Legal
Terms of service
Effective Date: 2025-07-01
Last Updated: 2025-07-01 These Terms of Service (this “Agreement”) are entered into by and between Dimedove Technologies Inc., operating as “Dimedove” (“Company,” “we,” “us,” or “our”) and the entity or person accessing or using any Services (“Customer,” “you,” or “your”). If you are accessing or using the Services on behalf of your company or organization, you represent that you are authorized to accept this Agreement on behalf of such entity, and all references to “you” or “Customer” reference such entity. Company Information:
Dimedove Technologies Inc.
4 Pl. Ville-Marie #300
Montréal, QC H3B 2E7, Canada This Agreement governs Customer’s access to and use of Dimedove’s AI agent building platform and related services, and sets forth the terms and conditions under which those services will be provided. BY ACCESSING OR USING ANY SERVICES, CLICKING “I ACCEPT,” OR OTHERWISE INDICATING YOUR ACCEPTANCE, YOU ARE AGREEING TO BE BOUND BY ALL TERMS AND CONDITIONS CONTAINED IN THIS AGREEMENT. IF YOU DO NOT AGREE TO THIS AGREEMENT, DO NOT ACCESS OR USE THE SERVICES.
Contact Information:
For questions about these Terms of Service, please contact us at:
Email: legal@dimedove.com
Address: Dimedove Technologies Inc., 4 Pl. Ville-Marie #300, Montréal, QC H3B 2E7, Canada
Last Updated: 2025-07-01 These Terms of Service (this “Agreement”) are entered into by and between Dimedove Technologies Inc., operating as “Dimedove” (“Company,” “we,” “us,” or “our”) and the entity or person accessing or using any Services (“Customer,” “you,” or “your”). If you are accessing or using the Services on behalf of your company or organization, you represent that you are authorized to accept this Agreement on behalf of such entity, and all references to “you” or “Customer” reference such entity. Company Information:
Dimedove Technologies Inc.
4 Pl. Ville-Marie #300
Montréal, QC H3B 2E7, Canada This Agreement governs Customer’s access to and use of Dimedove’s AI agent building platform and related services, and sets forth the terms and conditions under which those services will be provided. BY ACCESSING OR USING ANY SERVICES, CLICKING “I ACCEPT,” OR OTHERWISE INDICATING YOUR ACCEPTANCE, YOU ARE AGREEING TO BE BOUND BY ALL TERMS AND CONDITIONS CONTAINED IN THIS AGREEMENT. IF YOU DO NOT AGREE TO THIS AGREEMENT, DO NOT ACCESS OR USE THE SERVICES.
1. DEFINITIONS
“Account” means the account created by Customer to access and use the Services through the Platform. “AI Agent” means artificial intelligence-powered conversational agents created, configured, and deployed by Customer using the Services. “Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with a party, where “control” means ownership of more than 50% of the voting securities or equity interests of such entity. “Customer Data” means all data, content, and information of any type that is submitted to the Services by or on behalf of Customer, including: (a) data submitted, uploaded, or imported to the Services by Customer, (b) AI Agent configurations and settings, (c) conversation data and interactions between AI Agents and End Users, and (d) any other content or information provided through Customer’s use of the Services. “Customer Properties” means Customer’s websites, applications, platforms, or other digital properties through which Customer deploys AI Agents created using the Services. “Documentation” means the technical documentation, user guides, and help materials for the Services, as made available at https://dimedove.com or otherwise provided by Dimedove. “End Users” means individuals who interact with AI Agents created by Customer using the Services. “Order Form” means any written or electronic document (including online registration or subscription processes) that references this Agreement and specifies the Services to be provided, pricing, and other relevant terms. “Platform” means Dimedove’s proprietary software platform accessible at https://dashboard.dimedove.com and any successor URLs. “Services” means Dimedove’s AI agent building platform, including the Platform, AI Agent creation and management tools, APIs, integrations, and any related services and features provided by Dimedove. “Subscription Plan” means the specific service tier and associated features, usage limits, and pricing selected by Customer. “Subscription Term” means the period during which Customer has access to the Services as specified in the applicable Order Form or subscription.2. SERVICES
2.1 Service Description
Dimedove provides an AI agent building platform that enables businesses to create, configure, and deploy intelligent agents that engage, qualify, and interact with visitors on Customer Properties. The Services include tools for AI Agent creation, conversation management, analytics, and integration capabilities.2.2 Service Provision
Each Service is provided on a subscription basis for the term specified in the applicable Order Form or subscription plan. Customer will receive access to the specific Services and features included in Customer’s selected Subscription Plan, subject to any usage limits or restrictions specified therein.2.3 Access and Use
