Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Stiple Inc. ("Stiple," "we," "us," or "our"), a corporation incorporated under the laws of Canada with its head office in Stouffville, Ontario.

These Terms govern your access to and use of the Stiple platform — including Stiple Labs (labs.stiple.ca), SOS (Smart Optimized Storage), the proprietary NTRIP services, and stiple.ca — together with any other related services, applications, websites, and tools operated by Stiple (collectively, the "Services").

Mapdesk is governed by a separate agreement. The Mapdesk mobile application is licensed to you under its own End User License Agreement (the "Mapdesk EULA"), available at stiple.ca/legal/mapdesk-eula. These Terms do not duplicate the app-store and device-specific terms set out in the Mapdesk EULA. Where you use Mapdesk together with a Stiple account, these Terms continue to govern that account and the platform services Mapdesk connects to, and the Mapdesk EULA governs the app itself; if the two ever conflict on a Mapdesk-app-specific matter, the Mapdesk EULA controls for the app.

By clicking "I Agree," checking an acceptance box, or completing the account registration process, you affirmatively accept and agree to be bound by these Terms. Account creation and use of the Services require this affirmative acceptance — browsing Stiple's public website does not. If you do not agree, you must not create an account or use the Services.

You represent that you are at least eighteen (18) years of age or the age of majority in your jurisdiction, whichever is greater. If you are accepting these Terms on behalf of a company, organization, government, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms, and "you" and "your" will refer to that entity.

In these Terms, the following capitalized terms have the meanings set out below:

• "Account" means the user account you create to access the Services.
• "Authorized Users" means individuals authorized by an Organization Account administrator to access the Services under that Organization's subscription.
• "Confidential Information" means any non-public information disclosed by either party to the other, including trade secrets, algorithms, processing methods, business plans, and technical data.
• "Geospatial Data" means point clouds, scan data, survey measurements, coordinates, georeferenced imagery, elevation models, and any other spatially referenced datasets uploaded or processed through the Services.
• "Organization Account" means an Account established by a company or entity that may include multiple Authorized Users with defined roles and permissions.
• "Platform" means the software, systems, and infrastructure that comprise the Services, including Stiple Labs, Mapdesk, SOS, and the proprietary NTRIP caster.
• "Services" means Stiple Labs, Mapdesk, SOS, and all related applications, APIs, tools, and features provided by Stiple.
• "Stiple Content" means all content, software, algorithms, user interfaces, documentation, and materials provided by Stiple as part of the Services, excluding User Content.
• "Subscription" means the selected plan (free or paid) under which you access the Services.
• "User Content" means all data, files, point clouds, Geospatial Data, scan data, models, coordinates, measurements, images, and any other content that you upload, submit, store, or transmit through the Services.

3.1 Registration

To access the Services, you must create an Account by providing accurate, complete, and current information. You agree to update your Account information promptly if it changes. Stiple reserves the right to suspend or terminate Accounts registered with inaccurate or misleading information.

Authentication for the Services is provided by WorkOS, a third-party authentication infrastructure provider. By creating an Account, you acknowledge that your authentication credentials and related session data are processed by WorkOS in accordance with its privacy policy (workos.com/privacy). Stiple may also support single sign-on (SSO) and OAuth login through WorkOS-facilitated identity providers (such as Google or Microsoft).

3.2 Account Security

You are solely responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your Account. You agree to:

• Choose a strong, unique password and not share it with any third party;
• Not share, lend, or transfer your Account credentials to any other person — each Account is for a single individual only;
• Notify Stiple immediately at security@stiple.ca if you become aware of any unauthorized access to or use of your Account;
• Accept that Stiple is not liable for any loss or damage arising from unauthorized use of your Account where you have failed to safeguard your credentials.

3.3 Organization Accounts

If you create an Organization Account, you are the administrator and are responsible for:

• Managing Authorized Users, including granting, modifying, and revoking access;
• Ensuring all Authorized Users comply with these Terms;
• Defining appropriate user roles and permissions within the Platform;
• Any activity conducted by Authorized Users under your Organization Account.

