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Clenzus - Terms of Service

Effective date: July 13, 2026 Last updated: August 21, 2026

Plain-language summary (a friendly overview - the full terms below are what actually govern). Clenzus is software that helps field-service and other service-provider companies run their teams and the sites they serve - scheduling, attendance, tickets, complaints, inspections, site health, supplies, and more. If you are one of those companies, you are our "Customer," and you control your own workers' and clients' information. If you use Clenzus because your employer signed up, you are an "Authorized User," and your employer - not Clenzus - decides what to track (including whether to use location features at all) and is responsible for telling you and getting any consent the law requires. Clenzus provides the software and keeps your data safe on your employer's behalf; we do not browse your records. The Service is offered in most countries, to service businesses in any industry (the EU/EEA and UK are not open yet - coming soon). Paid plans are billed only in U.S. dollars (USD). We provide the Service "as is," our liability is limited, and these Terms are governed by the law of the Province of Manitoba, Canada. Please read the full terms - they matter.

These Terms of Service ("Terms") are a binding agreement between Clenzus ("Clenzus," "we," "us," "our") - operated by Clenzus Inc., a corporation governed by the laws of the Province of Manitoba, Canada - and the person or organization that accepts them ("you"). They govern access to and use of the Clenzus web application, mobile applications, application programming interfaces, and related services (together, the "Service").

By creating an account, clicking "I agree," activating an account with a PIN or credentials, or otherwise accessing or using the Service, you agree to these Terms and to the Privacy Policy, which is incorporated by reference. If you do not agree, do not use the Service.

If you accept these Terms on behalf of an organization, you represent that you have the authority to bind that organization, and "you" refers to that organization.

1. Definitions

To keep these Terms readable, a few words have specific meanings:

  • "Customer" means the field-service or other service-provider company - or any other

organization - that subscribes to, or is otherwise provisioned to use, the Service, and on whose behalf accounts are created. Clenzus is built for businesses whose people deliver services across one or more customer sites (for example, commercial cleaning and janitorial firms, facility-management and building-services providers, security and guarding companies, maintenance and repair businesses, landscaping and grounds companies, and similar operations), but nothing in these Terms limits the Service to any one industry.

  • "Authorized User" means any individual the Customer permits to access the Service, including

owners, administrators, managers, and field personnel.

  • "Platform Operator" means Clenzus in its role operating, securing, and supporting the platform,

which is designed to see aggregate operational numbers and account/security information only - and not the content of a Customer's operational records.

  • "Customer Data" means all data, records, and content that a Customer or its Authorized Users

submit to, or generate within, the Service - including personnel records, site records, client and contract records, complaints, tickets, deficiencies, equipment issues, inventory and supply requests, schedules, time-and-attendance records, photographs, location data (where enabled), and payroll and human-resources data.

  • "Aggregated Data" means data that has been de-identified and combined so that it does not

identify any Customer, Authorized User, client, site, or individual, and cannot reasonably be used to do so.

  • "Order" means the subscription plan, tier, term, limits, and any owner-granted provisioning

(including free or trial access) applicable to a Customer.

2. Eligibility and regional availability

You must be at least the age of majority in your jurisdiction, and of legal working age, to use the Service. The Service is intended for business use by service-provider companies and their workforce, and is not directed to children.

The Service is offered to Customers in most countries, across every industry. Wherever you are, you are responsible for ensuring that your use of the Service complies with the laws that apply to you, including employment, labour, privacy, electronic-monitoring, and consumer-protection laws in your country, state, or province. By using the Service you represent that you meet these requirements and that the information you provide is accurate.

Business verification. Clenzus is for legitimate businesses. When you register with a free or personal email address (for example gmail.com, outlook.com, hotmail.com, yahoo.com, or similar), we may ask you to provide a document that reasonably shows you operate a real, registered business (for example a business licence, a registration or incorporation certificate, or a tax registration), or to register instead with an email at your company's own domain. Until your business is verified, your account is created but limited: you can set up your company, but you cannot add sites or additional users, or run bulk onboarding. You agree to provide accurate verification information, and you consent to Clenzus reviewing and temporarily holding the document you submit for this purpose. We delete the document once verification is complete and keep only a record that verification occurred (its date, method, and document type). We may decline, limit, or close an account we cannot reasonably verify, or where submitted information is false. Verification information is handled by Clenzus as a controller, as described in the Privacy Policy.

