Terms of Service | FootBill

FootBill Inc.
Effective Date: February 22, 2026

Notice of Updated Terms of Service. We have updated our Terms of Service. These updated terms are effective for new users of our Services as of the Effective Date above, and for existing users as of thirty (30) days after the Effective Date. By continuing to use our Services after the applicable effective date, you agree to the updated Terms of Service and Privacy Policy.

Welcome to FootBill! FootBill Inc. ("FootBill," "we," "us," "our") provides its services (described below) to you through its website located at www.footbill.app (the "Site") and through its mobile applications and related services (collectively, such services, including any new features and applications, and the Site, the "Service(s)"), subject to the following Terms of Service (as amended from time to time, the "Terms of Service" or "Terms").

We reserve the right, at our sole discretion, to change or modify portions of these Terms at any time. If we do this, we will post the changes on this page and will indicate at the top of this page the date these Terms were last revised. Any changes will become effective when posted. Your continued use of the Services after changes are posted constitutes your acceptance of the new Terms. You should review this page periodically for updates.

In addition, when using certain services, you will be subject to any additional terms applicable to such services that may be posted on the Service from time to time, including, without limitation, our Privacy Policy. All such terms are hereby incorporated by reference into these Terms.

If you are using the Service on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.

PLEASE READ THESE TERMS OF SERVICE CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. THE AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTION) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, AND FURTHER (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST FOOTBILL ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS, AND (3) YOU MAY NOT BE ABLE TO HAVE ANY CLAIMS YOU HAVE AGAINST US RESOLVED BY A JURY OR IN A COURT OF LAW.

1. Eligibility

You must be at least 16 years of age (or the age of majority in your jurisdiction, whichever is greater) to use the Service. By using the Service, you represent and warrant that you meet this age requirement and have the legal capacity to enter into these Terms. If you are under 18, you may use the Service only with the approval of your parent or guardian.

2. Your Account

2.1 Registration

To access the Service, you must create an account. You agree to provide accurate, current, and complete information during registration, and to update such information to keep it accurate, current, and complete. Registration data and certain other information about you are governed by our Privacy Policy.

2.2 Business Account Registration

If you are registering a business account with FootBill, you or the person submitting the application must provide us with your business or trade name, physical address, email, phone number, and certain other information we may require from time to time. We may also collect personal information (including name, birthdate, and government-issued identification number) about you and your beneficial owners, principals, and account administrator.

Until you have submitted and we have reviewed all required information, your account will be available on a preliminary basis only, and we may terminate it at any time and for any reason. At any time during your use of the Service, we may require additional information from you to verify beneficial ownership, validate information provided, verify your identity, and assess the risk associated with your business. Your failure to provide this information may result in suspension or termination of your account.

2.3 Account Security

You are responsible for maintaining the confidentiality of your password and account and are fully responsible for any and all activities that occur under your password or account. You agree to (a) immediately notify FootBill of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session. FootBill will not be liable for any loss or damage arising from your failure to comply with this Section.

2.4 Account Ownership Disputes

If an account is created by you on behalf of a business, whether expressly or impliedly, the business shall be deemed the rightful owner of the account. Ownership may be determined based on, but not limited to, the business's registration information, payment and banking details associated with the account, domain-linked email addresses, or other identifying business information provided to FootBill.

In the event of a dispute regarding account ownership, FootBill reserves the right, in its sole discretion and without liability, to determine the rightful account owner based on available evidence, and may require documentation or further verification. Any information, content, or data uploaded to the account, including User Content, may be accessible to the deemed account owner. FootBill shall not be liable for any actions taken in resolving ownership disputes, including suspending or transferring account access.

3. Use of the Service

3.1 Services Description

The Service is designed to provide invoicing, billing, payment collection, expense tracking, financial analytics, and related business management tools for businesses, freelancers, and independent professionals who use the Service ("Users") and the clients to whom they send invoices or other billing documents ("Clients"). Users may use the Service to create and send invoices, track payments, manage client records, process payment transactions, and generate financial insights. Clients may use the Service to review invoices, make payments, and communicate with Users regarding billing matters.