Access Rights: Subject to the terms of this Agreement, Customer is granted a limited, non-exclusive, non-transferable right to access and use the Services during the Subscription Term solely for Customer’s internal business purposes and in accordance with the Documentation. Authorized Users: Customer may permit its employees, contractors, and Affiliates’ employees and contractors to use the Services as authorized users, provided that Customer remains fully responsible for compliance by all such users with the terms of this Agreement. Account Security: Customer is responsible for maintaining the confidentiality and security of all account credentials, API keys, and access information. Customer will promptly notify Dimedove of any unauthorized access to or use of Customer’s Account.2.4 AI Agent Deployment
Customer may deploy AI Agents created through the Services on Customer Properties. Customer is solely responsible for the proper implementation, configuration, and operation of AI Agents on Customer Properties and for ensuring compliance with all applicable laws and third-party terms of service.2.5 APIs and Integrations
To the extent Dimedove provides APIs or integration capabilities as part of the Services, Customer may use such APIs solely in connection with Customer’s authorized use of the Services and in accordance with any applicable API documentation and usage limits. Dimedove reserves the right to monitor API usage and implement rate limits or other restrictions as necessary to maintain service quality and security.3. CUSTOMER OBLIGATIONS AND RESTRICTIONS
3.1 General Obligations
Customer agrees to:- Use the Services in compliance with all applicable laws, regulations, and this Agreement
- Provide accurate and complete information when creating Accounts and using Services
- Maintain the security and confidentiality of Account credentials
- Promptly notify Dimedove of any unauthorized access or security breaches
- Ensure that all AI Agents and Customer’s use of Services comply with applicable privacy laws and regulations
3.2 Acceptable Use Policy
Customer agrees not to use the Services, or permit others to use the Services, to: Illegal Activities:- Engage in or facilitate any illegal activities or violations of applicable laws
- Create AI Agents for any illegal purposes or to support illegal activities
- Use the Services to collect, store, or process data for illegal or unauthorized purposes
- Create AI Agents that harass, threaten, intimidate, or harm individuals
- Develop AI Agents for fraudulent activities, scams, or deceptive practices
- Use the Services to spread malware, viruses, or other harmful code
- Engage in activities that could damage, disable, or impair the Services or Dimedove’s systems
- Collect personal information without proper consent or legal basis
- Use AI Agents to unlawfully access, collect, or process personal data
- Violate privacy rights of End Users or third parties
- Create AI Agents that circumvent privacy controls or data protection measures
- Create AI Agents that impersonate real individuals without proper authorization
- Develop AI Agents that disseminate false information, misinformation, or propaganda
- Use AI Agents to generate or distribute content that violates third-party intellectual property rights
- Create AI Agents that generate illegal, defamatory, obscene, or offensive content
- Develop AI Agents that could harm minors or vulnerable populations
- Attempt to reverse engineer, decompile, or disassemble the Services
- Access or use the Services through unauthorized automated means (except as specifically authorized)
- Interfere with or disrupt the Services or Dimedove’s servers or networks
- Circumvent any security measures or access controls implemented by Dimedove
- Resell, sublicense, or redistribute the Services without authorization
- Use the Services to develop competing products or services
- Perform unauthorized load testing or security testing on the Services
- Extract or scrape data from the Services except as specifically authorized
3.3 Content Standards
All content created through or used with the Services, including AI Agent responses and configurations, must:- Comply with applicable content standards and community guidelines
- Respect intellectual property rights of third parties
- Be appropriate for the intended audience and use case
- Not violate any applicable laws or regulations
3.4 Compliance Responsibilities
Customer is solely responsible for:- Ensuring that AI Agents comply with all applicable laws in Customer’s jurisdiction
- Obtaining necessary consents and providing required notices to End Users
- Implementing appropriate privacy and data protection measures
- Compliance with third-party platform terms when deploying AI Agents
4. PAYMENT TERMS
4.1 Subscription Plans and Pricing
Dimedove offers multiple Subscription Plans with different features, usage limits, and pricing structures. Customer’s selected plan, pricing, and payment terms are specified in the applicable Order Form or subscription details. Pricing may include:- Base subscription fees for access to platform features