Regional availability - EU/EEA and UK. The Service is not currently available to companies or individuals located in the European Union / EEA or the United Kingdom, and we do not accept account registrations from those regions at this time, including registrations originating from EU/EEA/UK IP addresses. We are finalizing the local data-protection requirements for those regions (including appointing our GDPR/UK GDPR representatives) and will make the Service available there once those steps are complete. By registering, you represent that you and your organization are not located in a region where the Service is not yet offered. If we determine an account was created from a region we do not yet serve, we may decline or suspend it.

Availability generally. Availability in any country is subject to Clenzus completing the local legal steps that apply there. Clenzus may decline, limit, or suspend availability in - or account registrations originating from - any jurisdiction where it has not completed those steps. This currently includes the EU/EEA, the United Kingdom, India, the United Arab Emirates, and Saudi Arabia, which are not open yet; by registering, you represent that you and your organization are not located in one of them.

3. Accounts, credentials, and security

3.1 Account creation and access PINs. Accounts are created by or on behalf of a Customer. Authorized Users may be issued credentials, a four-digit access PIN, or an activation link. PINs are automatically generated by the Service - you do not create or choose your own PIN. A User's PIN is issued and managed by the people above them in their organization's reporting chain: a manager may generate, regenerate, and view the PIN of the Users who report to them, directly or indirectly. For example, a team administrator can manage the PINs of the supervisors beneath them and of those supervisors' staff, and so on down the chain, for all roles. This applies to every role - including account managers, finance, and assistant staff, who report to and have their PINs managed by the company's senior administrators. Only the most senior company administrators (global administrators and owners) may regenerate their own PIN. As an alternative to a PIN, a User may enable multi-factor authentication using an authenticator app; while an authenticator is enabled, the PIN is not required on that account, and if the authenticator is lost, an authorized administrator can remove it and re-issue a PIN. These measures exist to make sure the right person is accessing the right account.

3.2 Credential security. You are responsible for keeping your credentials, PIN, and authenticator confidential, and for all activity that occurs under your account. You must notify us promptly of any suspected unauthorized use. For your protection, PINs are stored in encrypted form (they are not kept in plain text); your PIN is not shown to you as self-service, but - as described in Section 3.1 - an authorized administrator in your reporting chain can regenerate, reset, or view it. Passwords, by contrast, are stored only as a one-way hash and cannot be recovered by anyone, including us.

3.3 Role-based access. The Service enforces role-based and tenant-based access controls, which means each Authorized User can reach only the data and features their role and their Customer's configuration permit. You must not attempt to access data belonging to another Customer, or to any individual you are not authorized to view, or otherwise defeat the Service's access controls.

3.4 Accuracy of what you enter. You are responsible for the accuracy of the information you submit, including payroll, pay-rate, tax, and human-resources data. Clenzus stores and processes what you enter; it does not independently verify the accuracy of Customer Data and is not responsible for decisions you make using it.

4. The Service and license to use it

4.1 What the Service does. Clenzus brings a company's field operations into one place. So there is no confusion about what you are agreeing to, here is a plain description of the core capabilities the Service may provide (which vary by plan and configuration):

  • Time and attendance. An Authorized User clocks in to start a work shift; from that moment

the Service records the time worked until the user clocks out, so hours can be totaled accurately. Breaks and lunches can be started and stopped within a shift, and are tracked separately. These records exist so a Customer can prepare and reconcile payroll accurately, confirm that scheduled work happened, and keep an auditable history of hours. Where hardware or connectivity fails, an Authorized User can submit hours manually for administrative approval, and long-running shifts may be auto-submitted after a set period so payroll is not delayed.

  • Scheduling. Administrators build shifts, rosters, and recurring schedules, assign people to

sites, and manage time-off - so everyone knows where they are expected to be and when.

  • Site and operations management. The Service holds records for each site the Customer serves,

and for the day-to-day work at those sites: complaints, tickets, deficiencies, equipment issues, inspections and site audits, supply and inventory requests, incident logs, and site visits.

