eave Terms of Service

These Terms of Service govern access to and use of eave’s products and services, including eave Puck, eave Clip, eave Line, the eave mobile application, the eave website, and the eave developer platform and API.

Please read these Terms carefully. By creating an account, purchasing eave hardware, subscribing to an eave service, downloading or using the eave app, accessing the eave website, or using the eave developer platform or API, you agree to these Terms.

If you do not agree to these Terms, do not create an account, purchase or use eave hardware, subscribe to the service, download or use the app, access the website, or use the developer platform or API.

1. About eave

eave is a product of northLo Software Consulting, operating as “eave.” In these Terms, “northLo,” “eave,” “we,” “us,” and “our” mean northLo Software Consulting.

eave provides hardware and software intended to help identify patterns commonly associated with voice-based scams and to provide real-time alerts. eave is an assistive technology product. It is not a security guarantee, insurance product, emergency service, telecommunications service, financial service, law-enforcement service, or substitute for personal judgment.

Our legal and support contact information is:

northLo Software Consulting
Moncton, New Brunswick, Canada E1G 0B3
support@eaveapp.ca

2. Eligibility and accounts

You must be at least 18 years old and legally capable of entering into a binding contract to use eave or create an eave account.

We do not permit accounts to be created or held by minors. If you allow another person to use your eave hardware or account, you are responsible for ensuring that person is at least 18 years old and complies with these Terms.

You agree to provide accurate, current, and complete information when creating or maintaining an account. You must promptly update information that becomes inaccurate or incomplete.

You are responsible for:

• keeping your account credentials confidential;
• using a strong and reasonably secure password;
• protecting access to the devices and email accounts associated with your eave account;
• all activity conducted through your account; and
• notifying us promptly at support@eaveapp.ca if you suspect unauthorized access, loss of credentials, or misuse of your account.

You must not share your account credentials or permit another person to access your account in a way that circumvents account limits or security controls.

3. The eave products and service

eave products include:

• eave Puck, a device designed to attach to or near a mobile phone and detect scam patterns in calls and surrounding audio;
• eave Clip, a wearable device designed to detect scam patterns in in-person conversations and other situations;
• eave Line, an inline device designed for use with compatible landline telephone equipment;
• the eave app for compatible iOS and Android devices;
• the eave website; and
• the eave developer platform and API, which may permit approved developers to integrate eave’s scam-detection technology into compatible products, hardware, or telephony systems.

Product features, compatibility requirements, technical specifications, availability, and supported jurisdictions may change over time. Some features require compatible hardware, an active subscription, a compatible mobile device, an internet connection, Bluetooth, Wi-Fi, cellular service, or other third-party services.

We may update, modify, suspend, or discontinue features or products. Where a change materially reduces a paid service, we will provide notice where required by law and, where required, provide applicable cancellation or refund rights.

4. Important listening and recording responsibility

IMPORTANT: YOU ARE RESPONSIBLE FOR USING EAVE LAWFULLY.

eave devices capture or monitor audio for real-time processing when they are active and not muted. Laws governing the recording, interception, monitoring, or collection of conversations vary by jurisdiction. Some jurisdictions require the consent of every person participating in or affected by a conversation. Other jurisdictions may impose notice, signage, workplace, employment, telecommunications, or other requirements.

Before using eave to monitor a call, conversation, or other interaction, you must determine what laws apply and obtain every consent, provide every notice, and satisfy every other legal requirement that applies. You must not use eave to unlawfully record, intercept, monitor, or surveil another person.

eave is designed as a real-time assistive alerting tool. We do not save audio recordings as recordings after real-time processing, but this does not make every use of eave lawful and does not remove your responsibility to comply with applicable law. Temporary processing, technical data, alerts, transcripts, classifications, scores, or other non-audio information may be handled as described in the eave Privacy Policy and as necessary to provide, secure, maintain, and support the service.

You are responsible for observing the hardware’s physical mute switch and listening indicator. You must not disable, obscure, bypass, or misrepresent the device’s mute controls or status indicators.