3.4 Suspension & Termination of Accounts

Stiple may suspend or terminate your Account at any time if we reasonably believe you have violated these Terms, including the Acceptable Use provisions in Section 8. We will provide notice where practicable, except where immediate action is required to protect the security or integrity of the Platform.

4.1 License to Use the Services

Subject to your compliance with these Terms and payment of all applicable fees, Stiple grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services solely for your internal business or personal purposes during the term of your Subscription. This is a software-as-a-service (SaaS) license — no ownership of any software is transferred to you.

4.2 Restrictions

Except as expressly permitted by these Terms, you shall not:

• Sublicense, sell, lease, lend, or otherwise transfer or make the Services available to any third party;
• Modify, adapt, translate, or create derivative works based on the Services or any Stiple Content;
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, algorithms, or processing methods of the Services;
• Copy, reproduce, or duplicate any portion of the Platform for any purpose other than as necessary to use the Services as intended;
• Remove, alter, or obscure any proprietary notices, labels, or marks on the Services;
• Use the Services to develop, train, or improve a competing product or service.

4.3 Reservation of Rights

Stiple reserves all rights not expressly granted in these Terms. No implied licenses are granted by these Terms.

5.1 Ownership

You retain all right, title, and interest in and to your User Content. Stiple does not claim ownership of any User Content you upload, store, or transmit through the Services. Nothing in these Terms transfers ownership of your data to Stiple.

5.2 License to Stiple

By uploading or submitting User Content to the Services, you grant Stiple a limited, non-exclusive, worldwide, royalty-free license to host, store, process, display, transmit, and reproduce your User Content solely for the purpose of providing the Services to you. This license terminates when you delete your User Content or when your Account is terminated, subject to the data retention provisions in Section 7.

5.3 Your Representations

You represent and warrant that:

• You own or have obtained all necessary rights, licenses, and permissions to upload and use the User Content;
• Your User Content does not infringe, misappropriate, or violate any third party's intellectual property rights, privacy rights, or other legal rights;
• Your User Content complies with all applicable laws and regulations;
• You are solely responsible for the accuracy, quality, and legality of your User Content.

5.4 Aggregate & Anonymized Data

Stiple may generate aggregate, statistical, or anonymized data derived from usage patterns and service performance metrics — but not from the substance of your Geospatial Data or User Content. Such data does not identify you or any individual user, and Stiple may use it for service improvement, analytics, and research purposes.

6.1 Privacy Policy

Your use of the Services is also governed by our Stiple Privacy Policy (stiple.ca/legal/privacy) and, for a given product, its Privacy Annex (for Stiple Labs, stiple.ca/legal/labs-privacy). These describe how we collect, use, store, and protect your personal information, including your rights under Canada's Personal Information Protection and Electronic Documents Act (PIPEDA) and Quebec's Law 25. The Privacy Policy is incorporated into these Terms by reference. Please review it carefully.

6.2 Data Residency

Your substantive User Content — your projects, surveys, and files — is stored on infrastructure located in Canada: object storage on Backblaze B2 in Toronto, with backend compute on Amazon Web Services (AWS) ca-central-1 (Montreal). The only cross-border (United States) processing of personal information is the limited authentication and profile-photo delivery (WorkOS) and payment processing for paid Stiple Labs subscriptions (Stripe); each is governed by a data-processing agreement with appropriate safeguards and is described in the Stiple Privacy Policy and our Sub-Processor List (stiple.ca/legal/sub-processors). By using the Services, you consent to this limited cross-border processing to the extent necessary for service delivery.

6.3 Security Measures

Stiple implements reasonable administrative, technical, and physical safeguards designed to protect User Content against unauthorized access, alteration, disclosure, or destruction. However, no method of electronic storage or transmission over the internet is completely secure, and Stiple cannot guarantee absolute security.