3.2 No Professional Advice

You acknowledge and agree that FootBill does not provide legal, financial, tax, accounting, or other professional advice as part of providing the Services, including with respect to any tax estimates, calculations, or reports generated using FootBill's tools. No action should be taken based upon any information obtained through the Services without first seeking independent professional advice from an accountant, attorney, financial advisor, or other appropriately licensed and qualified professional.

Without limiting the foregoing, you (not FootBill) are solely responsible for (and you shall hold FootBill harmless with respect to): (i) compliance with any and all applicable laws, rules, and regulations; (ii) determination of any and all amounts you may owe to the government or other third parties and full payment thereof (including all applicable taxes, penalties, and interest); and (iii) any use you may make of the Services to assist you with the foregoing.

3.3 Acceptable Use

You may use the Service only for lawful purposes and in accordance with these Terms. You are solely responsible for all content that you upload, post, publish, or display, or otherwise make available via the Service. You agree not to use the Service to:

Violate any applicable local, state, provincial, national, or international law, or any regulations having the force of law;
Use the Service to transmit fraudulent, misleading, or deceptive content;
Upload, distribute, or make available any content that infringes any intellectual property or other proprietary rights of any party;
Upload content containing software viruses or any other computer code designed to interrupt, destroy, or limit the functionality of any software, hardware, or telecommunications equipment;
Upload content that poses or creates a privacy or security risk to any person;
Upload content that constitutes child sexual abuse material (CSAM) or otherwise exploits or harms children;
Upload content that is sexual, adult, erotic, or pornographic, or that relates to sexual services;
Upload content that refers to or incites violence, or that relates to weapons or firearms;
Upload content that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, libelous, invasive of another's privacy, or hateful on the basis of race, ethnicity, or any other protected characteristic;
Interfere with or disrupt the Service or servers or networks connected to the Service;
Attempt to gain unauthorized access to any part of the Service;
Use automated tools to scrape, crawl, or extract data from the Service without permission;
Impersonate any person or entity, or falsely state or misrepresent your affiliation with a person or entity;
Solicit personal information from anyone under the age of 18;
Harvest or collect email addresses or other contact information of other users for the purposes of sending unsolicited communications;
Use the Service to send unsolicited commercial communications, junk mail, spam, chain letters, pyramid schemes, or any other form of solicitation;
Further or promote any criminal activity or enterprise or provide instructional information about illegal activities;
Obtain or attempt to access any materials or information through any means not intentionally made available through the Service; or
In the sole judgment of FootBill, engage in conduct that is objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which may expose FootBill or its users to any harm or liability.

FootBill reserves the right to investigate and take appropriate action against anyone who violates this provision, including removing offending content, suspending or terminating accounts, and reporting violations to law enforcement authorities. Any use of the Service in violation of the foregoing may result in termination or suspension of your rights to use the Service.

3.4 Service Modifications

FootBill reserves the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. We will make reasonable efforts to notify you of material changes that significantly affect your use of the Service. You agree that FootBill will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Service.

3.5 General Practices Regarding Use and Storage

You acknowledge that FootBill may establish general practices and limits concerning use of the Service, including without limitation the maximum period of time that data or other content will be retained by the Service and the maximum storage space that will be allotted on FootBill's servers on your behalf. You agree that FootBill has no responsibility or liability for the deletion or failure to store any data or other content maintained or uploaded by the Service. You acknowledge that FootBill reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that FootBill reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.

4. User Content

4.1 Ownership and License

You retain ownership of all data, content, and materials you submit to the Service ("User Content"). By using the Service, you grant FootBill a nonexclusive, worldwide, royalty-free, fully paid-up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, perform, distribute, store, modify, and otherwise use your User Content in connection with the operation of or improvements to the Service in any form, medium, or technology now known or later developed.