  • Site health and retention intelligence. The Service can score the operational health of each

site from the signals a Customer records (such as open complaints, tickets, and unresolved issues), and surface sites and accounts that may need attention - so a Customer can act early to keep clients satisfied. The exact scoring logic is proprietary to Clenzus. These scores and alerts are decision-support only: the Service does not make decisions that produce legal or similarly significant effects on any individual. Any decision based on this output is made by the Customer, with human involvement, and the Customer is responsible for that decision and for any transparency or review the law requires.

  • Location features (optional, off by default). Where a Customer chooses to enable them, the

Service offers location tools to confirm attendance - described in Section 5 and in the Privacy Policy. These are off unless the Customer turns them on.

  • Notifications, communication, roles, and administrative controls that let a Customer route work

to the right people and govern who can do what.

4.2 License. Subject to these Terms and the applicable Order, Clenzus grants the Customer a non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Service for its internal business operations during the subscription term.

4.3 Provisioning and free access. Clenzus (through the Platform Operator) may grant, extend, limit, suspend, or revoke access - including free trials, complimentary access, tier changes, and seat or site limits - at its discretion. Owner-granted provisioning may be time-boxed: when a granted provisioning period expires, the account may automatically revert to a free or cancelled state and paid features may cease to function. Clenzus is not obligated to provide any particular tier, feature, or level of access except as stated in an active paid Order.

4.4 Changes to the Service. We are continually improving the Service and may add, change, or remove features. We will not materially reduce the core functionality of a paid subscription during its paid term without notice.

5. Customer responsibilities and employment-law compliance

This Section is important. Please read it carefully - it defines who is responsible for what.

5.1 The Customer controls what is tracked. The Service includes optional features that collect and process personal information about Authorized Users, including location at clock-in and clock-out, geofence ("radius") checks, live location during a shift, device and login information, and photographs. Whether, when, and how these features are enabled is determined solely by the Customer through its owner or administrators. Clenzus does not decide to monitor any individual; it provides tools the Customer configures.

5.2 Location is off unless the Customer turns it on, and users are notified. By default, location features are off, and while off the Service does not request, track, or store any location. If a Customer enables a location feature, the Service is designed so that affected Authorized Users are asked to agree before location is used and are shown a clear indicator (on their profile) that location is on and which mode is active. The Customer selects one of four modes per site - Off; Geofence/radius check; point-of-action capture at clock-in and clock-out only; or live location during an active shift - as described in the Privacy Policy. The Customer must choose a mode appropriate to its lawful purpose.

5.3 Consent and notice are the Customer's responsibility. The Customer is solely responsible for: (a) informing its Authorized Users of the features it enables and the information collected through the Service; (b) obtaining any consent, authorization, or acknowledgment required by applicable law - including employment, labour, privacy, and electronic-monitoring laws - before enabling location tracking, monitoring, biometric-based verification, or similar features. This includes, where the Customer enables on-device biometric verification for individuals in jurisdictions with biometric laws (for example the Illinois BIPA, Texas CUBI, or Washington RCW 19.375), obtaining any written release those laws require of the employer; giving any prior notice required by electronic-monitoring notice laws (for example New York Civil Rights Law 52-c, Connecticut Gen. Stat. 31-48d, and Delaware); and obtaining any consent required before enabling live location tracking under state anti-tracking or labour laws (for example California Penal Code 637.7); and (c) maintaining any lawful basis required to process Authorized User and client personal information. The Customer represents and warrants that it has and will maintain all such rights, permissions, and consents.

5.4 Client and third-party data. The Customer is responsible for ensuring it has the right to enter and process information about its own clients, buildings, and contracts (including contact details and contract values) in the Service.

5.5 Lawful use. The Customer will use the Service in compliance with all applicable laws and will not use it to unlawfully surveil, discriminate against, or harm any person.

5.6 Clenzus's reliance. Clenzus provides the Service in reliance on the Customer's representations in this Section. As between the parties, the Customer - not Clenzus - is responsible for the lawful collection, use, and disclosure of Authorized User and client personal information through the Service.