5. Hardware purchases

5.1 One-time hardware purchases

eave Puck, eave Clip, and eave Line are sold as one-time purchases through the eave website. A hardware purchase does not, by itself, create an ongoing subscription.

The applicable product description, price, taxes, shipping charges, delivery information, and any other material purchase terms will be displayed before you complete your order. By submitting an order, you authorize the payment method selected at checkout to be charged for the disclosed amount.

Payments for hardware purchased through the eave website are processed by Stripe. Stripe may collect and process payment information under its own terms and privacy practices. We may receive transaction, billing, shipping, and payment-status information necessary to process and support your order.

An order is not accepted until we confirm acceptance or ship the product. We may refuse or cancel an order where permitted by law, including where a product is unavailable, an obvious pricing or description error occurred, payment cannot be authorized, or we reasonably suspect fraud or misuse. If we cancel an order after payment, we will refund the amount paid for the canceled order.

5.2 Shipping and delivery

We will provide available shipping and estimated delivery information at checkout or in the order confirmation. Delivery dates are estimates unless we expressly state that a date is guaranteed.

You are responsible for providing a complete and accurate delivery address. Delays caused by inaccurate address information, customs, carrier disruptions, weather, events outside our reasonable control, or other circumstances beyond our control are not our responsibility, except where applicable law provides otherwise.

You should inspect the package and product promptly after delivery. If the product arrives damaged, incomplete, or materially different from what you ordered, contact support@eaveapp.ca promptly with your order information and a description of the issue.

Unless applicable law provides otherwise, title to hardware passes to you when we receive full payment for the hardware. Risk of loss or damage passes to you when the hardware is delivered to the delivery address you provided. These provisions do not limit any mandatory rights or remedies under applicable consumer protection or sale-of-goods law.

5.3 Hardware compatibility and installation

You are responsible for confirming that your phone, landline equipment, network, electrical supply, operating system, and other equipment are compatible with the relevant eave product.

You must install, operate, maintain, charge, connect, and use eave hardware in accordance with the applicable instructions and safety information. Improper installation or use may affect performance and may create safety, privacy, or property risks.

eave Line must be used only with compatible telephone equipment and connections. You must not open, modify, repair, rewire, or alter eave hardware except as expressly permitted by eave instructions.

6. One-Year Limited Hardware Warranty

Subject to the exclusions and limitations in this section, northLo warrants to the original consumer purchaser that eave Puck, eave Clip, and eave Line hardware will be free from defects in materials and workmanship for one year from the date of delivery.

This limited warranty covers defects arising under normal, intended use. Our warranty remedy may be, at our option and subject to applicable law:

• repairing the affected hardware;
• replacing the affected hardware with new or refurbished hardware of equivalent functionality; or
• refunding the purchase price paid for the affected hardware when repair or replacement is not reasonably available.

A replacement product will be covered for the longer of the remainder of the original warranty period or 90 days after delivery of the replacement, unless applicable law requires a longer period.

This limited warranty does not cover damage or failure caused by:

• misuse, abuse, neglect, or use contrary to instructions;
• accident, impact, crushing, puncture, liquid exposure, fire, power surge, or unusual environmental conditions;
• unauthorized opening, modification, alteration, repair, tampering, or replacement of components;
• use with incompatible devices, wiring, power supplies, networks, or accessories;
• improper installation, mounting, charging, storage, or transport;
• normal wear and tear, cosmetic damage, adhesive deterioration, or consumable components;
• loss, theft, or damage after delivery;
• use for a purpose for which the product was not designed; or
• acts or events outside our reasonable control.

To make a warranty claim, contact support@eaveapp.ca and provide your name, order information or reasonable proof of purchase, product model, serial number if available, and a description of the issue. We may ask you to perform reasonable troubleshooting or provide photographs or other information. We will provide return instructions where a return is required. Do not ship hardware to us without receiving return instructions.

This limited warranty is in addition to, and does not exclude, restrict, or waive, any statutory warranties, guarantees, rights, or remedies available to you under the New Brunswick Consumer Product Warranty and Liability Act, the New Brunswick Consumer Protection Act, or equivalent legislation in the province or territory where you purchased or use the product. Nothing in these Terms limits a statutory warranty, guarantee, or remedy that cannot lawfully be limited or excluded.