4.2 Your Representations

You represent and warrant that you own all right, title, and interest in your User Content, including all copyrights, and are authorized to grant FootBill the license described above. You are responsible for ensuring that your User Content does not infringe on any third-party intellectual property rights, does not contain unlawful, defamatory, or harmful material, and complies with all applicable laws and regulations.

4.3 Submissions and Feedback

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information about the Service ("Submissions") provided by you to FootBill are non-confidential and FootBill will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

4.4 Content Preservation and Disclosure

You acknowledge and agree that FootBill may preserve content and may also disclose content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws, or government requests; (b) enforce these Terms; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of FootBill, its users, and the public.

5. Intellectual Property

5.1 Service Content, Software, and Trademarks

The Service and all associated intellectual property—including software, designs, logos, trademarks, text, and graphics—are owned by FootBill Inc. and its licensors ("Service Content"). These Terms do not grant you any rights to use our trademarks, logos, or branding without our prior written consent. You agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute, or create derivative works based on the Service or Service Content, except that this does not apply to your own User Content.

The technology and software underlying the Service are the property of FootBill, our affiliates, and our partners (the "Software"). You agree not to copy, modify, create derivative works of, reverse engineer, reverse assemble, or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by FootBill.

5.2 Copyright Complaints (DMCA)

FootBill respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you should notify FootBill in accordance with the Digital Millennium Copyright Act ("DMCA") by sending a notification to our Copyright Agent at copyright@footbill.ca.

To be effective, the notification must be in writing and contain the following information:

An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
A description of the copyrighted work or other intellectual property that you claim has been infringed;
A description of where the material that you claim is infringing is located on the Service, with enough detail that we may find it;
Your address, telephone number, and email address;
A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law;
A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on their behalf.

5.3 Counter-Notice

If you believe that your User Content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to upload and use the content, you may send a written counter-notice to the Copyright Agent containing: (a) your physical or electronic signature; (b) identification of the content that was removed and the location at which it appeared before removal; (c) a statement that you have a good faith belief that the content was removed as a result of mistake or misidentification; and (d) your name, address, telephone number, email address, and a statement that you consent to the jurisdiction of the applicable courts and will accept service of process from the person who provided the original notification.

5.4 Repeat Infringer Policy

In accordance with the DMCA and other applicable law, FootBill has adopted a policy of terminating, in appropriate circumstances and at FootBill's sole discretion, users who are deemed to be repeat infringers. FootBill may also limit access to the Service and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

6. Fees and Payment

6.1 Subscription Fees

Certain features of the Service require payment. By subscribing to a paid plan, you agree to pay all applicable fees as described on our pricing page. You represent and warrant that all payment information you provide is true and that you are authorized to use the payment instrument.

If you have registered for the Services via a subscription plan, you expressly acknowledge and agree that (a) FootBill is authorized to charge your credit card or other payment instrument in accordance with the terms of your subscription plan for as long as your subscription continues, and (b) your subscription is continuous until you cancel it or FootBill suspends or stops providing access to the Services in accordance with these Terms.

You will promptly update your account information with any changes (for example, a change in your billing address or credit card expiration date) that may occur. Subscriptions renew automatically unless cancelled before the renewal date. You may cancel at any time; cancellation takes effect at the end of the current billing period. Refunds are available under our 30-day money-back guarantee for paid plans.

6.2 Price Changes

We reserve the right to change our prices. If FootBill does change prices, we will provide notice of the change on the Site or by email at least 30 days before the change is to take effect. Your continued use of the Service after the price change becomes effective constitutes your agreement to pay the changed amount.

6.3 Taxes

You shall be responsible for all taxes associated with the Services other than taxes based on FootBill's net income. If you dispute any charges by FootBill, you must notify us within thirty (30) days after the date of the charge.

