Terms of Service

Welcome to MashGen AI. These Terms of Service (the "Terms") govern your access to and use of the MashGen AI website (mashgen-ai.com), platform, and related digital marketing services (collectively, the "Services") provided by S&J Consulting Inc., operating as MashGen AI ("MashGen AI," "we," "us," or "our"), a corporation registered in the Province of Alberta, Canada.

By accessing our website, creating an account, signing a Service Agreement, or otherwise using the Services, you ("Client," "you," or "your") agree to be bound by these Terms. If you do not agree, you must not use the Services.

PLEASE READ THESE TERMS CAREFULLY. They include important provisions regarding payment, cancellation, intellectual property, limitation of liability, dispute resolution, and the use of artificial intelligence in delivering the Services.

1. Definitions

• "Agreement" means these Terms together with any Service Agreement, order form, or written proposal accepted by the Client.
• "Client Content" means any text, images, logos, brand assets, login credentials, customer data, or other material provided by the Client to MashGen AI for use in delivering the Services.
• "Deliverables" means all final websites, copy, graphics, social media posts, ad creatives, campaign assets, and other content produced by MashGen AI specifically for the Client under this Agreement.
• "Services" means the digital marketing services subscribed to by the Client, including but not limited to: AI-powered website creation, search engine optimization, social media management, email and SMS automation, paid advertising management, customer relationship management (CRM) setup, and related tools available through MashGen AI.
• "Subscription Term" means the recurring monthly billing period during which the Client has paid for access to the Services.

2. Eligibility and Account Registration

To use the Services, you must be at least 18 years of age and have the legal capacity to enter into a binding contract. You must be acting on behalf of a legitimate business and provide accurate, complete, and current information during signup and onboarding.

You are responsible for safeguarding your account credentials and for any activity that occurs under your account. You must notify MashGen AI immediately of any unauthorized use or security breach.

3. Description of Services

MashGen AI provides subscription-based digital marketing services to small and local businesses. Services are organized into tiered plans, with specific deliverables and inclusions defined in the published pricing table on mashgen-ai.com or in your individual Service Agreement.

We reserve the right to modify, suspend, or discontinue any feature or component of the Services at any time, with reasonable advance notice where practical. Pricing for new subscriptions or material plan changes will be communicated in writing at least thirty (30) days before taking effect for existing Clients.

4. Use of Artificial Intelligence

MashGen AI explicitly uses artificial intelligence (AI) and machine learning technologies to deliver portions of the Services.

By using the Services, you acknowledge and agree that:

• Content, copy, designs, images, and other Deliverables may be generated, drafted, or enhanced using third-party AI models, including but not limited to large language models, image generation models, and analytics engines.
• AI-generated content is reviewed by MashGen AI staff for quality and appropriateness, but you remain ultimately responsible for reviewing and approving all final Deliverables before they are published or distributed under your brand.
• AI output may occasionally contain errors, inaccuracies, or content that does not perfectly reflect your brand voice. We do not warrant that AI-generated content is free from errors or suitable for every use case without your review.
• Client Content you provide may be used to prompt, fine-tune, or contextualize AI models for the purpose of delivering your Services. We do not knowingly submit your confidential or proprietary information to third-party AI providers that retain or train on customer input, except as required to deliver the Services.
• You retain ownership of the final Deliverables (subject to Section 7) regardless of whether AI tools were used in their creation.

5. Fees, Billing, and Payment

5.1 Subscription Fees

Subscription fees are billed monthly in advance based on the plan you selected. All fees are quoted and charged in Canadian Dollars (CAD) unless otherwise specified in your Service Agreement, plus applicable taxes (including GST in Alberta).

5.2 Setup Fees

A one-time setup fee applies at the start of your subscription, as listed in the pricing table for your chosen tier. The setup fee covers onboarding, initial asset creation, account configuration, and integration work.

5.3 Payment Method

You authorize MashGen AI to charge your nominated payment method automatically for all recurring subscription fees, setup fees, and any pre-approved additional services. If a payment fails, we may suspend the Services until payment is brought current. You are responsible for keeping your billing information accurate and up to date.

5.4 Ad Spend and Third-Party Costs

If your plan includes management of paid advertising (Google Ads, Meta Ads, Local Services Ads, etc.), the underlying ad spend is paid directly by you to the advertising platform unless explicitly otherwise agreed in writing. MashGen AI manages and optimizes campaigns but does not absorb media costs.

6. Cancellation and Refunds

6.1 Cancellation

Your subscription is month-to-month. You may cancel at any time by providing written notice (email is acceptable) to support@mashgen-ai.com. Your cancellation will take effect thirty (30) days after we receive your notice. You will continue to receive Services and be billed at your normal subscription rate during this 30-day notice period.

6.2 No Refunds

All sales are final. MashGen AI does not offer refunds for any subscription fees, setup fees, or other charges, including but not limited to:

• Unused portions of a billing period after cancellation.
• Setup fees once onboarding work has commenced.
• Services that have been delivered or made available, even if the Client did not actively use them.
• Subjective dissatisfaction with AI-generated content that meets the agreed scope.

