Terms of service

• Promolane is for businesses. Whoever accepts these terms does so for their company.
• Your data is yours. We never sell it, and our AI providers never train on it. Promolane's own models may learn from de-identified, aggregated data, and you can opt out.
• We may share industry insights built from many customers' de-identified data. They never identify you, your clients or anyone else.
• You can get a full export of your data at any time, and for 30 days after you leave.
• Bloom drafts and suggests; you decide. Check its work before it reaches a client or supplier.
• Early-access features may change while we build them, and we'll tell you before anything you rely on goes away.
• Price changes come with 30 days' notice and only take effect when you renew.
• Each of us is liable to the other up to the fees paid in the last 12 months, with the usual exceptions.
• Ontario law applies, and disputes go to the courts in Toronto. There's no forced arbitration.

This summary isn't part of the terms; the sections below are.

These terms are between Promolane Inc. ("Promolane", "we" or "us"), of Richmond Hill, Ontario, Canada, and the business that uses Promolane ("you", the "customer"). They cover promolane.com and the Promolane app at app.promolane.com (together, the "service").

Promolane is for business use only, not personal, family or household use. If you accept these terms for a company, you confirm you're authorized to bind it. You accept them by creating a workspace, signing an order form that refers to them, or using the service.

Our privacy policy explains how we handle personal information and forms part of this agreement. If you sign an order form with us, it governs your plan, price and term, and it takes priority over these terms where the two differ. A data processing agreement, if we sign one with you, takes priority on how we process personal data for you.

If you only browse promolane.com, the sections on our property, disclaimers, liability and governing law apply to that use.

• Your workspace belongs to your company. Its administrators decide who is invited and what each person can see and do.
• You're responsible for what happens under your workspace, including your users' actions and their keeping sign-in access to themselves. Each user signs in as themselves; don't share accounts.
• Users must be at least 18 and must give accurate information.
• Tell us promptly at security@promolane.com if you think an account has been compromised.

We'll provide the service as described on our website and in your order form, using reasonable skill and care. We keep improving Promolane, so features change over time. We won't materially reduce the core functions of a paid plan during your current term, and if we retire a feature you rely on, we'll tell you in advance.

We don't promise a particular uptime unless your order form includes a service level. We schedule maintenance to disrupt you as little as we can.

Promolane is in early access. Features marked early access, beta or preview, and any free use of the service, are provided as they are: they may change, have limits or be withdrawn, and support may be lighter. We'll give you notice before we withdraw one you're using, and the chance to export anything you've put into it.

Founding customers get the pricing and terms in their order form, including founding pricing for the period it states and the migration help described in section 10.

• You pay the fees in your order form or plan, in the currency it states, in advance for each billing period. Plans are priced per workspace, with the seats your plan includes.
• Fees don't include taxes. We add sales taxes such as GST or HST where they apply, and you pay them.
• Unless your order form says otherwise, your plan renews for the same period, at the then-current price, until either of us cancels before the renewal date.
• We'll give you at least 30 days' notice of a price increase. It takes effect at your next renewal, never in the middle of a term you've paid for.
• Fees are non-refundable, except that we refund the prepaid fees for the unused part of your term if we end the agreement without cause, stop offering the service, or materially breach these terms, or if you end it because of a change to these terms that materially reduces your rights.
• If you think an invoice is wrong, tell us within 60 days. We won't suspend your service over an amount you're disputing in good faith while we sort it out.

"Your data" means everything you and your users put into the service or connect to it: clients, contacts, products, proposals, orders, artwork, files, messages and the like.

• It's yours. You keep all rights in your data. You give us permission to host, copy, process and display it only as needed to provide, secure and support the service for you, and as you direct.
• We don't sell it. We never sell your data or use it for advertising, and our AI providers may not train their models on it.
• De-identified data. We may create de-identified, aggregated data from your data and from how the service is used, removing personal information and anything that identifies you, your clients, contacts or suppliers. We may use it to operate and improve the service and to train and improve Promolane's own models, and we own it. Because it can't be tied back to you, we may keep using it after this agreement ends. We never use licensed supplier catalogue data or data from connected email and calendar accounts for training, and we never disclose your data to other customers.
• Industry insights. We may combine de-identified data from many customers into statistics and insights, for example how often a product is proposed or ordered, or how a price compares with a market average, and share them with customers, suppliers and partners or include them in Promolane's products. An insight never identifies you, your clients, your contacts or any individual, and we only release one when it combines enough customers that no single customer's information can be worked out. Suppliers never learn which distributor or client a proposal or order involved. Insights are built from customers' own records, never from licensed supplier catalogue data.
• Opting out of training. Your workspace administrators can opt your data out of model training at any time by emailing privacy@promolane.com. Opting out applies from then on. It doesn't cover industry insights, which never identify you.
• Export. You can have a complete export of your data, in a common machine-readable format, at any time. Ask us and we'll provide it within 30 days, while we build self-serve export.
• Your responsibilities. You're responsible for your data and for having the right to put it into Promolane, including any notices and consents your clients, contacts and suppliers need under privacy and anti-spam laws such as PIPEDA and Canada's anti-spam law (CASL).