6.4 Transaction Fees

If you use the Service to process payment transactions with your Clients, you agree to pay FootBill a percentage of each such transaction or other applicable fees, as set forth on the Service or in a separate agreement. As a User, if you agree to refund any fees to a Client, you are responsible and will pay FootBill (and FootBill may retain) any transaction costs associated with such refund.

7. Payments Platform

7.1 FootBill Payments

FootBill offers access to a payments platform through which you may process payment transactions with your Clients or other parties with whom you transact ("FootBill Payments"). We use Stripe, Inc. ("Stripe") as our third-party payments processor and platform provider to facilitate FootBill Payments (the "Provider"). By using FootBill Payments, you also agree to be bound by the Stripe Connected Account Agreement and the Stripe Services Agreement, as applicable.

We reserve the right to change the Provider at any time, in which case you agree to take whatever steps as we may advise in order to migrate the payments service to another Provider.

FootBill is a software company, not a bank. FootBill is not insured by the Federal Deposit Insurance Corporation (FDIC) or the Canada Deposit Insurance Corporation (CDIC). FootBill serves as the limited authorized agent of the User for the purpose of accepting payments from Clients on behalf of Users and is responsible for transmitting such payments to the User. Each User hereby appoints FootBill as the User's limited agent solely for the purpose of collecting payments made by Clients on behalf of the User.

7.2 Chargebacks

To the extent you have received payment through the FootBill Platform ("Payee") from or on behalf of a Client or other party ("Payor"), the amount of a transaction may be charged back or reversed to the Payee's payment account (a "Chargeback") if the transaction (a) is disputed by the Payor, (b) is reversed for any reason, (c) was not authorized or we have any reason to believe that the transaction was not authorized, or (d) is allegedly unlawful, suspicious, or in violation of these Terms.

Payee shall owe FootBill and will immediately pay FootBill the amount of any Chargeback and any associated fees, fines, or penalties assessed by any processing financial institutions, or Mastercard, Visa, American Express, Discover, and other payment card networks, associations, or companies.

7.3 Authorization to Charge Payment Methods on File

You, as Payee, authorize us to charge any payment method we have on file for you in the amount of any Chargeback; any other amount you owe us; any Losses we may incur relating to your transactions, your use of the Services, or your business; any obligations you owe us, including under these Terms or any other agreement we have with you; or to fund the Reserve. To execute such charges, you expressly authorize us to (a) initiate individual or recurring debit entries to any bank account we have on file for you and (b) charge any credit or debit card account we have on file for you.

If any debit entry or charge is rejected, you agree to immediately pay the amount due directly to us and authorize us to initiate other debit entries and charges at any time until the amount due is paid in full. We are not responsible for any amount you may incur from our charges, including overdraft and overlimit fees. For purposes of this and the following sections, "Losses" include Chargebacks, refunds, returns, shortfalls, adjustments, settlements, losses, liabilities, damages, fines, penalties, fees, costs, and expenses.

7.4 Reserve

We may withhold funds from payments (including payment processor payouts) to you, as Payee, and/or designate an amount of funds that you must maintain in a reserve account held by us ("Reserve") to pay any actual or potential Losses we believe we may incur related to your transactions, your use of the Services, your business, or to secure the performance of your obligations under any agreement between you and us, including these Terms.

The Reserve will be in an amount determined by us in our sole discretion. The Reserve may be raised, reduced, or removed at any time by us, in our sole discretion. If you do not have sufficient funds in your Reserve, we may fund the Reserve from any payment method we have on file for you. You grant us a security interest in and lien on any and all funds held in the Reserve, and also authorize us to make any withdrawals or debits from the Reserve to cover any Losses, obligations, and amounts you owe us.

7.5 Setoff

In the event that there is an outstanding amount you owe us, we may set off such amount from any payments that would otherwise be made to you.

