • Providing timely access to necessary systems, data, and personnel
  • Reviewing and approving deliverables within agreed timeframes
  • Maintaining backups of your critical business data
  • Ensuring you have appropriate licenses for any third-party software or services we integrate with
  • Complying with the terms of service of any platforms we build solutions on (e.g., Google Workspace)
  • Obtaining necessary consents from your employees or end users for any data collection or processing we implement

4. INTELLECTUAL PROPERTY

4.1 Shopfloor Solutions Intellectual Property

The Website and its content, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio) are owned by Shopfloor Solutions and are protected by copyright, trademark, and other intellectual property laws. Our business methodologies, frameworks, and general-purpose tools remain our property.

4.2 Client Ownership of Custom Work

Custom applications, automations, and solutions we develop specifically for a client ("Custom Work") become the property of that client upon full payment, subject to the following:

  • We retain the right to reuse general techniques, methodologies, and non-client-specific code components in work for other clients
  • We may retain the right to showcase the work as a portfolio piece, with client's prior written consent
  • Any pre-existing intellectual property or third-party components remain the property of their respective owners

4.3 Client-Provided Materials

You retain all rights to any content, data, or materials you provide to us. By providing such materials, you grant us a limited, non-exclusive license to use them solely for the purpose of delivering the Services to you.

5. CONFIDENTIALITY

5.1 Mutual Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or confidential information disclosed during the course of our engagement. This includes business strategies, financial information, technical specifications, and customer data.

5.2 Exceptions

Confidentiality obligations do not apply to information that:

  • Is or becomes publicly available through no breach of these Terms
  • Is independently developed without reference to confidential information
  • Is required to be disclosed by law or court order
  • Is already known to the receiving party without restriction

6. DATA AND PRIVACY

6.1 Data Processing

Our collection, use, and disclosure of personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference. When we develop applications that process personal data on your behalf, you act as the data controller and we act as a data processor.

6.2 Data Security

We implement reasonable security measures to protect data processed through our Services. However, no method of transmission over the Internet or electronic storage is 100% secure. We cannot guarantee absolute security of your data.

6.3 Client Data Responsibilities

You are responsible for:

  • Ensuring you have the legal right to provide any data to us
  • Obtaining necessary consents from individuals whose data we process on your behalf
  • Complying with applicable data protection laws
  • Maintaining appropriate backups of your critical data

7. PAYMENT TERMS

7.1 Fees and Payment

Fees for our Services are specified in individual service agreements or statements of work. Unless otherwise specified:

  • Initial assessments are billed as one-time fees
  • Ongoing services are billed monthly in advance
  • Project-based work may be billed in milestones or upon completion
  • Payment is due within 15 days of invoice date unless otherwise agreed

7.2 Late Payment

Late payments may incur interest at a rate of 1.5% per month (or the maximum rate permitted by law, whichever is lower). We reserve the right to suspend Services for accounts with overdue balances.

7.3 Refunds

Due to the custom nature of our Services, refunds are handled on a case-by-case basis. Work completed prior to termination of services is billable and non-refundable.

8. WARRANTIES AND DISCLAIMERS

8.1 Our Warranties

We warrant that:

  • Services will be performed in a professional and workmanlike manner
  • We have the necessary rights and expertise to provide the Services
  • Services will substantially conform to any specifications agreed upon in writing

8.2 Disclaimer of Warranties

EXCEPT AS EXPRESSLY PROVIDED IN SECTION 8.1, THE SERVICES AND WEBSITE ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

We do not warrant that:

  • The Services will meet your specific requirements or achieve particular business results
  • The Services will be uninterrupted, timely, secure, or error-free
  • Any errors in software or applications we develop will be corrected (except as agreed in writing)
  • Any particular outcome or business improvement will be achieved

8.3 Third-Party Services

Our Services may integrate with or rely on third-party platforms and services (such as Google Workspace). We are not responsible for the availability, functionality, or terms of service of any third-party platforms. Any issues with third-party services should be directed to those service providers.