The privacy policy explains how we protect your data, where it's stored and which providers help us.

Bloom, Promolane's AI teammate, and other AI features work from your data to help you do your job.

• You own the results. What you put in and what Bloom produces for you are your data. To the extent we have any rights in that output, we assign them to you.
• You review before it goes out. AI can be wrong, incomplete or out of date. Check proposals, prices, product details, artwork and messages before you send them to a client or supplier. Bloom drafts and suggests; you and your team make the decisions.
• It acts with your permissions. Bloom can only see and do what the person using it is allowed to, and actions it takes on your instruction, such as sending a message from a connected account, are yours.
• Memory. Bloom can remember how your business works, such as your preferences and how you like proposals written. That memory is your data, stays in your workspace and is deleted with it.
• Providers. We use third-party AI providers, named in the privacy policy. They may not train on your data. How Promolane's own models may learn from de-identified data is described in section 07.

Promolane works with other services, such as Microsoft 365, Google, QuickBooks, supplier catalogues like SAGE and ESP, and shipping carriers. When you connect one:

• You authorize us to exchange data with it on your behalf, only as the feature you turned on needs. You can disconnect at any time.
• Your use of that service is governed by your agreement with its provider. Some supplier catalogues need your own subscription, and their licence terms limit how product data may be used, for example to presenting it to your clients. You agree to follow them.
• We don't control other services and aren't responsible for them, or for the accuracy of product, pricing or inventory data they supply. Check what matters before you rely on it.

If we help you move to Promolane from another system, you send us exports and files you're entitled to share, and you confirm that sharing them with us doesn't breach your agreement with your previous provider. We use them only to migrate your data, which then becomes part of your data under section 07. Migration is done with care, by hand and with AI, but please review the result: you know your records best.

You won't, and won't let anyone else:

• use the service in breach of any law, or to send spam or messages without the consent the law requires;
• upload anything unlawful, infringing or harmful, including malware;
• try to get around security, access data that isn't yours, or test our security without our written permission (we welcome reports at security@promolane.com);
• resell, sublicense or provide the service to others as a bureau, or copy it to build a competing product;
• reverse engineer the service, except where the law allows it despite this restriction;
• scrape it, overload it, or extract supplier or catalogue data in bulk beyond what the source's licence allows;
• use it to harass anyone or to make decisions that need human judgment without a person involved.

You may connect AI agents and other software to Promolane through our API and MCP servers. An agent acts for the person who connected it, with that person's permissions, and what it does is treated as that person's action. Don't let an agent do anything this agreement doesn't allow you to do.

Our public website API and MCP server, described on our developers page, may be used by anyone to learn about Promolane and to request early access for a person who has asked for it.

We own Promolane, its software, design and content, and our trademarks, and these terms don't transfer any of that to you. While this agreement is in effect, we give you a non-exclusive, non-transferable right to use the service for your business under these terms.

If you send us ideas or feedback, we may use them without obligation to you. We won't identify you as the source without your permission. We won't name you as a customer or show your logo without your permission.

Each of us will keep the other's confidential information confidential, use it only for this agreement, and share it only with people who need it and are bound to keep it confidential. Your data is your confidential information, but de-identified, aggregated data and industry insights under section 07 are not. This doesn't cover information that is public through no fault of the recipient, was already known to it, is independently developed, or must be disclosed by law. In that last case, the recipient will give notice where the law allows.

We may suspend all or part of the service only when it's needed:

• to stop a security threat, or harm to the service, other customers or anyone else;
• because of a serious or repeated breach of section 11;
• because the law requires it; or
• because undisputed fees are more than 30 days overdue after we've told you.

