Terms of Service

1) Eligibility & Acceptance

You represent that you have authority to bind the customer entity that registers for the Services ("Customer," "you," or "your"). If you do not agree to these Terms, do not access or use the Services. The Services are for business use only.

2) The Services

Hoppr IQ provides tools for pricing and promotion monitoring, competitor comparisons, and analytics. We may add, change, or remove features from time to time; material changes will be communicated where practicable. Certain features may be labeled Beta or Preview; such features are provided as-is and may be discontinued at any time.

3) Accounts & Acceptable Use

You must keep account credentials confidential and are responsible for activity under your account. You agree not to:

• bypass or interfere with security, access controls, or rate limits;
• reverse engineer, decompile, or copy the Services;
• use the Services to violate law (including competition, advertising, privacy, or consumer protection laws);
• upload malicious code or attempt to overload or disrupt our infrastructure.

We may throttle or suspend access for misuse, security risk, non-payment, or legal compliance.

4) Customer Data & Privacy

"Customer Data" means data you or your users submit to the Services (e.g., product catalogs, mappings, notes, internal prices) and any outputs we generate solely from that data. You retain all ownership in Customer Data. You grant Hoppr IQ a non-exclusive license to host, process, and display Customer Data solely to provide and improve the Services.

• Privacy. Our handling of personal information is described in our Privacy Policy and, where applicable, a Data Processing Addendum (DPA).
• Security. We use industry-standard administrative, technical, and organizational safeguards. If we become aware of a breach of security leading to accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to personal data we host on your behalf, we will notify you without undue delay.
• No data sharing between customers. Each organization's data is logically segregated. We do not sell Customer Data and do not share it with other customers. We may share Customer Data with subprocessors strictly to operate the Services, subject to confidentiality and data protection obligations.
• Aggregated/De-identified data. We may use aggregated or de-identified information for analytics, benchmarking, and improving the Services, provided it contains no personal data or information identifying Customer or its users.

5) Data Sources, Collection & Your Compliance

The Services may collect or ingest information from public websites, marketplaces, or third parties ("External Data"). Hoppr IQ employs responsible collection practices and strives to respect websites' access rules. However, you are responsible for ensuring that your use of the Services—including any crawl schedules, target domains, or comparison logic you configure—complies with applicable laws (e.g., Competition Act (Canada), advertising/OSP rules, MAP policies), and with any contractual or site-specific terms that bind you.

• You warrant that you have all rights and permissions to provide Customer Data and to direct the collection or processing of External Data for your purposes.
• You are solely responsible for the accuracy, labeling, and legal sufficiency of any public claims you make (e.g., OSP/"compare at" statements, discounts, savings). Hoppr IQ provides insights for informational purposes only and does not provide legal advice.
• If we receive a credible complaint or legal notice regarding specific data collection, we may remove, block, or limit access to the affected data or targets.

6) Availability, Maintenance & Support

We target 99.5% monthly uptime excluding scheduled maintenance, emergencies, and force majeure events. Scheduled maintenance typically occurs between 12:00–4:00 AM Eastern Time with advance notice where feasible. Support details may be specified in your order or plan.

7) Fees, Billing & Taxes

Fees are billed per the plan or order form and are non-refundable except where expressly stated. Unless otherwise set in an order:

• subscriptions auto-renew for successive terms;
• we may change pricing effective on renewal with at least 30 days' notice;
• unpaid amounts may accrue interest at the lesser of 1.5% per month or the maximum allowed by law and may result in suspension;
• taxes (e.g., HST/GST/QST, sales, VAT) are your responsibility.

8) Intellectual Property & Feedback

Hoppr IQ owns all rights in the Services, software, designs, documentation, and trademarks. No rights are granted except as expressly stated. If you provide feedback or suggestions, you grant Hoppr IQ a perpetual, irrevocable, royalty-free license to use them without restriction.

9) Confidentiality

Each party may access the other's non-public information ("Confidential Information"). The receiving party will use it only to perform under these Terms, will protect it with reasonable care, and will not disclose it except to personnel, affiliates, or subprocessors bound by confidentiality obligations, or as required by law (with notice where lawful).

10) Warranties & Disclaimers

You warrant that you have all rights necessary to provide Customer Data and to use the Services as contemplated.

THE SERVICES AND EXTERNAL DATA ARE PROVIDED "AS IS" AND "AS AVAILABLE." HOPPR IQ DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. We do not warrant that competitor or marketplace data will be error-free, complete, or available at all times, or that insights will meet legal or compliance requirements.

11) Indemnification

You will defend, indemnify, and hold harmless Hoppr IQ and its affiliates from and against claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising from: (a) Customer Data; (b) your use of the Services in violation of these Terms or law; (c) alleged deceptive pricing or advertising claims you publish; or (d) your directions regarding data collection targets or methods.

If a third party claims the Services infringe its intellectual property, Hoppr IQ may (at its option) obtain a license, modify the Services, or terminate the affected feature with a pro-rata refund for the unused period; this is your exclusive remedy for such claims.

12) Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY. EXCEPT FOR YOUR PAYMENT OBLIGATIONS AND INDEMNITIES, EACH PARTY'S TOTAL LIABILITY UNDER THESE TERMS WILL NOT EXCEED THE FEES PAID OR PAYABLE BY YOU TO HOPPR IQ FOR THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY.

13) Term, Termination & Data Return

These Terms begin when you first use the Services and continue until terminated. Either party may terminate with 30 days' written notice. We may terminate or suspend immediately for material breach, legal risk, security risk, or non-payment. Upon termination:

• your access ceases;
• upon written request within 30 days, we will make Customer Data in our possession available for export in a reasonable, commonly used format;
• after the export window, we will delete Customer Data from active systems within a commercially reasonable period, except where retention is required by law, to enforce our rights, or for standard backups.

14) Publicity

With your prior consent, we may use your name and logo in customer lists and marketing materials. You may revoke consent at any time with reasonable notice.

15) Compliance & Export

You will comply with all applicable laws, including competition/advertising rules (e.g., Competition Act (Canada) and OSP requirements), privacy, anti-spam, anti-corruption, and sanctions/export laws. You represent that you are not located in an embargoed country and are not a denied party.

16) Governing Law & Venue

These Terms are governed by the laws of the Province of Ontario, Canada, without regard to conflict-of-laws rules. The parties submit to the exclusive jurisdiction and venue of the courts located in Ontario, and waive objections to personal jurisdiction and forum convenience.

17) Changes to Terms

We may update these Terms from time to time. Material changes will be notified (e.g., email or in-product). Changes apply prospectively; continued use after the effective date constitutes acceptance. Prior versions will be archived.

18) Miscellaneous

These Terms (and any order form, DPA, or policy referenced herein) are the entire agreement and supersede prior agreements. If any provision is unenforceable, the remainder remains in effect. Neither party's failure to enforce a provision is a waiver. You may not assign these Terms without our consent; we may assign to an affiliate or in connection with a merger, acquisition, or asset sale. Neither party is liable for delays due to force majeure events beyond reasonable control.

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Last updated: 11/13/2025