Legal

Client Service Agreement

1. Services Provided

MPG Solutions provides subscription-based AI-powered business communication and automation services to service business clients in Canada, including but not limited to:

• AI Receptionist: An intelligent phone answering system that handles inbound calls, qualifies leads, books appointments, answers frequently asked questions, and routes calls according to your configured business rules.
• Workflow Automation: Custom automated workflows that integrate your AI receptionist with third-party tools including CRM platforms, scheduling software, email systems, and other business applications.
• Client Portal: A web-based dashboard providing access to call logs, lead records, performance analytics, and account management features.
• Onboarding & Setup: Initial configuration, AI training, and integration setup performed by MPG Solutions staff as part of onboarding.

The specific features and usage limits available to your account are determined by the subscription plan you have selected at the time of sign-up or as subsequently modified in writing. MPG Solutions reserves the right to modify, add, or remove features from any plan with reasonable notice.

2. Subscription & Payment

2.1 Subscription Plans

Services are provided on a recurring subscription basis. Your subscription plan, billing cycle (monthly or annual), and associated fees are presented at the time of purchase and are incorporated into this Agreement by reference.

2.2 Billing

Subscription fees are billed automatically to the payment method on file at the start of each billing period. All fees are in Canadian dollars (CAD) and are exclusive of applicable taxes. You are responsible for any federal or provincial sales taxes (including GST/HST) that may apply to your subscription.

2.3 Payment Failure

If a payment fails, MPG Solutions will notify you by email. You have 5 business days to update your payment method and settle the outstanding balance. If payment is not received within this period, we may suspend or restrict access to your account until the balance is resolved. Accounts in arrears for more than 30 days may be terminated.

2.4 Price Changes

MPG Solutions may adjust subscription pricing with at least 30 days' written notice to the email address associated with your account. Continued use of the service after a price change takes effect constitutes your acceptance of the new pricing. If you do not agree to a price change, you may cancel your subscription before the new price takes effect.

2.5 Refunds

Refunds are governed by our Refund Policy, which is incorporated into this Agreement by reference. New subscribers are eligible for a 14-day money-back guarantee on their first subscription payment. Subscription fees are otherwise non-refundable.

3. Data & Privacy

3.1 Personal Information

MPG Solutions collects and processes personal information in accordance with Canada's Personal Information Protection and Electronic Documents Act (PIPEDA) and, where applicable, provincial privacy legislation. Our collection, use, and disclosure of personal information is described in our Privacy Policy.

3.2 Client Data

"Client Data" means any data, content, or information inputted into the MPG Solutions platform by you or your end users, including call recordings, transcripts, lead records, and business configuration settings. You retain ownership of your Client Data. You grant MPG Solutions a limited, non-exclusive licence to store, process, and use your Client Data solely for the purpose of providing and improving the services.

3.3 Call Recordings

The AI Receptionist service may record inbound calls for the purposes of transcription, lead qualification, and service improvement. It is your responsibility to comply with applicable Canadian and provincial laws regarding the recording of telephone conversations, including providing any required disclosure or consent notices to your callers.

3.4 Data Security

MPG Solutions employs reasonable administrative, technical, and physical safeguards to protect Client Data against unauthorized access, disclosure, alteration, or destruction. No security system is impenetrable; in the event of a data breach affecting your information, we will notify you in accordance with applicable Canadian law.

3.5 Data Retention & Deletion

Upon termination of your account, MPG Solutions will retain your Client Data for up to 90 days to allow for data export and account recovery. After this period, your data will be permanently deleted from our systems, subject to any legal or regulatory retention obligations.

4. Acceptable Use

4.1 Permitted Use

You may use MPG Solutions services only for lawful business purposes in connection with operating a legitimate service business. You agree to use the platform in compliance with all applicable federal and provincial laws and regulations.

