Terms of Service

These Terms are between BushWell Inc. (Metricanic, we or us) and the customer (you). By accepting them or using Metricanic, you agree to these Terms, including the liability limits and customer indemnity below. You must be at least 18, legally able to enter a contract and authorized to bind any business you represent. The service is offered for business purposes, not personal or household use.

Your service contract is with BushWell Inc. only. Our shareholders, directors, officers, employees and contractors do not undertake personal contractual obligations or give personal guarantees by providing the service.

Metricanic provides software for tracking, reporting, routing, hosting and connected services. You control your campaigns and remain responsible for your traffic, content and business decisions. Providing the software does not make us the advertiser, your agent or a party to your transactions with visitors, clients or advertising platforms.

You are responsible for your account, authorized users, credentials and instructions, including actions by people or tools you authorize. Keep your information accurate, protect your credentials and report unauthorized access promptly. If you act for clients, you warrant that you have their authority and remain responsible for their use through your account and your obligations to them.

You warrant that your campaigns, traffic, content and data (Customer Data) are lawful and that you have the rights and permissions needed to use them. Provide required notices, obtain required consent before tracking, honor withdrawals and opt-outs, and comply with applicable law and third-party rules. You must provide reasonable evidence of required permissions on request and stop affected use if they lapse.

You are responsible for configuring and testing tracking, destinations, permissions, integrations and automation rules, monitoring results and deciding when to pause campaigns or spending. You bear your advertising spend, charges from services you connect and obligations to your clients. Reports and alerts do not replace your own checks or guarantee that losses will be prevented.

You must not use Metricanic for fraud, fabricated clicks or conversions, unlawful tracking, deceptive redirects, phishing, malware, infringement or other unlawful activity. Do not bypass security, access restrictions or usage limits, or disrupt the service.

Do not submit sensitive personal data, including health information, payment card details, government identifiers, biometric data or personal data about children. Credentials required by a supported connection must be entered only through that connection.

We do not undertake general monitoring or legal approval of customer campaigns or content. Any review or assistance does not transfer your responsibilities to us. We may investigate complaints and remove content, restrict access or suspend service for suspected misuse, legal or security risks, or nonpayment, subject to applicable law.

When you enable a connection, you authorize the data access and actions covered by its permissions, including changes to campaigns, advertising accounts or published content where permitted. You are responsible for choosing permissions and reviewing instructions and results. AI output may be inaccurate and must not be relied on without appropriate review.

Third-party services have their own terms, charges and availability. We do not control their decisions or guarantee their continued compatibility, approval of your campaigns or acceptance of data. You are responsible for promises you make to your clients about these services. Metricanic does not provide legal, financial or regulatory advice.

Your selected plan and checkout terms set the fees, trial terms, usage limits and any overage charges. You authorize applicable charges and taxes. Paid subscriptions renew automatically unless canceled. A trial converts to a paid subscription as disclosed at checkout unless canceled in time.

You can cancel through the subscription settings. Cancellation takes effect at the end of the current subscription period unless stated otherwise. Fees already incurred remain payable. Payments are non-refundable, including for unused time or capacity, except where required by law or expressly agreed in writing.

You retain your rights in Customer Data and authorize us to process and, where you choose hosting, publish it to provide and secure the service. Personal data processing is described in https://metricanic.com/privacy and governed by https://metricanic.com/dpa where we act on your behalf.

We and our licensors retain ownership of Metricanic and its technology. Subject to these Terms and your plan, you have a limited, non-exclusive, non-transferable right to use the service for your business. You must not copy, resell or reverse engineer our software beyond the rights granted for using the service, except as permitted by law or our written agreement.

You must use reasonable care to protect nonpublic information about Metricanic that we identify as confidential, except for disclosures required or protected by law.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

We do not guarantee uninterrupted, error-free or completely secure service, accurate or complete reports, fraud detection, delivery of tracking events, campaign approval, revenue or profit. No service level, support response time, restoration time or continued availability of a feature is guaranteed unless separately agreed in writing. You are responsible for evaluating results and keeping independent copies of information you need.

Documentation, support, recommendations, estimates and AI output do not create additional warranties or a promise of a particular result. These disclaimers do not reduce our express obligations under the DPA or applicable law.