7. Optional paid subscription

7.1 Subscription services

The eave AI scam-detection service and certain companion app features are offered as an optional paid subscription. Hardware ownership does not automatically require you to purchase a subscription, but certain functionality may be unavailable without an active subscription.

The subscription plan available to you will be identified before you subscribe. The subscription checkout or enrollment screen will clearly disclose, before you are charged:

• the subscription price;
• applicable taxes and other charges;
• the billing period;
• the date of the first charge;
• the renewal date or renewal frequency;
• any minimum term or minimum purchase obligation;
• that the subscription renews automatically until canceled;
• how to cancel; and
• the applicable refund policy.

You must provide affirmative express consent to the recurring charge and automatic renewal. We will not treat silence, failure to cancel, or continued possession of hardware as affirmative consent where the law requires express consent.

7.2 Auto-renewal

Unless you cancel before the renewal date, your subscription will automatically renew for the disclosed renewal period and the applicable payment method will be charged the disclosed renewal price.

We will provide renewal reminders and other notices where required by applicable law. Where a renewal or price-change notice is required, the notice will identify the service, renewal or price-change date, applicable price or pricing method, renewal frequency, and how to cancel.

For customers in California, we will comply with applicable California Automatic Renewal Law requirements, including clear and conspicuous disclosure, affirmative consent, a retainable acknowledgment, required renewal reminders, and a simple online cancellation method where the subscription was enrolled online.

For customers in New Brunswick, British Columbia, Ontario, Quebec, and other jurisdictions with mandatory subscription, internet-sale, or renewal protections, we will apply the rights and procedures required by applicable law. Nothing in these Terms removes a statutory cancellation, rescission, refund, or cooling-off right.

7.3 Payment

You authorize us or the applicable payment provider to charge your selected payment method for the subscription price, applicable taxes, and other charges disclosed at enrollment or otherwise permitted by law.

Where a subscription is purchased through the eave website, payment processing may be provided by Stripe. Where a subscription is purchased through Apple’s App Store or Google Play, billing may be handled by Apple or Google and may be subject to that platform’s billing terms, refund procedures, and payment rules.

You must keep your payment information current. If a payment fails, we may retry the payment, request an alternative payment method, restrict subscription features, or suspend or cancel the subscription, subject to applicable law and any required notice or cure period. You remain responsible for amounts properly incurred before cancellation or suspension.

7.4 Price changes

We may change subscription prices or plan features by providing notice before the change takes effect. The notice will identify the new price or material change and its effective date.

A price change will not take effect for an existing billing period. If applicable law requires affirmative consent to a price increase or provides a right to cancel, we will follow those requirements. If you do not accept a price increase, you may cancel before it takes effect through the available cancellation method.

7.5 Cancellation

You may cancel an optional subscription at any time:

• through the cancellation function in the eave app, where available;
• through the applicable Apple App Store or Google Play subscription controls, where the subscription was purchased through that platform;
• through the eave website, where available; or
• by contacting support@eaveapp.ca.

We will not charge a cancellation fee. We will not require you to call us to cancel an online subscription where applicable law requires a simple online cancellation method.

Unless applicable law requires earlier termination or a refund, cancellation takes effect at the end of the current paid billing period. You may continue to use the paid features until that time. Canceling your account may not automatically cancel a subscription purchased through Apple or Google; those subscriptions must be canceled through the applicable app-store account unless the platform provides another cancellation method.

7.6 Refunds

Subscription charges are generally non-refundable after the applicable billing period begins, except:

• where a refund is required by law;
• where the service was materially unavailable or not provided as promised;
• where we expressly approve a refund;
• where a transaction was unauthorized or fraudulent;
• where you exercise a statutory cancellation, rescission, or cooling-off right; or
• where the applicable app store or payment provider’s refund rules require a refund.

If you cancel before a renewal charge, the cancellation will prevent the next renewal charge. If you cancel after a renewal charge, we will provide any refund required by applicable law and may provide a prorated or other refund at our discretion.