4.2 Prohibited Activities

You must not use MPG Solutions services to:

• Conduct or facilitate spam, unsolicited telemarketing, or mass robocalling in violation of Canada's Anti-Spam Legislation (CASL) or the Canadian Radio-television and Telecommunications Commission (CRTC) Unsolicited Telecommunications Rules
• Collect personal information without lawful authority or proper disclosure
• Engage in fraudulent, deceptive, or misleading practices toward callers or third parties
• Attempt to reverse-engineer, scrape, or otherwise extract the underlying AI models or proprietary technology
• Resell, sublicence, or white-label the service without a separate written agreement with MPG Solutions
• Interfere with or disrupt the integrity or performance of the platform or its infrastructure
• Use the service to process, transmit, or store protected health information or financial data subject to sector-specific regulatory requirements unless separately authorized in writing by MPG Solutions

Violations of this section may result in immediate suspension or termination of your account without refund.

5. Limitation of Liability

5.1 No Warranty

The services are provided "as is" and "as available." MPG Solutions makes no representations or warranties, express or implied, regarding the accuracy, reliability, or fitness for a particular purpose of the AI Receptionist or any other service component. AI-generated responses may occasionally be inaccurate or incomplete; you are responsible for reviewing and validating all AI outputs relevant to your business operations.

5.2 Limitation of Damages

To the maximum extent permitted by applicable law, MPG Solutions' total cumulative liability to you for any claims arising under or related to this Agreement — whether in contract, tort, or otherwise — shall not exceed the total subscription fees paid by you to MPG Solutions in the three (3) months immediately preceding the event giving rise to the claim.

In no event shall MPG Solutions be liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits, lost revenue, loss of business opportunity, or loss of data, even if MPG Solutions has been advised of the possibility of such damages.

5.3 Force Majeure

MPG Solutions shall not be liable for any failure or delay in performance resulting from causes beyond our reasonable control, including but not limited to telecommunications outages, third-party API failures, natural disasters, acts of government, or cybersecurity incidents affecting our infrastructure providers.

6. Termination

6.1 Termination by Client

You may cancel your subscription at any time through your client portal account settings or by contacting us at z.amponsah@mpgsolutions.ca. Cancellation takes effect at the end of the current paid billing period. You will retain access to the service through the end of the period for which you have paid. No prorated refunds are issued for unused days.

6.2 Termination by MPG Solutions

MPG Solutions may suspend or terminate your account:

• Immediately, if you breach any material provision of this Agreement, including the Acceptable Use provisions in Section 4
• With 14 days' notice, if we discontinue the service or a material component of it
• With 5 days' notice, if your account remains in arrears and payment is not resolved

Upon termination for cause, no refund of prepaid fees will be issued.

6.3 Effect of Termination

Upon termination for any reason, your right to access and use the MPG Solutions platform ceases immediately (or at the end of your paid period for voluntary cancellations). Provisions of this Agreement that by their nature should survive termination — including Sections 3, 5, and 7 — will continue in full force.

7. Governing Law

This Agreement is governed by and construed in accordance with the laws of the Province of Alberta and the applicable federal laws of Canada, without regard to conflict-of-law principles. The parties agree that any disputes arising out of or relating to this Agreement shall be subject to the exclusive jurisdiction of the courts of Edmonton, Alberta, Canada.

If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.

8. Amendments

MPG Solutions may update this Agreement from time to time. We will notify you of material changes via email to the address on file or by posting a notice within your client portal. Your continued use of the services following the effective date of any amendment constitutes your acceptance of the revised Agreement. If you do not agree to an amendment, you must cancel your subscription before the amendment takes effect.

9. Entire Agreement

This Agreement, together with the Privacy Policy and Refund Policy, constitutes the entire agreement between you and MPG Solutions with respect to the subject matter herein and supersedes all prior negotiations, representations, warranties, or agreements. No waiver by either party of any breach shall be construed as a waiver of any subsequent breach.

10. Contact

For questions about this Agreement, please contact:

Zephan Amponsah
MPG Solutions Inc.
Edmonton, Alberta, Canada
z.amponsah@mpgsolutions.ca
mpgsolutions.ca