Subject to mandatory law, we are not liable for delay or failure caused by events beyond our reasonable control.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, METRICANIC AND ITS AFFILIATES, SHAREHOLDERS, OFFICERS, DIRECTORS, EMPLOYEES AND CONTRACTORS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, BUSINESS, GOODWILL, DATA, ADVERTISING SPEND OR THE COST OF REPLACEMENT SERVICES, WHETHER THOSE LOSSES ARE DIRECT OR INDIRECT.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL COMBINED LIABILITY OF METRICANIC AND THE PERSONS AND ENTITIES LISTED ABOVE FOR ALL CLAIMS BY YOU OR ANYONE CLAIMING THROUGH YOU ARISING FROM THE SERVICE, THESE TERMS OR THE DPA WILL NOT EXCEED THE FEES YOU ACTUALLY PAID US FOR THE SERVICE IN THE ONE MONTH BEFORE THE FIRST EVENT GIVING RISE TO LIABILITY. IF NO FEES WERE PAID IN THAT PERIOD, THE LIMIT IS ZERO. THIS IS ONE AGGREGATE LIMIT UNDER YOUR AGREEMENT, NOT A SEPARATE LIMIT FOR EACH CLAIM, CLAIMANT OR DOCUMENT.

These exclusions and limits apply regardless of the legal basis of a claim, including contract, tort, negligence or breach of statutory duty, even if we were advised of the possibility of the loss or a limited remedy fails of its essential purpose. They protect the listed persons and entities as intended beneficiaries. They do not limit your payment obligations, customer indemnity or reimbursement obligations.

Nothing in this agreement excludes obligations, rights, remedies or liability that cannot lawfully be excluded or limited, or limits the powers of a regulator or the rights of data subjects under applicable law.

You will defend, indemnify and hold harmless Metricanic and its affiliates, shareholders, officers, directors, employees and contractors against third-party claims and regulatory proceedings arising from your Customer Data, campaigns, traffic, instructions, infringement of rights, unlawful use of the service or breach of these Terms or the DPA, to the extent attributable to you or persons using the service on your behalf. This includes claims by your clients and users, damages, approved settlements and reasonable investigation, legal and defense costs. Fines and penalties are covered only to the extent they may lawfully be indemnified.

We will give notice of a covered claim and reasonably cooperate with the defense at your reasonable expense. A delay in notice reduces your obligations only to the extent it materially prejudices the defense. You must use qualified counsel reasonably acceptable to us. A settlement requires our written consent unless it fully releases all protected parties, involves only money you pay and imposes no admission or other obligation on them.

We may participate in the defense at our own expense. If you fail to defend a covered claim or a material conflict prevents you from representing us, we may take over the defense and recover reasonable covered costs from you. Where law permits, you must also reimburse reasonable costs directly caused by your breach, including investigating misuse and enforcing payment or indemnity obligations. We cannot recover the same loss twice. These defense, indemnity and reimbursement obligations do not apply to the extent a loss is caused by our breach of this agreement or cannot lawfully be shifted to you.

We may change or discontinue features and update these Terms or subscription fees. Updated Terms will state their effective date. We will provide notice and obtain acceptance where required by applicable law or an existing agreement. Changes do not apply retroactively. You may stop using the service and cancel your subscription if you do not accept the changes. Continued use after the effective date constitutes acceptance only to the extent permitted by law and after any required notice.

Either party may end the service relationship by notice, subject to accrued payment obligations and any applicable subscription period. We may suspend or terminate access immediately for a material breach, nonpayment or legal or security risk. Subject to mandatory law and any written agreement, suspension or termination in accordance with these Terms does not entitle you to compensation or refunds. Export information you need before access ends. Customer personal data will be handled under the DPA, including its return or deletion provisions. Payment and reimbursement obligations, ownership, your confidentiality obligations, disclaimers, liability limits and indemnities survive termination.

These Terms, your accepted plan or order terms and the DPA form the agreement for the service. A separately signed agreement takes priority over conflicting terms, and the DPA takes priority on personal data processing. If a provision cannot be enforced, the rest remain effective. Failure to enforce a provision is not a waiver.

These Terms are governed by the laws of Alberta and applicable federal laws of Canada, without regard to conflict of law rules. Subject to any informal dispute process the parties choose to use, the parties submit to courts with jurisdiction in Alberta, Canada for disputes arising out of or relating to these Terms or the service.

Send legal notices and support enquiries to support@metricanic.com.