This no-refund policy does not affect any non-waivable rights you may have under applicable Canadian consumer protection legislation.

6.3 Termination by MashGen AI

We reserve the right to suspend or terminate your access to the Services immediately, without refund, if you (a) materially breach these Terms, (b) fail to pay fees when due after a 7-day grace period, (c) use the Services for unlawful purposes, or (d) engage in conduct that we reasonably determine harms MashGen AI, our staff, or other clients.

7. Intellectual Property and Ownership

7.1 Ownership of Deliverables

Upon full payment of all fees owed for a given billing period, all final Deliverables produced specifically for the Client — including websites, copy, social media posts, graphics, ad creatives, and brand assets — are assigned to and owned exclusively by the Client. The Client receives a full, perpetual, transferable license to use, modify, distribute, and republish these Deliverables for any lawful purpose.

7.2 MashGen AI Retained Rights

Notwithstanding Section 7.1, MashGen AI retains all rights to its underlying platform, software, workflows, methodologies, internal tools, proprietary prompts, templates, and any pre-existing intellectual property used in the course of delivering the Services. Nothing in this Agreement transfers ownership of the MashGen AI platform or its components to the Client.

7.3 Portfolio and Promotional Use

MashGen AI may reference the Client's business name, logo, and a non-confidential summary of the work performed in its portfolio, case studies, social media, and marketing materials, unless the Client objects in writing. We will not disclose any confidential business information, financial data, or customer lists without explicit written consent.

7.4 Client Content License

The Client grants MashGen AI a limited, non-exclusive, royalty-free license to use, reproduce, modify, and display Client Content solely as necessary to deliver the Services for the duration of the Subscription Term.

8. Client Responsibilities

To enable us to deliver the Services effectively, you agree to:

• Provide accurate, complete, and timely information, brand assets, and access credentials as reasonably requested.
• Review and approve Deliverables, drafts, and campaign assets within a reasonable time. Delays in your approvals may extend timelines or affect campaign performance.
• Ensure you have all necessary rights, licenses, and consents to any Client Content provided to us, including images, logos, customer data, and trademarks.
• Comply with all applicable laws, including anti-spam laws (CASL — Canada's Anti-Spam Legislation), privacy laws (PIPEDA, PIPA Alberta), and advertising platform policies (Google, Meta, etc.).
• Maintain your own backups of any business-critical data and content, including content hosted on third-party platforms managed on your behalf.

9. Third-Party Services and Platforms

The Services rely on integrations with third-party platforms including, without limitation, Google, Meta (Facebook, Instagram), Microsoft, OpenAI, Anthropic, content management systems, CRMs, email service providers, and payment processors. MashGen AI is not responsible for the availability, accuracy, content, products, or services of these third parties, nor for changes they make to their APIs, policies, or fees.

If a third-party platform changes its rules, restricts access, suspends an account, or discontinues a feature, we will use reasonable efforts to adapt the Services but cannot guarantee uninterrupted delivery of any feature that depends on third parties.

10. Confidentiality

Each party agrees to keep confidential any non-public business, financial, technical, or strategic information disclosed by the other party in connection with the Services. Confidential information must be used only for purposes of performing or receiving the Services. This obligation survives termination of the Agreement for a period of two (2) years.

11. Privacy and Data Protection

MashGen AI handles personal information in accordance with our Privacy Policy, available at mashgen-ai.com/privacy, and in compliance with Canadian privacy laws including PIPEDA and Alberta's PIPA. By using the Services, you consent to the collection, use, and disclosure of personal information as described in the Privacy Policy.

When MashGen AI processes personal information about your customers on your behalf (for example, in CRM workflows or email lists), you act as the data controller and MashGen AI acts as a data processor. You are responsible for obtaining all required consents from your customers.

12. Disclaimers and No Warranty

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED.

Without limiting the foregoing, MashGen AI does not warrant that:

• The Services will be uninterrupted, error-free, or completely secure.
• Any specific business outcome will be achieved — including without limitation specific search rankings, lead volumes, ad performance, conversion rates, revenue, or social media engagement.
• AI-generated content will be perfectly accurate, free of error, or aligned with your subjective preferences without iteration.
• Third-party platforms will continue to operate, provide the same features, or honour their current policies.

Marketing results depend on many factors outside MashGen AI's control, including your product, market, competition, and economic conditions. Past results are not a guarantee of future performance.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MashGen AI'S TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT OF SUBSCRIPTION FEES PAID BY YOU TO MashGen AI IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

In no event shall MashGen AI be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including loss of profits, revenue, business opportunity, goodwill, or data, even if advised of the possibility of such damages.

Nothing in this Section limits or excludes any liability that cannot be limited or excluded under applicable law, including liability for gross negligence, willful misconduct, or fraud.

14. Indemnification

You agree to indemnify, defend, and hold harmless MashGen AI, S&J Consulting Inc., its officers, directors, employees, contractors, and agents from any claims, damages, losses, liabilities, and expenses (including reasonable legal fees) arising out of or related to: (a) your use of the Services in violation of these Terms; (b) Client Content you provide; (c) your violation of any applicable law or third-party right; or (d) any misrepresentation made by you.