Where a refund is approved or legally required, it will generally be returned to the original payment method. Processing times may depend on Stripe, Apple, Google, your financial institution, or another payment provider.

Hardware refunds, returns, and exchanges are governed by the applicable order terms, our return instructions, the limited warranty, and mandatory consumer protection law.

8. App Store and Google Play terms

The eave app may be distributed through Apple’s App Store and Google Play.

Apple’s applicable App Store terms and Apple’s Standard Licensed Application End User License Agreement govern the app download, platform account, app-store transaction, and other matters controlled by Apple. Google Play’s applicable terms govern the Google Play download, platform account, app-store transaction, and other matters controlled by Google.

These Terms govern the eave service, eave account, eave hardware, eave website, and eave-specific features to the extent they are not controlled by Apple or Google.

If these Terms conflict with Apple’s or Google’s terms on an app-store-controlled matter, the applicable Apple or Google terms prevail for that matter. If these Terms conflict with those terms on an eave service or hardware matter not controlled by the applicable app store, these Terms prevail.

Apple and Google are not responsible for providing maintenance or support for the eave app, except where their applicable terms require otherwise. We, and not Apple or Google, are responsible for the eave app and for addressing claims relating to the app, including product liability, regulatory compliance, privacy, and intellectual property claims, except to the extent applicable law provides otherwise.

Apple and Google, and their subsidiaries, may be third-party beneficiaries of the provisions concerning the eave app and may enforce those provisions against you where permitted by their applicable terms.

9. Licence to use the app, firmware, and service

Subject to these Terms and your payment of applicable charges, we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable licence to:

• download and use the eave app on compatible devices that you own or control;
• use the eave firmware solely as incorporated into and for operating compatible eave hardware; and
• access and use the eave service for personal, lawful purposes.

This licence does not transfer ownership of the app, firmware, service, models, or other eave technology to you.

You must not, and must not assist or permit another person to:

• copy, reproduce, distribute, sell, rent, lease, lend, sublicense, or resell the app, firmware, service, or access credentials;
• reverse engineer, decompile, disassemble, decode, modify, or attempt to discover source code, algorithms, models, or trade secrets, except to the extent a restriction is prohibited by applicable law;
• create derivative works based on the app, firmware, service, or eave technology;
• remove, obscure, or alter copyright, trademark, security, or proprietary notices;
• access or use the eave backend except through authorized interfaces;
• bypass authentication, rate limits, security controls, device controls, or usage restrictions;
• interfere with, disrupt, overload, probe, scan, or introduce malicious code into the service;
• use the service to develop or train a competing product, model, or service;
• use the service to provide access to third parties except as expressly permitted;
• use another person’s account or credentials; or
• use the app, firmware, or service for unlawful purposes.

Open-source software included in the app, firmware, or service may be governed by additional licence terms. Those terms apply to the relevant open-source component to the extent they conflict with these Terms.

10. Trusted safety contacts

The eave app may allow you to designate trusted safety contacts who can receive alerts or other notifications when eave detects a possible scam.

You are responsible for:

• providing accurate contact information;
• having a lawful basis and all necessary permission to provide a contact’s personal information to us;
• informing each trusted safety contact that they may receive eave alerts or notifications;
• ensuring that alerts sent to a trusted safety contact are appropriate for that person; and
• updating or removing trusted safety contacts when their information or permission changes.

You must not designate a person as a trusted safety contact without authorization to share their information where authorization is required. You must not use trusted-contact functionality to harass, threaten, deceive, or unlawfully monitor another person.

We are not responsible for a trusted safety contact’s failure to receive, read, understand, or act on an alert.

11. Acceptable use

You may use eave only for lawful purposes and in compliance with these Terms.