6. Acceptable use

You will not, and will not permit anyone to:

  • access or attempt to access data of another Customer, or of any individual you are not authorized

to view, or otherwise defeat the Service's tenant isolation or access controls;

  • reverse engineer, decompile, or attempt to derive the source code, algorithms, scoring logic, or

underlying methods of the Service, except to the extent this restriction is prohibited by law;

  • copy, resell, sublicense, rent, or provide the Service to a third party outside your organization;
  • upload malware, or interfere with or disrupt the integrity or performance of the Service;
  • use the Service to send unsolicited communications, or to store or transmit unlawful, infringing,

defamatory, or harmful content;

  • scrape, data-mine, or bulk-export data except through features Clenzus provides for that purpose; or
  • misrepresent your identity, or use another person's credentials or PIN.

We may suspend or terminate access for violations of this Section.

7. Subscriptions, fees, and billing

7.1 Fees. Paid subscriptions are billed according to the applicable Order and tier. All prices, fees, and charges are quoted, billed, and payable in United States Dollars (USD). Unless stated otherwise, fees are non-refundable except as required by law.

7.2 Seats and site limits. Plans may include limits on the number of Authorized Users and sites. Owner-granted overrides may raise, lower, or remove these limits.

7.3 Renewal. Paid subscriptions may renew automatically for successive terms unless cancelled in accordance with the applicable Order. We may change fees on renewal with prior notice.

7.4 Taxes. Fees are exclusive of taxes; you are responsible for applicable taxes other than taxes on our net income.

7.5 Payment processing (Stripe). Paid subscriptions are processed by Stripe, Inc. ("Stripe"), our third-party payment processor. When you enter card or bank details, you provide them directly to Stripe on Stripe's secure, hosted payment pages - Clenzus never sees, receives, transmits, or stores your full card number, bank-account number, CVC/security code, or other sensitive payment credentials. Clenzus receives only limited, non-sensitive billing information from Stripe (for example the card brand, the last four digits, the expiry, the billing country, and the payment status) in order to manage your subscription. Your use of the payment features is also governed by Stripe's own terms, including the Stripe Services Agreement and the Stripe Privacy Policy; by submitting payment through Stripe you agree to those terms in addition to these Terms. Free and complimentary provisioning does not involve a charge and does not require any payment details.

7.6 Non-payment. We may suspend or downgrade access for non-payment after notice.

7.7 Currency (USD only). The Service operates and bills exclusively in United States Dollars (USD). All prices, fees, and charges are denominated in USD, and all payments must be made in USD. Clenzus does not currently support billing or payment in any other currency. If your payment method is denominated in a currency other than USD, your bank or card issuer may apply a currency conversion and may charge conversion, foreign-transaction, or cross-border fees - those rates and fees are set by your provider, not by Clenzus, and you are solely responsible for them.

7.8 Price changes. Clenzus may change its prices, fees, plan structures, and what each plan includes at any time and at its sole discretion. So that changes are clear and fair:

  • A price change does not change the fees for a paid subscription term that has already begun - the

price you agreed to is fixed for the term you are currently in, and current subscriptions are not affected mid-term.

  • New prices apply to new subscriptions and new Orders, and to renewals of existing subscriptions

that occur on or after the change's effective date. Where a change would affect the price of your renewal, we will give you prior notice as described in Section 7.3, and the new price applies to the renewed term unless you cancel before the renewal takes effect.

  • Free, trial, and complimentary access may be introduced, priced, changed, limited, or discontinued at

any time.

By subscribing to, renewing, or continuing to use a paid plan, you acknowledge and agree that prices may change as described in this Section, that such changes affect new subscriptions and renewals rather than a term already in progress, and that Clenzus is not obligated to maintain any particular price, plan, or promotional rate beyond your current paid term.

7.9 Annual and prepaid terms; no refunds. Where you choose an annual or other prepaid subscription term, the full fee for that term is due up front and is non-refundable. Cancelling does not entitle you to a refund or credit for the remaining portion of a term already paid; it stops the next renewal only. Clenzus does not provide partial or pro-rated refunds for unused time, downgrades, or reduced usage during a term. This Section applies except where a refund is required by non-waivable law in your jurisdiction (see also Section 14.4).

8. Customer Data - ownership and license

8.1 Ownership. As between the parties, the Customer owns its Customer Data. These Terms do not transfer ownership of Customer Data to Clenzus.