9. LIMITATION OF LIABILITY

9.1 Limitation of Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SHOPFLOOR SOLUTIONS, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:

  • Your access to or use of or inability to access or use the Services
  • Any conduct or content of any third party on or through the Services
  • Any content obtained from the Services
  • Unauthorized access, use, or alteration of your transmissions or content

9.2 Cap on Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF: (A) THE AMOUNT YOU PAID TO US IN THE SIX (6) MONTHS PRECEDING THE CLAIM, OR (B) $1,000 CAD.

9.3 Exceptions

The limitations in this section do not apply to liability that cannot be excluded or limited by law, including liability for fraud, gross negligence, or intentional misconduct.

10. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Shopfloor Solutions and its officers, directors, employees, agents, and affiliates from and against any claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising from:

  • Your use of the Services
  • Your violation of these Terms
  • Your violation of any rights of another party
  • Your violation of any applicable laws or regulations
  • Any content or data you provide to us

11. TERM AND TERMINATION

11.1 Term

These Terms remain in effect while you use our Website or Services. Specific service engagements are governed by their individual agreements, which specify their own terms and termination provisions.

11.2 Termination by You

You may terminate ongoing services by providing written notice as specified in your service agreement (typically 30 days). You remain responsible for payment of services rendered through the effective termination date.

11.3 Termination by Us

We may terminate or suspend your access to Services immediately, without prior notice or liability, if:

  • You breach these Terms
  • You fail to pay amounts due
  • We are required to do so by law
  • We determine that continuing to provide Services creates risk or liability

11.4 Effect of Termination

Upon termination:

  • Your right to use the Services immediately ceases
  • We will provide you with final deliverables for completed work
  • You remain responsible for any outstanding fees
  • We may delete any data or content associated with your account after a reasonable transition period
  • Provisions that by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, and limitations of liability

12. CHANGES TO SERVICES AND TERMS

12.1 Service Changes

We reserve the right to modify, suspend, or discontinue any part of the Services at any time. We will provide reasonable notice of material changes that affect ongoing service agreements.

12.2 Changes to Terms

We may modify these Terms from time to time. If we make material changes, we will notify you by email or through a prominent notice on the Website. Your continued use of the Services after such notification constitutes acceptance of the modified Terms.

13. DISPUTE RESOLUTION

13.1 Informal Resolution

In the event of any dispute arising from these Terms or the Services, the parties agree to first attempt to resolve the dispute informally by contacting each other and negotiating in good faith.

13.2 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles.

13.3 Jurisdiction

Any legal action or proceeding arising out of or relating to these Terms or the Services shall be instituted exclusively in the courts of Ontario, Canada. You consent to the personal jurisdiction of such courts and waive any objection to venue in such courts.

14. GENERAL PROVISIONS

14.1 Entire Agreement

These Terms, together with our Privacy Policy and any written service agreements, constitute the entire agreement between you and Shopfloor Solutions regarding the Services and supersede all prior agreements and understandings, whether written or oral.

14.2 Severability

If any provision of these Terms is found to be invalid or unenforceable, that provision shall be enforced to the maximum extent possible, and the remaining provisions shall remain in full force and effect.

14.3 Waiver

No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term. Our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

14.4 Assignment

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without restriction. Any attempted assignment in violation of this section is void.

14.5 Force Majeure

Neither party shall be liable for any failure or delay in performance due to causes beyond its reasonable control, including but not limited to acts of God, war, strikes, labor disputes, embargoes, government orders, or any other force majeure event.

14.6 Independent Contractors

The relationship between you and Shopfloor Solutions is that of independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between the parties.

14.7 Language

These Terms have been prepared in English. If these Terms are translated into any other language, the English version shall prevail in the event of any inconsistency.

15. CONTACT INFORMATION

If you have any questions about these Terms, please contact us:

Shopfloor Solutions
1294 Amesbrooke Dr.
Ottawa, ON, Canada
K2C 2E9

Email: info@shopfloorsolutions.ca

Phone: (647) 234-3111 | (902) 401-0881

Acknowledgment: By using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.