You must not use eave:

• to violate any law, regulation, court order, or third-party right;
• to unlawfully record, intercept, monitor, or surveil a person or conversation;
• to harass, intimidate, threaten, stalk, abuse, or endanger another person;
• to impersonate another person or misrepresent an alert as an official warning from eave, a bank, government agency, police service, emergency service, or other organization;
• to interfere with a telephone network, device, app, server, or service;
• to defeat or bypass a mute switch, listening indicator, authentication feature, or security measure;
• to transmit malware, harmful code, spam, or unauthorized communications;
• to use the service in a manner that creates unreasonable safety, privacy, security, or operational risk;
• to resell access to the eave service without our written permission;
• to use eave for emergency response, dispatch, medical diagnosis, professional financial advice, legal advice, or law-enforcement operations;
• to use eave as evidence that a person committed a crime or that a transaction is fraudulent without independent verification; or
• to use the developer platform or API in violation of law, another person’s rights, these Terms, or the applicable API documentation or agreement.

12. Developer platform and API

12.1 Access

The eave developer platform and API are available only to approved developers and organizations. We may require registration, technical approval, security review, an applicable order form, or a separate written developer agreement.

If you use the developer platform or API on behalf of an organization, you represent that you have authority to bind that organization. The organization is responsible for its users, applications, integrations, and API activity.

12.2 Developer responsibilities

Developers must:

• use the API only for the approved integration and purposes;
• comply with all applicable privacy, consumer protection, telecommunications, interception, recording, biometric, artificial intelligence, accessibility, and other laws;
• provide their own clear privacy notice to their end users;
• obtain all consents, notices, permissions, and authorizations required for their collection, processing, monitoring, or transmission of audio, voice, contact information, device information, and other data;
• explain to end users when their product or integration is listening, monitoring, processing, or transmitting audio;
• provide appropriate mute controls, status indicators, safety controls, and user choices where required by law or reasonably necessary for the integration;
• use the API only with data they are authorized to submit;
• protect API credentials and promptly report suspected compromise;
• maintain appropriate security safeguards;
• provide accurate descriptions of their product and the role of eave;
• avoid representing eave alerts as guaranteed, official, or conclusive determinations; and
• remain responsible for their own product, hardware, application, user interface, customer support, data practices, and legal compliance.

Developers must not resell, sublicense, white-label, or provide standalone access to eave’s detection engine or API except as expressly authorized in a written agreement. Developers must not use API outputs to make decisions about employment, housing, credit, insurance, education, healthcare, law enforcement, or other high-impact matters without our prior written approval and full compliance with applicable law.

12.3 Rate limits and suspension

We may impose or change reasonable rate limits, technical restrictions, authentication requirements, or usage quotas to protect the API, users, infrastructure, and intellectual property.

We may suspend or terminate API access immediately where we reasonably believe that:

• the developer or integration violates these Terms or a written agreement;
• the integration creates a security, privacy, legal, safety, or operational risk;
• API credentials have been compromised;
• usage exceeds applicable limits;
• the developer fails to pay amounts due; or
• suspension is necessary to protect the service or comply with law.

Where reasonably practicable, we will provide notice and an opportunity to address the issue. Suspension does not excuse payment obligations or remove the developer’s responsibility for activity occurring before suspension.

13. No guarantee of detection or protection

eave uses artificial intelligence and other automated systems to identify patterns that may be associated with scams. These systems are probabilistic and may produce inaccurate results.

eave may:

• fail to detect a scam;
• produce a false positive;
• provide an alert too late to prevent harm;
• fail to deliver an alert because of hardware, software, network, battery, device, account, configuration, or other limitations;
• misunderstand speech, accents, languages, context, background noise, or conversation dynamics; or
• become less accurate as scams, technologies, language, or circumstances change.

An alert does not prove that a conversation is a scam, and the absence of an alert does not prove that a conversation is safe.

You must independently verify requests for money, account credentials, security codes, gift cards, transfers, cryptocurrency, access to devices, personal information, or other sensitive actions. Contact your bank through a trusted official channel, contact the police or appropriate authorities where appropriate, and consult a trusted person before acting on a suspicious request.

eave is not:

• a guarantee against fraud, theft, loss, or harm;
• insurance or a reimbursement service;
• an emergency service;
• a substitute for police, fire, ambulance, medical, financial, legal, or other professional services;
• a replacement for your bank’s fraud controls or security procedures; or
• a substitute for your own judgment and verification.