8.2 License to operate the Service. The Customer grants Clenzus a worldwide, non-exclusive, royalty-free license to host, store, copy, transmit, display, and process Customer Data solely as needed to provide, secure, maintain, and support the Service, to prevent or address technical or security problems, and to comply with law. We do not use the content of Customer Data for our own purposes, and - as described in the Privacy Policy - the platform is built so our team does not browse individual records in the ordinary course.

8.3 Aggregated and de-identified data. Clenzus may create and use Aggregated Data derived from use of the Service to operate, secure, analyze, improve, and develop the Service and to produce benchmarks and statistics. Aggregated Data does not identify any Customer, Authorized User, client, site, or individual, and Clenzus will not publish Aggregated Data in a form that identifies any of them. This right survives termination.

8.4 Feedback. If you provide suggestions or feedback, you grant Clenzus a perpetual, irrevocable, royalty-free license to use it without restriction.

9. Intellectual property

The Service - including all software, designs, interfaces, text, and the methods and logic that power it (including the operational scoring and analytics logic), and all related intellectual property - is and remains the exclusive property of Clenzus and its licensors. Except for the limited license in Section 4, no rights are granted to you. "Clenzus" and related names and logos are trademarks of Clenzus and may not be used without our permission.

Reporting infringing content. If you believe content in the Service infringes your copyright or other rights, contact legal@clenzus.com with enough detail to identify the content and your rights. We will review the report and, where appropriate, remove or disable access to the content, and may suspend a Customer or Authorized User who repeatedly posts infringing material.

10. Third-party services

The Service relies on third-party providers (for example, cloud database, authentication, storage, email delivery, geocoding, and - where enabled - payment providers), described by category in the Privacy Policy; a current named list is available on request. Your use of the Service is also subject to those providers' terms where applicable. Clenzus is not responsible for third-party services it does not control.

11. Confidentiality

Each party may access the other's confidential information. The receiving party will protect it with reasonable care, use it only to perform under these Terms, and not disclose it except to those who need to know and are bound by confidentiality obligations. This does not apply to information that is public, independently developed, or lawfully received from another source, or that must be disclosed by law.

12. Privacy and data protection

12.1 Privacy Policy. Clenzus's handling of personal information is described in the Privacy Policy.

12.2 Controller / processor split. With respect to personal information about Authorized Users and Customer clients contained in Customer Data, the Customer is the data controller (or, under the CCPA/CPRA, the "business") and Clenzus acts as a data processor / service provider, processing such information only on the Customer's documented instructions and as described in the Privacy Policy. Clenzus is the controller of the account, billing, and platform-security information it collects directly. Each party will comply with the privacy and data-protection laws that apply to it, including, as applicable, PIPEDA and Québec's Law 25 (Canada), U.S. state privacy laws such as the CCPA/CPRA, the EU General Data Protection Regulation and the UK GDPR, and other privacy and data-protection laws that apply.

12.3 Data Processing Addendum (DPA). Where Clenzus processes personal data on the Customer's behalf and that processing is subject to data-protection law, the Data Processing Addendum applies and is incorporated into these Terms by reference. By accepting these Terms, the Customer also accepts the DPA - no separate signature is required (a Customer that requires a signed copy may request one at legal@clenzus.com). The DPA governs Clenzus's processing as a processor under Article 28 of the GDPR (and the equivalent UK provisions), including the subject-matter and duration of processing, confidentiality, security, sub-processing, assistance with data-subject requests and breach notification, international-transfer safeguards, and return/deletion of data on termination. To the extent the DPA conflicts with the rest of these Terms on the processing of personal data, the DPA controls - except that the limitation of liability in Section 14 continues to apply to the DPA.

12.4 International transfers. The Service and its subprocessors may store and process personal information in Canada, the United States, and other countries. Where personal data is transferred out of the EEA, the UK, or Switzerland, the parties will rely on a lawful transfer mechanism such as the Standard Contractual Clauses (and the UK International Data Transfer Addendum), as further described in the Privacy Policy. A current list of subprocessors is available on request as described in the Privacy Policy.