- Usage-based charges for services consumed beyond included allowances
- Additional fees for premium features or support services
4.2 Payment Processing
Payment Provider: All payments are processed through Stripe, Inc. (“Stripe”), our authorized payment processor. By providing payment information and using the Services, Customer agrees to be bound by Stripe’s Terms of Service and privacy policy, and authorizes Dimedove and Stripe to charge Customer’s designated payment method for all applicable fees. Payment Authorization: Customer authorizes Dimedove to charge Customer’s designated payment method for:- Recurring subscription fees in advance of each billing period
- Usage-based charges for the prior billing period
- Any applicable taxes, fees, or charges as described herein
4.3 Billing and Invoicing
Billing Cycles: Subscription fees are billed monthly or annually as specified in Customer’s Subscription Plan. Usage-based charges are calculated based on actual usage during each billing period and billed in arrears. Usage Charges: If Customer’s usage exceeds the limits included in Customer’s Subscription Plan, Customer will be charged for such overages at the rates specified in the applicable pricing schedule. Invoice Disputes: Any billing disputes must be reported to Dimedove within thirty (30) days of the invoice date. Undisputed amounts remain due and payable regardless of any dispute.4.4 Taxes
Customer is responsible for all applicable taxes, duties, and governmental charges (excluding taxes based on Dimedove’s income) related to Customer’s use of the Services. If Customer is required to withhold taxes on payments to Dimedove, Customer will increase the payment amount so that Dimedove receives the full amount due.4.5 Fee Changes
Dimedove reserves the right to modify pricing for the Services upon thirty (30) days’ advance notice to Customer. Price changes will take effect at the start of Customer’s next billing cycle following such notice.4.6 Non-Payment and Suspension
If Customer’s account becomes overdue, Dimedove may, without liability:- Suspend Customer’s access to the Services until payment is received
- Charge late fees as permitted by applicable law
- Terminate this Agreement and Customer’s access to the Services
5. DATA OWNERSHIP AND PROCESSING
5.1 Customer Data Ownership
Customer Ownership: Customer retains all ownership rights in Customer Data. Customer grants Dimedove a limited, non-exclusive license to access, use, and process Customer Data solely to provide the Services and as otherwise specified in this Agreement. Data Control: Customer maintains control over Customer Data and may access, modify, export, or delete Customer Data through the Platform or by contacting Dimedove, subject to any legal retention requirements.5.2 Dimedove’s Data Rights
Service Provision: Dimedove may access and process Customer Data as necessary to provide the Services, including hosting, backup, security monitoring, and technical support. Service Improvement: Dimedove may use aggregated, anonymized, or de-identified data derived from Customer Data to improve and enhance the Services, provided such use does not identify Customer or End Users. No Training on Conversation Data: Dimedove does not use conversation data between AI Agents and End Users to train artificial intelligence models or for any machine learning purposes beyond what is necessary to provide the Services to Customer.5.3 Data Security and Privacy
Data processing activities are governed by Dimedove’s Privacy Policy and any applicable data processing agreements. Dimedove implements appropriate technical and organizational security measures to protect Customer Data in accordance with industry standards.5.4 Data Retention and Deletion
Dimedove will retain Customer Data for the duration of the Subscription Term and for a reasonable period thereafter to allow Customer to retrieve data. Upon Customer’s request or termination of Services, Dimedove will delete or return Customer Data as specified in applicable data processing agreements or legal requirements.6. INTELLECTUAL PROPERTY
6.1 Dimedove Intellectual Property
Dimedove retains all right, title, and interest in and to the Services, Platform, Documentation, and all related intellectual property, including any improvements, modifications, or derivative works thereof. Customer acquires no ownership rights in the Services beyond the limited access rights granted in this Agreement.6.2 Customer Intellectual Property
Customer retains all right, title, and interest in Customer Data and any intellectual property Customer had prior to using the Services. Customer grants Dimedove only the limited rights specified in this Agreement.6.3 AI Agent Ownership
Customer owns the AI Agent configurations, settings, and customizations created using the Services. However, the underlying technology, algorithms, and platform capabilities remain the exclusive property of Dimedove.6.4 Feedback
Any feedback, suggestions, or recommendations provided by Customer regarding the Services become the property of Dimedove and may be used without restriction for any purpose, including product development and improvement.6.5 Restrictions on Dimedove IP