6.4 Backup Recommendation

7.1 Active Accounts

For active Accounts, Stiple retains User Content for as long as the Account remains active and in good standing.

7.2 Project-Based Clients

For Users engaged on a project basis, Stiple retains User Content for the duration of the project plus a reasonable wind-down period of thirty (30) days following project completion or final deliverable, unless a longer period is agreed in writing.

7.3 Terminated Accounts

Following Account termination (whether by you or by Stiple), you will have ninety (90) days (the "Export Period") to export your User Content. You may request an export by contacting support@stiple.ca. After the Export Period expires, Stiple may permanently delete your User Content and is under no obligation to retain or provide access to it.

7.4 Inactive Accounts

Stiple may delete Accounts that have been inactive for twelve (12) consecutive months. Before deletion, Stiple will provide at least thirty (30) days' prior notice to the email address associated with the Account. If you do not respond or log in during the notice period, Stiple may proceed with Account and data deletion.

7.5 User-Initiated Deletion

You may request deletion of your User Content or your Account at any time by contacting support@stiple.ca. Stiple will comply with deletion requests within thirty (30) days, subject to any legal retention requirements that may apply.

7.6 Deletion Process

Data deletion is performed using commercially reasonable methods. Due to the nature of backup systems and distributed storage, residual copies may persist in backups for a limited period following deletion. Stiple will not actively use or access such residual copies.

7.7 Regulatory Compliance

If your use of the Services involves data subject to specific retention requirements under applicable laws or regulations (including government or military data), you are solely responsible for ensuring compliance with those requirements. Stiple will cooperate with reasonable retention requests from Users who demonstrate a legal obligation, but Stiple does not independently monitor or enforce regulatory retention requirements on User Content.

You agree to use the Services only for lawful purposes and in compliance with these Terms. Specifically, you shall not:

• Use the Services for any illegal, fraudulent, or unauthorized purpose;
• Attempt to gain unauthorized access to the Services, other user accounts, or Stiple's systems, networks, or data;
• Upload or transmit any viruses, malware, trojan horses, worms, or other harmful code;
• Upload or transmit data that you do not have the legal right to upload, or that infringes any third party's intellectual property rights, privacy rights, or other legal rights;
• Attempt to access, view, download, or modify another user's User Content without proper authorization;
• Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code or underlying algorithms of the Services;
• Scrape, crawl, or use automated means to access the Services or bulk-download data, other than through the interfaces and APIs provided by Stiple;
• Share, lend, or transfer your Account credentials to any other person;
• Use the Services to conduct competitive analysis, benchmarking, or to build, develop, train, or improve a competing product or service;
• Circumvent, disable, or interfere with any security features, access controls, or usage limits of the Services;
• Impose an unreasonable or disproportionately large load on Stiple's infrastructure that degrades the Services for other users;
• Resell, redistribute, or provide access to the Services to third parties without Stiple's prior written consent.

Stiple reserves the right to investigate suspected violations and to suspend or terminate your Account, without prior notice, if Stiple reasonably believes you have violated these acceptable use provisions.

9.1 Ownership

The Platform, including all software, algorithms, processing methods, data pipelines, COGO library, NTRIP integration systems, user interfaces, documentation, designs, and all other Stiple Content, are and shall remain the exclusive property of Stiple Inc. and its licensors. The Services are protected by copyright, trade secret, patent, and other intellectual property laws of Canada and international treaties.

9.2 No Transfer of Rights

Your use of the Services does not grant you any right, title, or interest in or to the Services or Stiple Content, other than the limited license expressly granted in Section 4. You acknowledge that Stiple's precision-preserving processing pipeline, proprietary coordinate geometry library, bidirectional NTRIP implementation, custom firmware, and all related technology are trade secrets and proprietary assets of Stiple.