Do not rely on eave as your sole protection against a scam or emergency. We are not responsible for money, property, data, personal safety, or other losses resulting from reliance on an alert, failure to receive an alert, or failure to independently verify a situation, except to the extent liability cannot lawfully be limited.

14. Privacy and data

Our collection, use, disclosure, retention, and protection of personal information are described in the eave Privacy Policy.

When eave is active, the applicable device may capture audio and transmit it for real-time processing. Audio is intended to be processed transiently and is not saved by us as an audio recording after that processing. We may process account information, device information, technical logs, alert information, diagnostic data, contact information, and other information necessary to operate, secure, maintain, support, and improve the service, subject to applicable law and the eave Privacy Policy.

The eave service is hosted in Microsoft Azure Canada Central, except that the public eave landing page is hosted by Marblism. Stripe may process payment information for purchases made through the eave website. Apple or Google may process information associated with app distribution, app-store accounts, and subscriptions purchased through their platforms. Support communications are sent to support@eaveapp.ca and may be handled using systems used to operate that support inbox.

You must not submit personal information, audio, or other content to eave unless you are authorized to do so and have obtained all required consents.

15. Intellectual property

The eave app, firmware, hardware designs, software, models, algorithms, API, backend systems, interfaces, alerts, documentation, website, trademarks, logos, text, graphics, and other content are owned by northLo or its licensors and are protected by intellectual property and other laws.

Except for the limited licence expressly granted in these Terms, we reserve all rights. These Terms do not grant you any ownership interest in eave or any patent, copyright, trademark, trade secret, model, database, software, firmware, or other intellectual property.

“eave,” eave product names, logos, and related marks are trademarks or service marks of northLo or its licensors. You must not use them without our prior written permission.

You retain ownership of information and content you lawfully provide to eave. You grant us a limited, worldwide, non-exclusive, royalty-free licence to host, process, transmit, reproduce, and use that information and content only as reasonably necessary to provide, maintain, secure, support, and improve eave, comply with law, and enforce these Terms, subject to the eave Privacy Policy.

You must not submit confidential information, trade secrets, or third-party content to eave unless you are authorized to do so.

16. Feedback

If you provide suggestions, ideas, bug reports, recommendations, or other feedback about eave, you grant northLo a perpetual, irrevocable, worldwide, non-exclusive, royalty-free, transferable, sublicensable licence to use, reproduce, modify, publish, distribute, display, perform, and otherwise exploit that feedback for any lawful purpose without compensation or attribution.

You do not have to provide feedback, and this licence does not give us ownership of your personal information or confidential business information except as expressly stated in these Terms or the eave Privacy Policy.

17. Third-party services and networks

eave may depend on or interoperate with third-party services, including mobile operating systems, app stores, internet service providers, telephone networks, Bluetooth, Wi-Fi, cloud infrastructure, payment processors, messaging services, and device manufacturers.

Third-party services may have their own terms, privacy policies, fees, limitations, outages, and security risks. We do not control third-party services and are not responsible for their acts or omissions, except where applicable law provides otherwise.

You are responsible for obtaining and maintaining compatible devices, internet access, telephone service, mobile service, electricity, and other equipment or services required to use eave. Your carrier, internet provider, or other provider may charge fees.

18. Disclaimers

To the maximum extent permitted by applicable law, eave is provided on an “as available” basis, and we do not guarantee that the hardware, app, website, service, API, alerts, or other eave content will be uninterrupted, error-free, secure, accurate, complete, timely, compatible with every device or network, or available in every location.

To the maximum extent permitted by applicable law, we disclaim all warranties and conditions not expressly stated in these Terms, whether express, implied, statutory, or otherwise, including warranties or conditions of merchantability, fitness for a particular purpose, non-infringement, availability, accuracy, quiet enjoyment, and durability.

These disclaimers do not limit statutory warranties, guarantees, consumer rights, or remedies that cannot lawfully be excluded or limited. They do not limit rights available under the New Brunswick Consumer Product Warranty and Liability Act, the New Brunswick Consumer Protection Act, the Quebec Consumer Protection Act, or equivalent legislation.