Customer agrees not to:- Use Dimedove’s trademarks, logos, or branding without prior written consent
- Develop competing products or services using knowledge gained from the Services
- Reverse engineer or attempt to discover the source code or algorithms underlying the Services
- Remove or obscure any proprietary notices or markings on the Services
7. SERVICE LEVEL AND SUPPORT
7.1 Service Level Agreement
Dimedove will use commercially reasonable efforts to maintain the availability and performance of the Services. Unless otherwise specified in a separate enterprise agreement, all customers receive the same service level commitments regardless of Subscription Plan.7.2 Customer Support
Dimedove provides customer support through various channels as specified in our support documentation. Support availability and response times may vary based on Customer’s Subscription Plan and the nature of the support request.7.3 Scheduled Maintenance
Dimedove may perform scheduled maintenance on the Services with advance notice when possible. Emergency maintenance may be performed without advance notice. Dimedove will use reasonable efforts to minimize service disruptions.8. TERM AND TERMINATION
8.1 Agreement Term
This Agreement becomes effective on the date Customer first accesses the Services or accepts this Agreement (the “Effective Date”) and continues until terminated in accordance with this Section.8.2 Subscription Terms
Each Subscription Term is as specified in the applicable Order Form or subscription plan. Subscription Terms will automatically renew for successive periods of the same duration unless either party provides notice of non-renewal as specified in the applicable subscription terms.8.3 Termination for Convenience
Either party may terminate this Agreement at any time with appropriate notice as specified in Customer’s subscription terms. Customer may cancel subscriptions through the Platform or by contacting customer support.8.4 Termination for Cause
Either party may terminate this Agreement immediately if:- The other party materially breaches this Agreement and fails to cure such breach within thirty (30) days after written notice
- The other party becomes insolvent, files for bankruptcy, or ceases operations
8.5 Effect of Termination
Upon termination:- Customer’s access to the Services will cease immediately
- Customer remains responsible for all fees and charges incurred prior to termination
- Customer may export Customer Data for a limited period as specified in applicable terms
- Surviving provisions of this Agreement will continue in effect
8.6 Data Retrieval
Following termination, Customer will have thirty (30) days to retrieve Customer Data, after which Dimedove may delete such data unless legally required to retain it. Customer is solely responsible for exporting and backing up Customer Data.9. WARRANTIES AND DISCLAIMERS
9.1 Limited Warranty
Dimedove warrants that the Services will operate substantially in accordance with the Documentation under normal use. Dimedove’s sole obligation for any breach of this warranty is to use commercially reasonable efforts to correct the non-conformity or, if correction is not commercially feasible, to refund prepaid fees for the affected Services.9.2 Warranty Disclaimers
EXCEPT AS EXPRESSLY SET FORTH ABOVE, THE SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTIES OF ANY KIND. DIMEDOVE DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. Dimedove does not warrant that:- The Services will be uninterrupted, error-free, or completely secure
- AI Agents will perform exactly as configured or desired
- The Services will meet Customer’s specific requirements
- Any data or content will be accurate or reliable
10. LIMITATION OF LIABILITY
10.1 Limitation of Damages
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL DIMEDOVE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, DATA LOSS, OR BUSINESS INTERRUPTION, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF DIMEDOVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.10.2 Liability Cap
DIMEDOVE’S TOTAL LIABILITY TO CUSTOMER FOR ALL CLAIMS ARISING UNDER OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE AMOUNTS PAID BY CUSTOMER TO DIMEDOVE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM.10.3 Exceptions
The limitations in this Section do not apply to:- Customer’s breach of Section 3 (Customer Obligations and Restrictions)
- Customer’s violation of Dimedove’s intellectual property rights
- Customer’s indemnification obligations
- Damages that cannot be limited under applicable law
10.4 AI-Specific Disclaimers
Customer acknowledges that AI Agents may:- Generate responses that are unpredictable or unexpected
- Require ongoing training and adjustment to perform effectively
- Produce results that vary based on input data and configuration
- Have limitations in understanding context or nuanced communications
11. INDEMNIFICATION
11.1 Dimedove Indemnification