12.5 Breach notification. If Clenzus becomes aware of a personal-data breach affecting Customer Data, it will notify the affected Customer(s) without undue delay and cooperate with their breach-response obligations, as described in the Privacy Policy and consistent with applicable law.

13. Disclaimer of warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. CLENZUS DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ANY DATA (INCLUDING LOCATION DATA, SCORES, OR ANALYTICS) WILL BE ACCURATE OR COMPLETE. YOU ARE RESPONSIBLE FOR YOUR USE OF, AND THE DECISIONS YOU MAKE FROM, THE SERVICE. SOME JURISDICTIONS DO NOT ALLOW CERTAIN DISCLAIMERS, SO PARTS OF THIS SECTION MAY NOT APPLY TO YOU.

14. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

14.1 CLENZUS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY.

14.2 CLENZUS'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF (a) THE AMOUNTS THE CUSTOMER ACTUALLY PAID CLENZUS FOR THE SERVICE IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (b) ONE HUNDRED U.S. DOLLARS (USD $100). FOR FREE OR COMPLIMENTARY ACCESS, CLENZUS'S TOTAL LIABILITY WILL NOT EXCEED USD $100.

14.3 THESE LIMITATIONS APPLY REGARDLESS OF THE THEORY OF LIABILITY AND ARE A FUNDAMENTAL BASIS OF THE BARGAIN. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS, SO PARTS OF THIS SECTION MAY NOT APPLY TO YOU.

14.4 Australia and New Zealand. Nothing in these Terms excludes, restricts, or modifies any consumer guarantee, right, or remedy you have under the Australian Consumer Law or the New Zealand Consumer Guarantees Act that cannot lawfully be excluded. To the extent Clenzus is entitled to limit its liability for a failure to comply with such a guarantee in relation to services, its liability is limited, at Clenzus's option, to supplying the services again or paying the cost of having them supplied again. Where a term of these Terms would be an unfair contract term under Australian or New Zealand law, that term does not apply to you to the extent it would be unfair.

15. Indemnification

You will defend, indemnify, and hold harmless Clenzus and its officers, directors, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to: (a) your or your Authorized Users' use of the Service; (b) Customer Data; (c) your breach of these Terms; (d) your violation of any law or of the rights of any person, including any failure to obtain a required consent or lawful basis for monitoring, location tracking, or processing of personal information as described in Section 5; and (e) any employment, labour, or privacy claim brought by an Authorized User relating to your configuration or use of the Service.

16. Term, termination, and data after termination

16.1 Term. These Terms apply while you use the Service or have an active account.

16.2 Termination. Either party may terminate for material breach not cured within 30 days of notice. Clenzus may suspend or terminate access immediately for violations of Section 6, non-payment, expiry of granted provisioning, or where required by law or to protect the Service or others.

16.3 Effect. On termination, your right to use the Service ends. The Customer may request export of its Customer Data within 30 days of termination, after which Clenzus may delete or de-identify it, subject to legal retention requirements and to Clenzus's rights in Aggregated Data.

16.4 Survival. Sections that by their nature should survive (including 8.3, 9, 11, 13, 14, 15, 16.3, 16.4, and 18) survive termination.

17. Modifications to these Terms

17.1 Our right to change these Terms. We may modify, update, or replace these Terms at any time, at our sole discretion. When you accept these Terms - which you do once, when you first use the Service - you agree to be bound by the Terms as they exist then and as we may change them in the future in accordance with this section.

17.2 How we notify you of changes. When we make changes, we will update the "Last updated" date at the top of these Terms and make the current version available in the app. If the changes are material, we will also provide reasonable notice - for example, an in-app notice or an email to your account address. It is your responsibility to keep your email address current and to review notices we send.

17.3 Your continued use is your acceptance. You do not need to re-accept these Terms each time they change. Your continued access to or use of the Service after a change takes effect constitutes your acceptance of the updated Terms. For material changes to dispute resolution, the class-action waiver, or fees, we will ask for your affirmative acceptance before those changes apply to you; for all other changes, continued use after the effective date constitutes acceptance. If you do not agree to a change, your only remedy is to stop using the Service and, if you are a Customer, to terminate your subscription in accordance with Section 16.

17.4 Reviewing the current version. The most current version of these Terms is always the one posted in the app, and it supersedes all prior versions.

