This Agreement is entered into as of the date of execution between MPG Solutions, a corporation operating in the Province of Alberta, Canada, with its principal place of business at Edmonton, Alberta, Canada ("Provider"), and the Client whose name, address, and business information is provided in the Service Application Form ("Client").
The Provider agrees to provide the Client with AI-powered virtual receptionist services ("Services"), which include:
The Client shall select one of the following pricing structures:
| Plan Type | Setup Fee (CAD) | Monthly Fee (CAD) |
|---|---|---|
| Founding Rate | $500 | $297 |
| Standard Rate | $2,000 | $397 |
Billing Terms: Monthly fees are due on the 1st of each month. Late payments shall accrue interest at the rate of 1.5% per month (or the maximum rate permitted by law, whichever is lower) on the outstanding balance. Setup fees are non-refundable upon service activation.
This Agreement is entered on a month-to-month basis. Either party may terminate this Agreement with thirty (30) days' written notice to the other party. The Provider may terminate immediately for material breach of this Agreement by the Client. Upon termination:
Upon receipt of accurate and complete client information (including business hours, service types, emergency contact details, and preferred communication protocols), the Provider shall configure the AI receptionist service within five (5) business days. The Client is responsible for providing accurate and current information. Delays caused by incomplete or inaccurate Client information may extend the setup timeline.
The Client agrees to:
Data Ownership: The Client retains full ownership of all customer data, business information, and records processed through the Services.
Data Processing: The Provider may collect, store, and process Client and customer data solely to deliver the Services as described in this Agreement. Data shall be stored securely and accessed only by authorized personnel.
Anonymized Data Use: The Provider may use anonymized, aggregated data derived from Client interactions for analytics, performance insights, product improvement, and business intelligence. Such data shall be stripped of any personally identifiable information and cannot be traced back to any individual Client or customer.
Data Protection Commitments: The Provider shall NOT:
Data Retention: Upon termination of this Agreement, all Client-identifiable data shall be retained for a period of twelve (12) months to comply with applicable regulations and service continuity requirements. After twelve months, all data shall be permanently deleted from the Provider's systems.
PIPEDA and Privacy Compliance: The Provider shall comply with the Personal Information Protection and Electronic Documents Act (PIPEDA) at the federal level and the Personal Information Protection Act (PIPA) of the Province of Alberta.
Both parties agree to maintain the confidentiality of proprietary business information, trade secrets, and sensitive data disclosed by the other party during the course of this Agreement. This obligation shall survive termination of this Agreement for a period of three (3) years.
Provider Liability Cap: The Provider's total liability under this Agreement shall not exceed the total fees paid by the Client in the three (3) months preceding the claim.
Exclusion of Consequential Damages: In no event shall either party be liable for indirect, incidental, consequential, special, or punitive damages, including but not limited to loss of profits, revenue, business opportunity, or data, even if advised of the possibility of such damages.
Service Availability: While the Provider shall use commercially reasonable efforts to maintain service availability, the Client acknowledges that no system is 100% uptime guaranteed. The Provider is not liable for interruptions beyond its reasonable control.
The Provider commits to the following service levels:
The AI receptionist system, software, algorithms, workflows, and all intellectual property related to the Services remain the exclusive property of MPG Solutions. The Client receives a limited, non-exclusive, non-transferable license to use the Services for their business operations. The Client shall not attempt to reverse-engineer, modify, or reproduce the Services or underlying technology.
Each party shall indemnify, defend, and hold harmless the other party from and against any claims, damages, liabilities, and expenses (including legal fees) arising from the indemnifying party's breach of this Agreement, violation of applicable law, or misuse of the Services.
This Agreement shall be governed by and construed in accordance with the laws of the Province of Alberta, Canada, without regard to its conflict of law principles. Both parties submit to the exclusive jurisdiction of the courts of Alberta for the resolution of any disputes arising from this Agreement.
This Agreement may only be amended, modified, or supplemented by written agreement signed by authorized representatives of both parties. No course of dealing or trade practice shall modify the terms of this Agreement.
This Agreement, together with any attached schedules and the Service Application Form, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, negotiations, discussions, and understandings, whether written or oral.
If any provision of this Agreement is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect, and the invalid provision shall be reformed to the minimum extent necessary to make it valid and enforceable.
MPG Solutions
Email: z.amponsah@mpgsolutions.ca
Website: mpgsolutions.ca
Location: Edmonton, Alberta, Canada
Client Business Name: ________________________
Business Address: ________________________
Contact Phone: ________________________
Selected Plan: ☐ Founding Rate ☐ Standard Rate