19. Limitation of liability

To the maximum extent permitted by applicable law, northLo and its owners, officers, employees, contractors, licensors, service providers, and affiliates will not be liable for any indirect, incidental, special, exemplary, punitive, or consequential loss or damage, or for loss of profits, revenue, business, goodwill, opportunity, anticipated savings, data, or use, arising from or relating to eave or these Terms.

To the maximum extent permitted by applicable law, our total aggregate liability for all claims arising from or relating to eave or these Terms will not exceed the greater of:

• the amount you paid to us for the eave product, subscription, or service giving rise to the claim during the 12 months before the event giving rise to the claim; or
• CAD $100.

This cap applies regardless of the legal theory of liability and even if we were advised that the loss or damage might occur.

The exclusions and cap in this section do not apply to liability that cannot lawfully be excluded or limited, including:

• liability under applicable provincial consumer protection legislation;
• statutory warranties, guarantees, rights, and remedies that cannot lawfully be limited;
• liability for fraud or fraudulent misrepresentation;
• liability for death or personal injury caused by negligence;
• liability for an unreasonably dangerous defective consumer product where applicable law imposes liability;
• liability for intentional misconduct or other liability that cannot lawfully be excluded or limited; or
• your obligation to pay amounts properly due under these Terms.

For Quebec residents, nothing in these Terms limits rights or remedies that cannot lawfully be limited under the Quebec Consumer Protection Act or other applicable law.

20. Indemnity for unlawful or unauthorized use

To the maximum extent permitted by applicable law, if you use eave unlawfully or in violation of these Terms, you agree to defend, indemnify, and hold harmless northLo and its owners, officers, employees, contractors, licensors, service providers, and affiliates from third-party claims, losses, liabilities, damages, judgments, costs, and reasonable legal fees arising from:

• your unlawful monitoring, recording, interception, or surveillance;
• your violation of another person’s privacy, publicity, intellectual property, or other rights;
• your misuse of eave hardware, the app, service, website, or API;
• your violation of these Terms; or
• your products, integrations, content, or end-user relationships as a developer.

This section does not require indemnification to the extent a claim was caused by our own negligence, willful misconduct, or breach of these Terms, and does not limit rights that cannot lawfully be limited.

21. Suspension and termination

We may suspend or restrict access to an account, service, app feature, API, or device functionality if we reasonably believe that:

• you violated these Terms;
• your use creates a security, privacy, legal, safety, or operational risk;
• your account or credentials are compromised;
• payment is overdue;
• suspension is necessary to comply with law or a court order; or
• the service is being used fraudulently or abusively.

Where reasonably practicable, we will provide notice and an opportunity to correct the issue. We may suspend access immediately where delay could cause harm, compromise security, violate law, or materially affect the service.

You may stop using eave at any time. You may close your account by contacting support@eaveapp.ca. You must separately cancel any paid subscription in accordance with the cancellation section above.

Upon termination or closure:

• your licence to use the app, firmware, service, and API ends, except where a licence must continue by law;
• you must stop using and accessing the affected service;
• amounts incurred before termination remain payable;
• applicable refund rights continue;
• we may deactivate or delete account access and information subject to applicable law and the eave Privacy Policy; and
• provisions that by their nature should survive termination will survive, including provisions concerning payment, intellectual property, acceptable use, disclaimers, limitations of liability, indemnity, dispute resolution, and interpretation.

Termination does not affect rights or remedies accrued before termination.

22. Changes to these Terms

We may update these Terms from time to time.

For material changes, we will provide notice by email, in-app notice, website notice, or another legally permitted method. Unless a shorter period is required for security, legal, or urgent operational reasons, material changes will take effect at least 30 days after notice.

If a material change adversely affects a paid subscription, you may cancel before the change takes effect. Where applicable law requires additional notice, consent, or refund rights, we will follow those requirements.