8. Tax Reporting

As required by law, FootBill may need to report information about your transactions using the Services by filing applicable tax forms (e.g., Form 1099 in the United States, T4A in Canada) with the relevant tax authority and sending you a copy. By using the Services, you agree to the following:

You consent to receiving an electronic copy of applicable tax forms. To access your electronic tax forms, you will need a computer or device with Internet access.
Your consent to electronic delivery will apply to all future tax forms unless you withdraw your consent.
You can opt out of receiving electronic tax forms at any time, and instead receive a hard copy mailed to your physical address, by contacting us at support@footbill.ca.
Please ensure that your contact information is current by updating your account profile.

9. Third-Party Services

The Service may integrate with or contain links to third-party websites, services, or technologies ("Third-Party Services"), including but not limited to Stripe for payment processing and Plaid for financial data retrieval. Your use of Third-Party Services is governed by their respective terms and privacy policies. These Third-Party Services may have their own terms that govern your use or access in addition to these Terms.

When you connect to or access a Third-Party Service from your account, those connections may allow the third party to collect or share data about you. We are not responsible for the practices or the content of any Third-Party Services, and make no guarantees about their availability, accuracy, or performance. We encourage you to carefully read and review the terms applicable to each Third-Party Service that you access or use.

FootBill has no control over such sites and resources and will not be responsible or liable, directly or indirectly, for any damage or loss caused by or in connection with use of or reliance on any content, goods, or services available on or through any such site or resource.

10. Artificial Intelligence

Portions of the Services may use artificial intelligence ("AI") tools and other technology (the "AI Tools"), including but not limited to the Smart Draft feature. Certain of those tools may allow you to generate text, invoice content, financial summaries, and other content ("Output") in response to prompts, User Content, and other information or input ("Input"), and some of the AI Tools may be powered by third-party providers.

You acknowledge that your use of AI Tools may involve access to your Inputs and Outputs by the relevant third-party providers. You understand that, due to the nature of the AI Tools, Outputs may not be unique, and it is possible that AI Tools may generate the same or similar Output for other users if the Inputs are similar. You acknowledge that the use of such AI Tools may affect your ability to obtain or enforce any intellectual property rights in or to the Output.

You acknowledge that AI is rapidly evolving and our AI Tools may provide results or produce Output that is inaccurate, unreliable, inappropriate, or otherwise unsuitable or that does not meet your expectations.

You agree not to use AI Tools, AI Tool results, or Output in a manner that may infringe upon or violate the rights of any third party or violate any applicable laws, rules, or regulations, and you acknowledge and agree that (1) you are solely responsible for vetting and evaluating the accuracy, appropriateness, legality, and suitability for your use of any AI Tool result or Output before using it, including evaluating whether such use will infringe upon or violate the rights of others; and (2) you assume all risk associated with your use of AI Tools, AI Tool results, and Output and that FootBill will have no liability for such use.

You further agree not to use AI Tools for any purpose that could have a legal or material impact on any person, such as making credit, educational, employment, housing, insurance, legal, medical, or other important decisions about them. You also agree that you will not use AI Tools to process sensitive personal information, as such term is defined in applicable law.

11. Mobile Services and Communications

The Service includes certain services that are available via a mobile device, including (i) the ability to upload content to the Service via a mobile device, (ii) the ability to browse the Service and the Site from a mobile device, (iii) the ability to access certain features through an application downloaded and installed on a mobile device, and (iv) the ability to receive notifications, messages, and updates on your mobile device (collectively, the "Mobile Services").

To the extent you access the Service through a mobile device, your wireless service carrier's standard charges, data rates, and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices.

By using the Services, you consent to receiving communications from FootBill related to the Service via email, push notification, in-app message, or text message. You do not have to agree to receive such communications as a condition of using the Service. In the event you no longer want to receive communications from FootBill, you may opt out by contacting us at support@footbill.ca or adjusting your notification preferences in the Service.

12. Third-Party Distribution Channels

FootBill offers software applications that may be made available through the Apple App Store, Google Play, or other distribution channels ("Distribution Channels"). If you obtain such software through a Distribution Channel, you may be subject to additional terms of the Distribution Channel. These Terms are between you and us only, and not with the Distribution Channel.

With respect to software made available for use in connection with an Apple-branded product ("Apple-Enabled Software"), the following additional terms apply:

FootBill and you acknowledge that these Terms are concluded between FootBill and you only, and not with Apple, and that FootBill, not Apple, is solely responsible for the Apple-Enabled Software and the content thereof.
Your license to use the Apple-Enabled Software is limited to a non-transferable license to use the Apple-Enabled Software on an iOS device that you own or control, as permitted by the Usage Rules set forth in the App Store Terms of Service.
Apple has no obligation whatsoever to provide any maintenance or support services with respect to the Apple-Enabled Software.
Apple is not responsible for any product warranties, whether express or implied by law.
FootBill, not Apple, is responsible for addressing any claims relating to the Apple-Enabled Software or your possession and/or use of it, including product liability claims, regulatory compliance claims, and intellectual property infringement claims.
You represent and warrant that (i) you are not located in a country that is subject to a U.S. or Canadian government embargo, or that has been designated as a "terrorist supporting" country; and (ii) you are not listed on any government list of prohibited or restricted parties.
Apple, and Apple's subsidiaries, are third-party beneficiaries of these Terms with respect to the Apple-Enabled Software.

13. International Use and Export Controls

Software available in connection with the Service and the transmission of applicable data, if any, may be subject to export controls under the laws of Canada, the United States, and other jurisdictions. No Software may be downloaded from the Service or otherwise exported or re-exported in violation of applicable export laws. Downloading or using the Software is at your sole risk.

You represent and warrant that you are not located in, or a resident or national of, any country subject to trade sanctions or embargoes by Canada, the United States, the European Union, or the United Nations, and that you are not on any list of prohibited or restricted parties maintained by any of those jurisdictions.

Recognizing the global nature of the Internet, you agree to comply with all local rules and laws regarding your use of the Service, including as it concerns online conduct and acceptable content.

14. Publicity

You acknowledge and agree that FootBill may use your company name and logo on FootBill's website and marketing materials to identify your relationship with FootBill, unless you opt out by notifying us at support@footbill.ca. We will not use your personal name, likeness, or endorsement without your explicit consent.

15. Privacy

Your use of the Service is also governed by our Privacy Policy, which describes how we collect, use, and protect your information. By using the Service, you consent to the practices described in our Privacy Policy. The Privacy Policy is incorporated by reference into these Terms.

16. Disclaimer of Warranties

YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. FOOTBILL EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

FOOTBILL MAKES NO WARRANTY THAT (I) THE SERVICE WILL MEET YOUR REQUIREMENTS, (II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, OR (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS.

THE SERVICE IS NOT A SUBSTITUTE FOR PROFESSIONAL FINANCIAL, TAX, ACCOUNTING, OR LEGAL ADVICE. FOOTBILL DOES NOT GUARANTEE THE ACCURACY OF ANY TAX CALCULATIONS, FINANCIAL REPORTS, OR OTHER OUTPUTS GENERATED BY THE SERVICE.

17. Limitation of Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT FOOTBILL WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF FOOTBILL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICE; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (V) ANY OTHER MATTER RELATING TO THE SERVICE.

IN NO EVENT WILL FOOTBILL'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION EXCEED THE GREATER OF (A) THE AMOUNTS YOU HAVE PAID FOOTBILL IN THE TWELVE (12) MONTHS PRIOR TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.

18. Indemnification

You agree to release, indemnify, and hold harmless FootBill Inc. and its affiliates and their officers, employees, directors, and agents (collectively, "Indemnitees") from any and all losses, damages, expenses, including reasonable attorneys' fees, rights, claims, actions of any kind, and injury (including death) arising out of or relating to your use of the Service, any User Content, your connection to the Service, your violation of these Terms, or your violation of any rights of another.

Notwithstanding the foregoing, you will have no obligation to indemnify or hold harmless any Indemnitee from or against any liability, losses, damages, or expenses incurred as a result of any action or inaction of such Indemnitee. If you are a California resident, you waive California Civil Code Section 1542, which says: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party." If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.