15. Governing Law and Dispute Resolution

These Terms and any dispute arising out of or in connection with them shall be governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without regard to conflict of laws principles.

The parties agree to first attempt to resolve any dispute through good-faith negotiation. If unresolved within thirty (30) days, the parties agree to attempt mediation in Calgary, Alberta, before commencing any court action. Subject to the foregoing, the parties submit to the exclusive jurisdiction of the courts of the Province of Alberta, sitting in Calgary, for any dispute arising under these Terms.

16. Changes to These Terms

We may update these Terms from time to time. The updated version will be posted on mashgen-ai.com with a new Effective Date. Material changes that affect your rights or obligations will be communicated by email at least thirty (30) days before they take effect. Your continued use of the Services after the Effective Date constitutes acceptance of the updated Terms.

17. General Provisions

17.1 Entire Agreement

These Terms, together with your Service Agreement and the Privacy Policy, constitute the entire agreement between you and MashGen AI and supersede all prior or contemporaneous communications, whether oral or written, on the same subject matter.

17.2 Severability

If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions will continue in full force and effect.

17.3 Assignment

You may not assign or transfer these Terms or any rights under them without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets, with notice to you.

17.4 No Waiver

Our failure to enforce any provision of these Terms will not be deemed a waiver of that provision or any other right.

17.5 Force Majeure

Neither party will be liable for any delay or failure to perform caused by circumstances beyond its reasonable control, including natural disasters, internet outages, government actions, pandemics, or third-party platform outages.

17.6 Independent Contractors

MashGen AI is an independent contractor. Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between the parties.

18. Contact Us

For questions about these Terms or the Services, please contact us:

S&J Consulting Inc. o/a MashGen AI
Calgary, Alberta, Canada
Email: support@mashgen-ai.com
Website: https://mashgen-ai.com

19. Scraping, Automated Access, and Data Harvesting

19.1 Prohibition on Scraping MashGen AI

You may not access or use the MashGen AI website, platform, or Services by any automated means without our express prior written consent.

Without limiting the foregoing, you expressly agree not to, and not to permit or assist any third party to:

• Use any robot, spider, crawler, scraper, script, browser extension, offline reader, or other automated means to access, index, copy, monitor, or extract any content, data, pricing information, proprietary workflows, or materials from the MashGen AI website or platform.
• Circumvent, disable, or otherwise interfere with security-related features, rate limits, or access controls designed to prevent unauthorized automated access.
• Harvest, aggregate, republish, resell, or exploit any content, pricing, templates, client data, or proprietary materials obtained from the platform for any commercial or competitive purpose.
• Reverse engineer, decompile, or attempt to extract the underlying AI prompts, workflows, algorithms, or source code of the MashGen AI platform.
• Place an unreasonably large or disproportionate load on our infrastructure, including through automated queries, bulk requests, or denial-of-service activity.

Any unauthorized scraping or automated access constitutes a material breach of these Terms and may also give rise to claims under applicable Canadian law, including the Copyright Act (R.S.C., 1985, c. C-42), the Computer Fraud and Unauthorized Use provisions of the Criminal Code of Canada (s. 342.1 — unauthorized use of computer), and tortious interference. MashGen AI reserves the right to seek injunctive relief, damages, and all other remedies available at law or in equity without prior notice.

19.2 Outbound Data Collection by MashGen AI

In delivering certain Services — including local SEO audits, competitor analysis, citation building, Google Business Profile optimization, and review monitoring — MashGen AI may collect publicly available information from third-party websites and directories using automated or manual means ("Outbound Data Collection").

With respect to Outbound Data Collection, the Client acknowledges and agrees that:

• MashGen AI collects only publicly available information (business names, addresses, phone numbers, reviews, citations, and similar public-facing data) and does not access password-protected systems, private databases, or non-public areas of any website.
• MashGen AI endeavours to comply with the terms of service of the third-party platforms from which data is collected. Where a platform's terms of service prohibit automated collection, MashGen AI uses manual processes or licensed data providers.
• Outbound Data Collection is performed solely on behalf of and for the benefit of the Client and is not sold, shared, or transferred to any third party other than as required to deliver the Services.
• MashGen AI does not warrant the accuracy, completeness, or currency of data collected from third-party sources. The Client assumes all risk associated with reliance on such data.
• MashGen AI shall not be liable for any claim, loss, or damage arising from a third party's allegation that Outbound Data Collection breached that party's terms of service or applicable law, provided MashGen AI acted in good faith and used commercially reasonable practices.

19.3 Remedies and Enforcement

MashGen AI actively monitors platform access for unauthorized automated activity. In the event of a violation of Section 19.1, MashGen AI may, at its sole discretion and without prior notice:

• Immediately block, rate-limit, or terminate the offending IP address, account, or session.
• Terminate any active subscription associated with the violating party without refund pursuant to Section 6.
• Pursue all available legal remedies including injunctive relief and monetary damages. The parties agree that a breach of this Section would cause irreparable harm for which monetary damages alone would be an inadequate remedy, and that injunctive relief may be sought without the requirement to post a bond or other security.

By accessing or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.