9.3 Trademarks

"Stiple," "Stiple Labs," "Mapdesk," "SOS," and any associated logos, marks, and designs are trademarks or registered trademarks of Stiple Inc. You may not use any Stiple trademarks without our prior written consent.

9.4 Feedback

If you provide Stiple with suggestions, ideas, improvements, or other feedback regarding the Services ("Feedback"), you grant Stiple a perpetual, irrevocable, worldwide, royalty-free, fully paid, sublicensable, and transferable license to use, reproduce, modify, create derivative works from, distribute, and otherwise exploit the Feedback for any purpose, without any obligation or compensation to you.

9.5 Proprietary Technology

Stiple's proprietary technology — including but not limited to the COGO library, the data processing and correlation engine, the bidirectional NTRIP caster, custom GNSS firmware, and the server-streamed field architecture — remains Stiple's exclusive property regardless of how you interact with it through the Services. Your use of features powered by these technologies does not grant you any rights in the underlying technology.

You acknowledge and agree that:

• Input quality determines output quality. If inaccurate, incomplete, or improperly georeferenced data is uploaded, the Services will preserve that data as-is. The principle of "bad data in, bad data out" applies;
• Stiple does not independently verify the accuracy, completeness, or fitness of any Geospatial Data uploaded by Users;
• You are solely responsible for the quality, accuracy, and fitness for purpose of your input data and for validating any outputs derived from the Services against your own professional quality standards;
• The Services are a tool — they do not replace professional surveying judgment, engineering analysis, or independent verification by qualified professionals;
• The Services should not be used as the sole basis for safety-critical decisions, legal proceedings, or regulatory compliance without independent verification;
• Stiple is not responsible for any errors, omissions, or consequences arising from reliance on data processed through the Services, including decisions made on the basis of Service outputs.

The Mapdesk mobile application is licensed under the Mapdesk EULA, not under these Terms. The device-specific, app-store, and mobile-licensing terms for Mapdesk — including the limited licence, no-reverse-engineering restrictions, field-safety and field-data provisions, the geomatics accuracy disclaimer, and the Apple/Google platform terms — are set out in the Mapdesk EULA at stiple.ca/legal/mapdesk-eula. This section does not repeat them.

These Terms continue to govern the platform-side relationship when you use Mapdesk together with a Stiple account — that is, your Stiple account, your Subscription and billing, and the Stiple Labs storage and compute that Mapdesk connects to. For clarity:

11.1 Account & Subscription

Mapdesk uses the same Stiple account governed by these Terms. Mapdesk itself is free and has no in-app purchases; any paid Subscription is held and billed through Stiple Labs and is governed by Section 13 of these Terms.

11.2 Server-Streamed Data & the Platform

Field data captured in Mapdesk is streamed to, and stored within, the Stiple platform (Backblaze B2 Toronto storage; AWS ca-central-1 compute), as described in Section 6 and the Stiple Privacy Policy. The data-ownership provisions of Section 5 apply to that data: you retain ownership of your User Content, and Stiple's licence to it is limited to providing the Services.

11.3 Proprietary Technology

The proprietary technology that powers Mapdesk and the platform — including custom GNSS firmware, the COGO library, the bidirectional NTRIP caster, and the server-streamed field architecture — remains Stiple's exclusive property under Section 9. The licence terms and use restrictions for the Mapdesk app and any associated firmware are set out in the Mapdesk EULA.

12.1 Uptime

Stiple aims to provide reasonable uptime for the Services but does not guarantee any specific uptime percentage (such as 99.9% or 99.99% availability). Enterprise Users requiring guaranteed service levels may negotiate a separate Service Level Agreement (SLA) with Stiple.

12.2 Planned Maintenance

Stiple may perform scheduled maintenance that may temporarily affect the availability of the Services. We will provide reasonable advance notice of planned maintenance where practicable.