We'll give notice first where we reasonably can, suspend only what's necessary, and restore access promptly once the reason is resolved. Suspension never deletes your data.

• You can cancel at any time; your plan ends at the end of the term you've paid for.
• Either of us may end the agreement if the other materially breaches it and doesn't fix the breach within 30 days of notice.
• We may end the agreement without cause on 90 days' notice, for example if we stop offering the service, and refund your prepaid fees for the unused part of the term.
• When the agreement ends, your access stops. For 30 days after that, you can ask us for a full export of your data. We then delete it within 90 days of the account closing, apart from copies in backups, which roll off on their own schedule, and anything the law requires us to keep.
• Sections that by their nature should survive, such as fees owed, your data, confidentiality, liability, indemnities and governing law, survive the end of the agreement.

We promise to provide the service with reasonable skill and care, and that it will work materially as described for paid plans. If it doesn't, tell us and we'll work to fix it. If we can't within a reasonable time, you may end the agreement and get a refund of prepaid fees for the unused part of the term.

Apart from that, and to the extent the law allows, the service is provided as is, and we make no other warranties, including of merchantability, fitness for a particular purpose or uninterrupted operation. We don't warrant AI output or third-party data such as supplier catalogues, and early-access and free features come with no warranty.

• Neither of us is liable to the other for indirect, special, incidental or consequential damages, or for lost profits, revenue or goodwill, even if told they were possible.
• Each party's total liability under this agreement is limited to the fees you paid or owe us for the 12 months before the event giving rise to the claim. If you use the service without paying, our total liability is CAD $100.
• These limits don't apply to your obligation to pay fees, either party's indemnity obligations, breach of confidentiality, fraud, gross negligence or wilful misconduct, or anything else the law doesn't allow to be limited.

Our indemnity

We'll defend you against any third-party claim that the service, as we provide it, infringes their intellectual property, and pay the damages and costs awarded or agreed in settlement. If such a claim seems likely, we may modify the service so it doesn't infringe, get you the right to keep using it, or end the affected part and refund your prepaid fees for it. This doesn't cover your data, your changes, combinations with things we didn't provide, or free and early-access use.

Your indemnity

You'll defend us against any third-party claim arising from your data, your use of the service in breach of these terms or the law, or your dealings with your clients and suppliers, and pay the damages and costs awarded or agreed in settlement.

How it works

The party asking for protection must tell the other promptly, let it control the defence and settlement, and cooperate reasonably. No settlement that admits fault for, or imposes an obligation on, the protected party may be made without its consent.

This agreement is governed by the laws of Ontario and the federal laws of Canada that apply there, without regard to conflict-of-law rules. The United Nations Convention on Contracts for the International Sale of Goods doesn't apply.

If a dispute arises, we'll first try in good faith to resolve it by talking, for at least 30 days. If that doesn't work, the courts of Ontario sitting in Toronto have exclusive jurisdiction, and we both accept it. There's no mandatory arbitration. Either of us may still seek urgent injunctive relief in any court.

We may update these terms. If a change is material, we'll tell your workspace administrators by email or in the app at least 30 days before it takes effect, unless the law requires a change sooner. If a change materially reduces your rights, you may end the agreement before it takes effect and get a refund of prepaid fees for the unused part of the term. Otherwise, continuing to use the service after the change takes effect means you accept it. The date at the top of this page shows when the terms last changed.

• Assignment. Neither of us may assign this agreement without the other's consent, which won't be unreasonably withheld, except to a successor in a merger or sale of all or most of its business, with notice.
• Events beyond our control. Neither of us is liable for delays caused by events beyond our reasonable control, such as natural disasters, war, or outages of major infrastructure providers. This doesn't excuse paying fees.
• Notices. We send notices to your workspace administrators' email addresses or in the app. You send notices to legal@promolane.com.
• Entire agreement. These terms, your order form, the privacy policy and any data processing agreement are the whole agreement between us about the service. If they conflict, the order form comes first, then the data processing agreement on personal data, then these terms.
• Other terms. If a provision is unenforceable, the rest stays in effect. Not enforcing a right isn't a waiver of it. We're independent contractors, and nothing here creates a partnership or agency. Terms on your purchase orders don't apply.
• Language. The parties have required that this agreement and all related documents be drawn up in English. Les parties ont exigé que la présente convention et tous les documents connexes soient rédigés en anglais.

Questions about these terms? Email legal@promolane.com, or write to us at: