Terms of Service

EmTé inc. provides a managed service: we implement, configure, run and maintain CRMs, automations and, where relevant, artificial-intelligence features, and we train the client's team. This is not the mere sale of a software license.

The implementation plan is billed separately. Its cost is credited toward setup fees if the project is accepted within 30 days, under the agreed terms.

Unless the contract states otherwise, setup fees are payable 50% upon acceptance of the proposal and 50% before go-live.

When a subscription applies, its start date, initial term, included services, renewal and termination notice are stated in the contract. Recurring fees are payable in advance, subject to mandatory rules applicable to service contracts.

Telephony, SMS, high-volume email, messaging, external AI providers and other metered components are billed separately based on usage when the contract provides for such pricing. Hardware and implementation fees for an on-premises or hybrid solution are instead detailed separately in the proposal. Thresholds or approvals may be set to avoid significant unanticipated variable spending. Variable fees already consumed are non-refundable.

All prices are in Canadian dollars, before applicable taxes (GST/QST). Client delays, incorrect or incomplete data provided by the client, or unavailability of the client's resources may shift timelines and lead to adjustments.

Custom development and out-of-scope integrations are subject to a separate proposal. Any request added after scope approval may incur additional costs and timelines.

Support covers the use and correction of the elements included in the package. New processes, integrations, campaigns, development and scope changes are subject to a separate estimate.

No package includes an unlimited volume of requests, changes, integrations or new workflows. The specific terms (support channel, service hours, first-response target and any optimization bank) are defined in each engagement's contract.

Our solutions rely on third-party providers (including the CRM platform, e.g. HighLevel, and telephony, messaging and AI providers). EmTé is not responsible for outages, withdrawals, pricing changes or modifications made by these providers, nor for integrations modified by a third party. We make reasonable efforts to maintain the service, with no guarantee of any particular availability of third-party services.

The client retains its data, content, marks and other materials it supplies. Domains and accounts created in the client's name remain under its control. The client grants EmTé limited permission to use those materials only to perform the engagement.

EmTé retains its background intellectual property and its methods, know-how, templates, connectors, libraries, generic configurations and reusable modules, as well as general improvements that reveal neither client data nor confidential information.

Unless a written assignment is expressly identified and signed, engagement-specific deliverables are licensed to the client after full payment. Unless the statement of work provides otherwise, this licence is perpetual and non-exclusive and lets the client use the deliverable for its operations and have it modified and maintained by a provider of its choice. The statement of work identifies delivered files, source-code access, transferability and any technical or contractual limit.

When an EmTé reusable module is embedded in and necessary to operate a deliverable, the client's licence includes the right to use that module with the paid deliverable. EmTé remains free to reuse the generic module without the client's data, content, marks, trade secrets or confidential particulars. Exclusive development or a complete assignment must be named and priced separately.

Open-source software, hosted platforms, fonts, content and third-party components remain subject to their own licences. EmTé provides an inventory of material dependencies when relevant to the engagement.

When an engagement includes an accounts-receivable follow-up process, it is limited to commercial invoices claimed from a business and arising from its business operations. The client remains responsible for the claim's accuracy, tone, approval and sending of every external communication.

EmTé never receives payments, communicates with consumers or personal guarantors, issues formal demands, threatens proceedings or negotiates disputes. As soon as a claim is disputed or formal action is required, the file returns to the client and, where appropriate, its lawyer or an authorized agency.

The initial term and applicable notice are stated in the contract, subject to statutory termination rights. At the end of service, EmTé returns the client's data and agreed documentation in available formats and within the technical limits explained before implementation.

The exit plan identifies account transfers, exports, access revocation, any transition fees and handling of remaining copies. Work performed, authorized expenses, consumed usage fees and non-cancellable commitments remain payable to the extent allowed by law.

We treat client information confidentially, restrict access to the actual need and favour revocable individual access. Processing obligations, subprocessors, incidents, assistance with rights requests and deletion are set out in a data-processing schedule when the engagement involves personal information.

Client confidential data is not used to train a general EmTé model and is not authorized for that purpose with a provider without express written consent, a prior assessment and appropriate contractual terms.

The functions to deliver and their acceptance criteria are set in writing before the engagement begins. During the 30 days following go-live, any included function that is not conforming is fixed at no charge.

If an essential agreed function cannot be brought into conformity within the planned correction period after written notice, EmTé refunds the portion of the setup fees attributable to that function.

Reasonable exclusions: scope change; request added after approval; client delay; incorrect or incomplete data provided by the client; outage, withdrawal or modification by a third-party provider; improper use; business outcome; consumption fees already incurred; clearly identified experimental functionality; integration modified by a third party.

EmTé does not guarantee any specific sales volume, revenue or business outcome.

Applicable exclusions, liability limits, caps and remedies are set out in the signed contract according to the engagement's scope and risk. Nothing excludes liability that cannot legally be excluded, including in the circumstances covered by article 1474 of the Civil Code of Québec.

These terms and EmTé contracts are first provided in French. An English version may be used after the parties expressly choose it, to the extent allowed by Quebec's Charter of the French Language.

Terms incorporated into the contract are governed by the laws applicable in Quebec. The contract states the dispute-resolution mechanism and competent court. A website update never retroactively changes an already accepted contract without the required agreement.