19. Dispute Resolution by Binding Arbitration

PLEASE READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES YOU AND FOOTBILL TO ARBITRATE CERTAIN DISPUTES AND CLAIMS AND LIMITS THE MANNER IN WHICH WE CAN SEEK RELIEF FROM EACH OTHER. ARBITRATION PRECLUDES YOU AND FOOTBILL FROM SUING IN COURT OR HAVING A JURY TRIAL. YOU AND FOOTBILL AGREE THAT ARBITRATION WILL BE SOLELY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS ARBITRATION, CLASS ACTION, OR ANY OTHER KIND OF REPRESENTATIVE PROCEEDING. FOOTBILL AND YOU ARE EACH WAIVING THE RIGHT TO TRIAL BY A JURY.

19.1 Informal Resolution

For any dispute or claim that you have against FootBill, or that FootBill has against you, arising from, relating to, or stemming from these Terms, our Services, or any aspect of the relationship between you and FootBill (collectively, "Claims"), you and FootBill agree to attempt to first resolve the Claim informally by contacting the other party. If a Claim is not resolved within thirty (30) days of the informal dispute notice, either party may initiate binding arbitration.

19.2 Binding Arbitration

Any arbitration will be administered by the ADR Institute of Canada ("ADRIC") under its Arbitration Rules, or by such other arbitration body as the parties may agree. The arbitration will be conducted in the Province of Ontario, Canada, unless you and FootBill agree otherwise. Each party will be responsible for paying any filing, administrative, and arbitrator fees in accordance with ADRIC rules, except that FootBill will pay for your reasonable filing fees if your Claim is for less than $10,000 CAD.

19.3 Class Action Waiver

You and FootBill agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. If for any reason a Claim proceeds in court rather than in arbitration, you and FootBill each waive any right to a jury trial.

19.4 Opt-Out

You may opt out of this arbitration agreement by sending written notice of your decision to opt out to legal@footbill.ca within thirty (30) days of first accepting these Terms. Your notice must include your name, mailing address, and a clear statement that you wish to opt out of this arbitration agreement. If you opt out, all other provisions of these Terms will continue to apply to you.

20. Termination

You may stop using the Service and close your account at any time. We may suspend or terminate your access if you violate these Terms, or for any reason at our discretion with reasonable notice.

FootBill may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of these Terms may be effected without prior notice, and acknowledge and agree that FootBill may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service.

Upon termination, your right to use the Service ceases immediately. Provisions that by their nature should survive termination will remain in effect, including but not limited to Sections 4, 5, 6, 7, 8, 16, 17, 18, 19, and 21.

21. General Provisions

21.1 Governing Law

These Terms shall be governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without respect to conflict of laws principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.

21.2 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and FootBill regarding the Service, superseding any prior agreements between you and FootBill with respect to the Service.

21.3 Severability

If any provision of these Terms is found by an arbitrator or court of competent jurisdiction to be invalid, the parties nevertheless agree that the arbitrator or court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of these Terms remain in full force and effect.

21.4 Waiver

The failure of FootBill to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

21.5 Assignment

You may not assign these Terms, by operation of law or otherwise, without FootBill's prior written consent. FootBill may freely assign these Terms without restriction. Subject to the foregoing, these Terms shall bind and inure to the benefit of the parties, their successors, and permitted assigns.

21.6 Force Majeure

FootBill shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, epidemics, pandemics, network infrastructure failures, strikes, or shortages of materials or energy.

21.7 Notices

Any notices or other communications provided by FootBill under these Terms, including those regarding modifications to these Terms, will be given by posting on the Site, through the Service, or by email to the address associated with your account. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted.

Contact Us

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

FootBill Inc.
Email: info@footbill.ca
Legal: legal@footbill.ca
Copyright Agent: copyright@footbill.ca