18. Governing law and dispute resolution

18.1 Governing law. These Terms are governed by the laws of the Province of Manitoba and the federal laws of Canada applicable therein, applicable to agreements made and performed there, without regard to conflict-of-laws rules. The Service is available worldwide, but this choice of law applies to your relationship with Clenzus.

18.2 Informal resolution first. Before filing any claim, the parties will try in good faith to resolve the dispute informally by contacting legal@clenzus.com. Many disputes can be resolved quickly this way.

18.3 Arbitration and class-action waiver. Any dispute not resolved informally may, at either party's election, be finally resolved by binding arbitration seated in Winnipeg, Manitoba under the ADR Institute of Canada Arbitration Rules, on an individual basis. To the extent permitted by law, the parties waive any right to participate in a class, collective, or representative proceeding. If the class-action waiver in the preceding sentence is found unenforceable as to a particular claim, that claim will proceed in a court of competent jurisdiction rather than in arbitration, but the remainder of this Section continues to apply to all other claims. This Section does not prevent either party from seeking injunctive relief in a court of competent jurisdiction for intellectual-property or confidentiality violations. If you are a consumer, nothing in this Section removes any non-waivable right you have under the mandatory law of your home jurisdiction.

18.4 Courts. Subject to Section 18.3, the courts of competent jurisdiction in the Province of Manitoba will have jurisdiction over any dispute not subject to arbitration, and each party consents to that venue.

19. General

19.1 Entire agreement. These Terms, the Privacy Policy, and any Order are the entire agreement and supersede prior agreements on this subject.

19.2 Severability. If any provision is unenforceable, the rest remains in effect and the unenforceable part will be limited to the minimum extent necessary.

19.3 No waiver. Failure to enforce a provision is not a waiver.

19.4 Assignment. You may not assign these Terms without our consent. We may assign them to an affiliate or in connection with a merger, acquisition, or sale of assets.

19.5 Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control.

19.6 Notices. We may provide notices through the Service or to the email associated with your account. Notices to us should go to legal@clenzus.com.

19.7 Independent parties. The parties are independent contractors; these Terms create no partnership, agency, or employment relationship.

19.8 Language; translations. These Terms, the Privacy Policy, the Data Processing Addendum, and all notices and agreements between you and Clenzus are written in English, which is the official, authoritative, and controlling language of the Service and of your relationship with Clenzus. The Service may offer a "Translate" feature or other machine-assisted or human-assisted translations of the interface (for example, into Spanish) as a convenience only. Any translation is provided on a best-efforts and "as is" basis: Clenzus does not warrant or guarantee that any translation is accurate, complete, current, or free of error, translations are not a certified or official version, and offering a translation does not make the translated language an official or second language of the Service. If there is any conflict, ambiguity, difference in meaning, or error between the English version and any translation, the English version governs and controls in all respects. Providing a translation does not obligate Clenzus to offer the Service, support, notices, billing, marketing, legal documents, or any other communications in that language, and Clenzus may add, change, correct, or remove translations at any time without notice. You are responsible for reviewing and ensuring you understand the English version before agreeing to these Terms or using the Service, and by using any translation you accept these conditions. The Service and these Terms are provided in English only. The Service is not offered to, and should not be registered for or used by, any person or organization that is required by the law of its jurisdiction (for example, Quebec's Charter of the French Language) to be provided with a French-language version of these Terms, unless and until Clenzus makes a French version available. By using the Service, you confirm that no such requirement applies to you, or that, to the extent the law permits, it is your express wish to be bound by the English version.

19.9 Accessibility. Clenzus works toward making the Service usable by everyone and aims for conformance with recognized accessibility guidelines (such as WCAG 2.1 Level AA) on a best-efforts, ongoing basis. Accessibility is provided "as is" and subject to Section 13 (Disclaimer of Warranties): Clenzus does not warrant or guarantee that the Service, or any part of it, is fully accessible, conformant, uninterrupted, or error-free, and nothing in this Section creates any obligation, representation, or warranty beyond a good-faith effort. If you encounter an accessibility barrier, contact legal@clenzus.com and we will make reasonable efforts to provide the information or function you need.

20. Contact

Clenzus Inc. Canada Email: legal@clenzus.com