12.3 Exclusions

Stiple is not liable for downtime or service interruptions caused by:

• Force majeure events (see Section 20.5);
• Failures of third-party infrastructure providers (including Backblaze, Amazon Web Services, internet service providers, or DNS providers);
• Your internet connectivity, hardware, or local network issues;
• Scheduled maintenance performed with reasonable notice;
• Actions taken to protect the security or integrity of the Platform.

13.1 Plans

The Services are offered under free and paid Subscription plans. Features, storage limits, user counts, and support levels vary by plan. Current plan details are available on our website or within the Platform.

13.2 Billing & Payment

Paid Subscriptions are billed on a recurring basis (monthly or annually) as selected at the time of purchase. All fees are stated in Canadian Dollars (CAD) unless otherwise indicated. Payment is due at the beginning of each billing cycle and is non-refundable except as expressly stated in these Terms or required by applicable law.

13.3 Storage-Based Pricing

Certain Subscription plans may include usage-based pricing tied to storage consumption. If your storage usage exceeds the limits of your plan, Stiple may: (a) notify you and offer an upgrade; (b) charge overage fees at the rates specified in your plan; or (c) restrict uploads until usage is reduced or the plan is upgraded.

13.4 Taxes

All fees are exclusive of applicable taxes (including HST/GST and provincial sales taxes). You are responsible for all taxes associated with your Subscription, except for taxes based on Stiple's net income.

13.5 Price Changes

Stiple may modify Subscription pricing at any time with at least thirty (30) days' prior written notice. Price changes will take effect at the start of your next billing cycle following the notice period. If you do not agree with a price change, you may cancel your Subscription before the new pricing takes effect.

13.6 Non-Payment

If payment fails or is overdue, Stiple may: (a) suspend your access to paid features; (b) downgrade your Account to a free plan; or (c) terminate your Account in accordance with Section 17. Stiple will provide at least fifteen (15) days' notice before suspension or termination for non-payment.

13.7 Refunds

Fees are non-refundable for partial billing periods. Stiple does not provide pro-rated refunds for unused portions of a Subscription period. This does not affect any rights you may have under applicable consumer protection legislation.

To the maximum extent permitted by applicable law:

14.1 Liability Cap

Stiple's total aggregate liability to you for all claims arising out of or relating to these Terms or the Services, whether in contract, tort (including negligence), strict liability, or any other legal theory, shall not exceed the greater of: (a) the total fees paid by you to Stiple in the twelve (12) months immediately preceding the event giving rise to the claim; or (b) five hundred Canadian dollars (CAD $500.00).

14.2 Exclusion of Damages

In no event shall Stiple, its directors, officers, employees, agents, or affiliates be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including but not limited to:

• Loss of data, even if Stiple has been advised of the possibility of such loss;
• Loss of profits, revenue, business, or anticipated savings;
• Loss of business opportunities or goodwill;
• Costs of procurement of substitute goods or services;
• Any damages arising from inaccuracy of User Content or decisions made based on the output of the Services;
• Any damages arising from unauthorized access to or alteration of your data or transmissions;
• Any damages arising from the use of or inability to use Third-Party Services or integrations.

14.3 Basis of the Bargain

The limitations and exclusions in this Section 14 reflect a reasonable allocation of risk between the parties and form an essential basis of the bargain between you and Stiple. The Services would not be provided to you without these limitations. The limitations and exclusions in this Section 14 shall apply even if any limited remedy specified in these Terms is found to have failed of its essential purpose.

14.4 Jurisdictional Variations

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, Stiple's liability shall be limited to the minimum extent permitted by applicable law.

You agree to indemnify, defend, and hold harmless Stiple Inc., its directors, officers, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or in connection with:

• Your User Content, including any claim that your User Content infringes or misappropriates a third party's intellectual property or other rights;
• Your use of the Services, including any decisions or actions taken based on data processed through the Services;
• Your violation of these Terms;
• Your violation of any applicable law, regulation, or third-party right;
• Any unauthorized use of your Account.

Stiple will provide you with prompt notice of any such claim and will cooperate with you, at your expense, in defending the claim. Stiple reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you.

