Terms of Service

Terms of Service for Proxii Technologies

Effective Date: May 28 2025

These Terms of Service ("Terms") govern your access to and use of the Proxii AI application, including its features for task management, goal setting, AI-powered insights, and related services (collectively, the "Service").

For the purposes of these Terms, Proxii Technologies may be referred to as “Proxii AI,” “Proxii Technologies,” or simply “Proxii.” These names are used interchangeably to refer to the same entity (“we,” “us,” or “our”).

Please read these Terms carefully before using the Service.

By accessing or using the Service, you agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, do not use the Service.

1. Acceptance of Terms

By creating an account, accessing, or using Proxii, you confirm that you have read, understood, and agree to be bound by these Terms, including any future modifications, and by our Privacy Policy. You must be at least 18 years old or the age of legal majority in your jurisdiction to use the Service. If you are accessing or using the Service on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms.

2. Your Proxii Account

a. Account Creation: To access most features of the Service, you must register for an account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete.

b. Account Security: You are responsible for maintaining the confidentiality of your account password and are solely responsible for all activities that occur under your account. You agree to notify Proxii immediately of any unauthorized use of your account or any other breach of security. Proxii will not be liable for any loss or damage arising from your failure to comply with this security obligation.

c. Email Verification: Email verification is required to enhance account security and communication reliability. Your access to certain features may be limited until your email is verified.

3. Use of the Service

a. License to Use: Subject to your compliance with these Terms, Proxii grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service for your personal or internal business purposes.

b. Prohibited Conduct: You agree not to: i. Use the Service for any illegal or unauthorized purpose. ii. Violate any laws in your jurisdiction (including but not limited to copyright laws). iii. Engage in any activity that interferes with or disrupts the Service or the servers and networks connected to the Service. iv. Attempt to gain unauthorized access to any portion of the Service, other accounts, computer systems, or networks connected to the Service, whether through hacking, password mining, or any other means. v. Upload or transmit any viruses, worms, defects, Trojan horses, or any items of a destructive nature. vi. Reverse engineer, decompile, or disassemble any aspect of the Service. vii. Use the Service in a way that violates any third-party terms, including those of Google (for analytics and advertising) or Stripe (for billing). viii. Collect or store personal data about other users without their express permission.

c. AI Features: Proxii's AI-powered features are designed to assist with productivity and insights. While we strive for accuracy, AI outputs are suggestions and analyses, and you should exercise your own judgment when relying on them. Proxii is not responsible for any actions taken or not taken based on AI outputs.

4. User Content and Data

a. Your Data: You retain ownership of all data, information, reflections, tasks, goals, and other content that you submit, post, or display on or through the Service ("User Content").

b. License to Proxii

You retain all right, title, and interest in and to any User Content you submit. By submitting User Content to Proxii, you grant Proxii a worldwide, non-exclusive, royalty-free, revocable license to:

  1. Operate and provide the Service
  2. Perform analytics and diagnostics
  3. Improve and develop the Service (including internal machine-learning model training and feature development)

This license is strictly limited to Proxii’s own internal business purposes and to the extent necessary to deliver and enhance the Service for you. Proxii will not sell, rent, or otherwise distribute your User Content to third parties for their independent use or training.

c. Data Security: We take reasonable measures to protect your data. Your data, including tasks, goals, and other core application data, is securely stored in a PostgreSQL database. Your AI-related reflections and input data are securely stored in a Pinecone vector database. For more details on data security, please refer to our Privacy Policy.

5. Subscription and Billing

a. Subscription Plans: Proxii offers various subscription plans. Details about pricing, features, and billing cycles (e.g., monthly, yearly) are available on our website and within the Service.

b. Billing: All payments are processed securely through Stripe. By subscribing, you authorize Proxii to charge your chosen payment method according to your selected plan and billing cycle.

c. Automatic Renewal: Subscriptions automatically renew at the end of each billing cycle unless you cancel your subscription.

d. Cancellation: You can cancel your subscription at any time through your secure Stripe billing portal, accessible within your account settings. Cancellations will take effect at the end of your current billing period, and you will retain access to the paid features until then. No refunds will be provided for partial subscription periods.

e. Price Changes: Proxii reserves the right to change its subscription prices at any time. We will provide you with reasonable advance notice of any price changes. If you do not agree to the new prices, you may cancel your subscription before the new prices take effect.

6. Third-Party Services

The Service may integrate with or contain links to third-party websites or services, including Google Analytics for understanding user behavior and advertising partners for targeted advertisements. These third-party services are not controlled by Proxii and are subject to their own terms and privacy policies. You acknowledge and agree that Proxii is not responsible or liable for: (i) the availability or accuracy of such websites or services; or (ii) the content, products, or services on or available from such websites or services. Your use of such third-party services is at your own risk.

7. Disclaimers

THE SERVICE IS 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. PROXII DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED.

8. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL PROXII, ITS AFFILIATES, DIRECTORS, EMPLOYEES, OR LICENSORS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE SERVICE. IN NO EVENT SHALL PROXII'S CUMULATIVE LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE EXCEED THE AMOUNT PAID BY YOU TO PROXII FOR THE SERVICE IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY.

9. Indemnification

You agree to indemnify, defend, and hold harmless Proxii and its affiliates, officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or in any way connected with: (a) your access to or use of the Service; (b) your violation of these Terms; or (c) your violation of any third-party right, including without limitation any intellectual property right, publicity, confidentiality, property, or privacy right.

10. Termination

Proxii may terminate or suspend your access to the Service immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach these Terms. Upon termination, your right to use the Service will immediately cease. All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

11. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of Ontario, Canada, without regard to its conflict of law principles. Any disputes arising out of or relating to these Terms or the Service will be resolved in the federal or state courts located in Toronto, Ontario.

12. Changes to Terms

Proxii reserves the right to modify these Terms at any time. If we make material changes, we will notify you by email or through the Service. Your continued use of the Service after such modifications constitutes your acceptance of the revised Terms.

13. Contact Information

If you have any questions about these Terms, please contact us at [email protected].