Scope: Dimedove will defend Customer against third-party claims alleging that the Services, when used in accordance with this Agreement, infringe valid intellectual property rights of a third party, and will pay damages finally awarded or agreed in settlement by Dimedove, provided Customer promptly notifies Dimedove of such claims and cooperates in the defense. Liability Cap: Dimedove’s total liability under this indemnification provision will not exceed the amounts paid by Customer to Dimedove in the twelve (12) months immediately preceding the claim. Remedial Options: If the Services are, or in Dimedove’s opinion are likely to be, subject to an infringement claim, Dimedove may, at its sole option and expense: (a) procure for Customer the right to continue using the Services; (b) replace or modify the Services to make them non-infringing while maintaining substantially equivalent functionality; or (c) if options (a) and (b) are not commercially reasonable, terminate the affected Services and refund Customer any prepaid fees for the terminated portion of the Subscription Term. Exclusions: This indemnification obligation does not apply to claims arising from: (i) modifications to the Services made by parties other than Dimedove; (ii) use of the Services in combination with third-party products, services, or content not provided by Dimedove; (iii) Customer Data or AI Agents created by Customer; (iv) Customer’s breach of this Agreement; or (v) use of the Services other than in accordance with the Documentation and this Agreement.11.2 Customer Indemnification
Customer will defend, indemnify, and hold harmless Dimedove against claims arising from:- Customer’s breach of this Agreement
- Customer Data or Customer’s use of the Services
- AI Agents created or deployed by Customer
- Customer’s violation of applicable laws or third-party rights
- End User interactions with Customer’s AI Agents
11.3 Indemnification Process
The indemnifying party must receive prompt notice of claims, have sole control over defense and settlement, and receive reasonable cooperation from the indemnified party.12. CONFIDENTIAL INFORMATION
12.1 Confidentiality Obligations
Each party agrees to maintain the confidentiality of the other party’s confidential information and use such information solely for purposes of this Agreement. Confidential information includes non-public technical, business, and financial information.12.2 Exceptions
Confidentiality obligations do not apply to information that:- Is publicly available through no breach of this Agreement
- Was known to the receiving party prior to disclosure
- Is independently developed without use of confidential information
- Is disclosed as required by law with notice to the disclosing party
13. GENERAL PROVISIONS
13.1 Governing Law and Jurisdiction
This Agreement is governed by the laws of the Province of Quebec and the federal laws of Canada applicable therein, without regard to conflict of law principles. Any disputes will be subject to the exclusive jurisdiction of the courts located in Montreal, Quebec.13.2 Dispute Resolution
Before initiating formal legal proceedings, the parties agree to attempt to resolve disputes through good faith negotiations. Either party may initiate such discussions by providing written notice of the dispute to the other party.13.3 Force Majeure
Neither party will be liable for delays or failures in performance due to causes beyond their reasonable control, including natural disasters, governmental actions, terrorism, or infrastructure failures.13.4 Assignment
Neither party may assign this Agreement without the other party’s consent, except that either party may assign this Agreement in connection with a merger, acquisition, or sale of all or substantially all of its assets.13.5 Modifications
Dimedove may modify this Agreement from time to time by providing notice through the Services, email, or other reasonable means. Continued use of the Services after notice constitutes acceptance of the modified terms. For material changes, Dimedove will provide at least thirty (30) days’ advance notice.13.6 Severability
If any provision of this Agreement is found unenforceable, the remainder will continue in effect. The unenforceable provision will be modified to the minimum extent necessary to make it enforceable.13.7 Entire Agreement
This Agreement, together with any Order Forms and referenced policies, constitutes the entire agreement between the parties and supersedes all prior agreements and understandings relating to the subject matter hereof.13.8 Notices
Notices must be in writing and sent to the addresses specified in Customer’s Account or as otherwise provided by the parties. Notices may be delivered by email, certified mail, or overnight courier.13.9 Independent Contractors
The parties are independent contractors. This Agreement does not create any partnership, joint venture, agency, or employment relationship between the parties.13.10 Compliance with Laws
Each party will comply with all applicable laws and regulations in the performance of its obligations under this Agreement, including export control laws and data protection regulations.Contact Information:
For questions about these Terms of Service, please contact us at:
Email: legal@dimedove.com
Address: Dimedove Technologies Inc., 4 Pl. Ville-Marie #300, Montréal, QC H3B 2E7, Canada