16.1 Limited Conformity Warranty

Stiple warrants that the Platform will operate in substantial conformity with the applicable documentation published by Stiple at the time of use. This limited warranty:

• Applies only to material functionality described in Stiple's published documentation;
• Does not extend to third-party integrations, user-provided data, network conditions, or any feature or capability not described in the documentation;
• Does not guarantee uninterrupted availability or that the Platform will be free of all defects.

Exclusive remedy. If the Platform fails to conform materially to the published documentation, your sole and exclusive remedy is as follows: (a) you must report the non-conformity to Stiple in writing within thirty (30) days of discovery; (b) Stiple will use commercially reasonable efforts to correct the material non-conformity within a reasonable period; and (c) if Stiple is unable to correct the non-conformity within a reasonable time, you may terminate the affected Service and receive a pro-rata refund of any prepaid fees attributable to the period after termination. This exclusive remedy does not limit your rights under applicable consumer protection legislation that cannot be excluded by contract.

16.2 General Disclaimer

Except for the limited conformity warranty in Section 16.1, the Services are provided on an "as is" and "as available" basis, without warranties of any kind, either express or implied.

To the maximum extent permitted by applicable law, Stiple expressly disclaims all warranties, including but not limited to:

• Implied warranties of merchantability, fitness for a particular purpose, and non-infringement;
• Any warranty that the Services will be uninterrupted, timely, secure, or error-free;
• Any warranty regarding the accuracy, reliability, or completeness of any data processed through the Services;
• Any warranty that defects will be corrected or that the Services are free of viruses or other harmful components;
• Any warranty regarding the preservation of User Content (you are responsible for maintaining your own backups).

No advice or information, whether oral or written, obtained from Stiple or through the Services shall create any warranty not expressly stated in these Terms.

17.1 Termination by You

You may terminate your Account at any time by using the account closure feature within the Platform or by contacting support@stiple.ca. Following termination, you will have the ninety (90) day Export Period described in Section 7.3 to retrieve your data. Termination does not entitle you to a refund of any prepaid fees, except as required by applicable law.

17.2 Termination by Stiple

Stiple may terminate or suspend your Account, in whole or in part:

• Immediately if you materially breach these Terms, including violation of the Acceptable Use provisions, illegal activity, or security threats;
• Immediately if required by law, regulation, or court order;
• With fifteen (15) days' notice and a reasonable cure period for non-material breaches, provided you fail to cure during that period;
• With thirty (30) days' written notice for non-payment, in accordance with Section 13.6.

17.3 Effect of Termination

Upon termination: (a) your license to use the Services immediately ends; (b) you must cease all use of the Services; (c) you may request an export of your User Content during the Export Period described in Section 7.3; (d) Stiple will delete your User Content after the Export Period unless a legal obligation requires otherwise.

17.4 Survival

The following sections survive termination of these Terms: Definitions (Section 2), Intellectual Property (Section 9), Limitation of Liability (Section 14), Indemnification (Section 15), Warranty Disclaimer (Section 16), Governing Law & Dispute Resolution (Section 19), and General Provisions (Section 20).

Stiple reserves the right to modify, amend, or update these Terms at any time. When we make changes, we will:

• Post the revised Terms at stiple.ca/legal/terms with an updated effective date;
• Provide at least thirty (30) days' advance notice before the changes take effect;
• Notify you of changes via email to the address associated with your Account and through an in-platform notification.

For non-material changes, your continued use of the Services after the updated Terms take effect constitutes your acceptance of the revised Terms.

For material changes — including changes to data handling, liability provisions, pricing structure, or your rights regarding User Content — Stiple will require your affirmative consent (such as a click-through acceptance) before the changes take effect. If you do not accept material changes, you must stop using the Services and terminate your Account before the effective date of the revised Terms.

19.1 Governing Law

These Terms are 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.