Your continued use of eave after the effective date of updated Terms constitutes acceptance of the updated Terms to the extent permitted by law. If you do not agree to updated Terms, stop using eave and cancel any applicable subscription.

The Terms in effect when a particular order, subscription, or transaction was completed will continue to govern that transaction to the extent required by law.

23. Dispute resolution

23.1 Informal resolution

Before starting a court proceeding, you agree to contact us at support@eaveapp.ca and provide a written description of the issue, the facts giving rise to it, and the resolution requested.

We will attempt in good faith to resolve the dispute informally for 30 days after receiving the written notice. You may still take any step during that period that is necessary to preserve a limitation period, seek urgent injunctive or protective relief, pursue a statutory right, or comply with a legal deadline.

23.2 Courts and consumer authorities

If informal resolution does not resolve the dispute, the dispute may be brought before the courts of New Brunswick, Canada, subject to applicable law.

You retain the right to bring an eligible claim in small claims court, before a consumer protection authority, or before another forum where applicable law gives you that right. Nothing in these Terms requires mandatory binding arbitration or waives your right to participate in a class proceeding where that right cannot lawfully be waived.

For consumers who reside outside New Brunswick, this section is subject to any mandatory jurisdiction, venue, consumer protection, or procedural rights available under the law of the consumer’s place of residence.

24. Governing law

These Terms and any dispute arising from or relating to them are governed by the laws of New Brunswick and the federal laws of Canada applicable in New Brunswick, without regard to conflict-of-law principles.

This governing-law provision does not exclude or limit mandatory consumer protection laws, statutory warranties, guarantees, cooling-off rights, cancellation rights, or other rights that apply in the jurisdiction where you live or purchased the product.

25. General terms

25.1 Entire agreement

These Terms, the applicable order or subscription details, the eave Privacy Policy, any applicable API documentation or written developer agreement, and any additional terms expressly incorporated into them constitute the entire agreement between you and northLo concerning the subject matter of those documents.

If there is a conflict, the following order applies:

1. mandatory applicable law;
2. a signed written agreement or order form that expressly governs the relevant subject;
3. the applicable app-store terms for app-store-controlled matters;
4. the applicable purchase or subscription details;
5. these Terms; and
6. other eave documentation.

25.2 Severability

If a court or other authorized decision-maker finds a provision of these Terms invalid, unlawful, or unenforceable, that provision will be enforced to the maximum extent permitted and the remaining provisions will remain in effect.

25.3 No waiver

Our failure to enforce a provision of these Terms is not a waiver of our right to enforce it later. A waiver must be made in writing and applies only to the specific instance for which it is given.

25.4 Assignment

You may not assign or transfer these Terms, your account, or your rights or obligations without our prior written consent, except where applicable law provides otherwise.

We may assign or transfer these Terms, or rights and obligations under them, in connection with a merger, acquisition, reorganization, sale of assets, financing, or transfer of all or part of our business, provided that the assignment does not reduce non-waivable consumer rights.

25.5 Force majeure

We are not responsible for delay or failure caused by circumstances beyond our reasonable control, including natural disasters, severe weather, war, terrorism, civil unrest, labour disruption, government action, internet or telecommunications failures, cloud or infrastructure outages, power failures, supply shortages, carrier disruptions, cyberattacks, or failures of third-party services.

This section does not excuse obligations that cannot lawfully be excused or limit statutory consumer rights.

25.6 Electronic communications

You consent to receive notices, confirmations, invoices, renewal reminders, service communications, and other communications electronically by email, in-app message, website notice, or another permitted electronic method.

You may withdraw consent to promotional communications at any time using the unsubscribe method provided or by contacting support@eaveapp.ca. Service, legal, security, billing, and account communications may still be sent when necessary.

25.7 Language

These Terms are written in English. A French version is available on request for Quebec residents by contacting support@eaveapp.ca. Where applicable law grants a consumer rights concerning language, those rights are preserved.

26. Contact

For questions, support, legal notices, cancellation requests, warranty claims, privacy matters, or complaints, contact:

northLo Software Consulting
Moncton, New Brunswick, Canada E1G 0B3
support@eaveapp.ca