19.1A Mandatory Consumer-Protection Rights

Nothing in these Terms — including the choice of Ontario law and forum, the limitations of liability, the warranty disclaimers, the class-action waiver, and the dispute-resolution process — removes, reduces, or overrides any right or remedy you may have under mandatory consumer-protection or privacy legislation that applies to you and that cannot be waived by contract. This includes Ontario's Consumer Protection Act, 2002, Quebec's Consumer Protection Act and Law 25, and Canada's PIPEDA, where applicable to you. Where any provision of these Terms conflicts with such a mandatory right, that provision applies only to the maximum extent permitted by the applicable legislation, and the mandatory right prevails to the extent of the conflict. If you are a consumer resident in a Canadian province, you retain the right to bring proceedings in, and to the benefit of the mandatory protections of, your province of residence.

19.2 Dispute Resolution

In the event of any dispute, claim, or controversy arising out of or relating to these Terms or the Services ("Dispute"), the parties agree to the following escalation process:

1. Negotiation. The parties shall first attempt to resolve the Dispute through good-faith negotiation for a period of thirty (30) days following written notice of the Dispute.
2. Mediation. If the Dispute is not resolved through negotiation, either party may initiate mediation administered by the ADR Institute of Ontario (or a mutually agreed alternative). The costs of mediation shall be shared equally.
3. Litigation. If mediation fails to resolve the Dispute within sixty (60) days of its initiation, either party may bring the Dispute before the courts of competent jurisdiction in the Province of Ontario, and you irrevocably submit to the exclusive jurisdiction of those courts.

19.3 Class Action Waiver

To the extent permitted by applicable law, you agree that any Dispute will be resolved on an individual basis and that you will not bring or participate in any class action, collective action, or representative proceeding against Stiple. If this waiver is found to be unenforceable in your jurisdiction, then this subsection shall be severed and the remainder of Section 19 shall continue in full force and effect.

19.4 Small Claims Court

Notwithstanding the dispute resolution process above, either party may bring a claim in small claims court in the Province of Ontario if the claim falls within that court's jurisdictional limits.

19.5 Injunctive Relief

Notwithstanding the foregoing, Stiple may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of Stiple's intellectual property rights, confidential information, or data security.

20.1 Entire Agreement

These Terms, together with the Privacy Policy and any Subscription-specific terms, constitute the entire agreement between you and Stiple regarding the Services and supersede all prior agreements, understandings, and communications, whether written or oral.

20.2 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving its original intent.

20.3 No Waiver

Stiple's failure to enforce any provision of these Terms shall not constitute a waiver of that provision or any other provision. A waiver of any provision shall only be effective if made in writing and signed by an authorized representative of Stiple.

20.4 Assignment

You may not assign or transfer these Terms or any rights hereunder without Stiple's prior written consent. Stiple may assign these Terms, in whole or in part, without restriction, including in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets. Any assignment in violation of this section is void.

20.5 Force Majeure

Stiple shall not be liable for any delay or failure to perform its obligations under these Terms resulting from events beyond its reasonable control, including but not limited to natural disasters, pandemics, acts of government, war, terrorism, power outages, internet or telecommunications failures, cyberattacks, or labour disputes.

20.6 Notices

Stiple may provide notices to you via email to the address associated with your Account, through in-platform notifications, or by posting on our website. Notices from you to Stiple must be sent to legal@stiple.ca or by mail to the address in Section 21. Notices are deemed received: (a) if by email, on the date sent (unless the sender receives a delivery failure notification); (b) if by in-platform notification, when displayed; (c) if by mail, five (5) business days after deposit with a nationally recognized carrier.

20.7 Relationship of the Parties

These Terms do not create a partnership, joint venture, employment, franchise, or agency relationship between you and Stiple. Neither party has the authority to bind or obligate the other. You and Stiple are independent parties.

20.8 Language

These Terms are drafted in English. In the event of any conflict between the English version and any translation, the English version shall prevail.

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