Terms of Service

Last updated: April 16, 2026

Chrono Innovation Inc. (“we” or “Chrono”) is a company incorporated in accordance with the laws of the province of Quebec, Canada. Chrono owns and operates the Chrono Platform (the “Platform”), a web-based application designed to facilitate and automate the preparation of Scientific Research and Experimental Development (SR&ED) credit reports. For any questions regarding these Terms of Service, please contact us at: [email protected].

These Terms of Service are a contract that governs every customers’ use of our services, as more fully described herein. By accessing or using the Platform or any other services offered by Chrono (collectively, the “Services”), you acknowledge that you have read, understood, and agreed to be bound by these Terms of Service (the “Terms”), which constitute a legally binding agreement between you and Chrono. If you do not accept these Terms, please do not access or use the Services and delete any Account (as defined herein) created. If you are acting on behalf of a legal entity, you hereby acknowledge that (i) you agree to these Terms not only on your behalf, but also on behalf of such legal entity; and (ii) you are duly authorized to represent such legal entity. Any reference to “you” throughout these Terms refers, as the context requires, to you personally and/or to such legal entity.

Chrono may update, change or otherwise modify these Terms from time to time. Chrono will notify you of any material changes at least thirty (30) days before they take effect, by email or via the Platform, in order to give you the opportunity to evaluate the effects of the proposed changes. The current version of these Terms is available at all times at https://www.chronoinnovation.com/terms/. Your continued use of the Services following the effective date of any update to these Terms constitutes your acceptance of the revised Terms.

1. Account

1.1. Account Creation

To access certain features of the Services, including the Platform, you must create an account (your “Account”). To create an Account, you must be human. Accounts created or otherwise registered by bots or other automated methods are not permitted and Chrono reserves the right to suspend or terminate without notice any Account that it reasonably suspects to have been created in such a way.

Creating an Account requires you to provide a valid email address and create a password or proceed through authentication via a supported third-party identity provider (e.g. Google). You may also be asked for additional information, such as your full legal name, to access certain features or for regulatory compliance purposes. Chrono’s Privacy Policy (the “Privacy Policy”) describes how Chrono handles personal data in connection with the Services.

The functionalities of your Account may vary based on the type of profile associated with your Account, as well as the Subscription Plan (as defined below) applicable.

You must be at least 14 years old or have reached the legal age required in your jurisdiction to consent to the collection of your Personal Information (as defined in the Privacy Policy) and to enter into these Terms, if that age is higher than 14, in order to create an Account. The Services are not offered to individuals who do not have the legal capacity to enter into these Terms in their country of residence. You agree to assume full responsibility for the actions or omissions of such individuals in connection with your Account.

1.2. Accuracy and Confidentiality

You agree to provide accurate, complete, and up-to-date information when creating your Account, and to always keep such information current. Chrono shall not be liable for any loss or damage resulting from your failure to comply with this obligation. Each Account is strictly personal and may not be shared among multiple individuals. A default on your part to maintain accurate, complete and up-to-date information for your Account may result in the suspension or termination of your Account by Chrono.

1.3. Unauthorized Use

It is your responsibility to notify Chrono immediately at [email protected] if you become aware of any unauthorized use of your Account or any breach of your login credentials. You are responsible for all activity conducted through your Account, and you agree to maintain the security and confidentiality of your login credentials at all times. Chrono is not responsible for any claims, demands, losses, liabilities, or expenses (including, without limitation, reasonable legal fees) that you may incur as a result of a third party using your login credentials or Account, whether with or without your knowledge or authorization, and whether or not you have informed us of such unauthorized use. You are also responsible for all claims, demands, losses, liabilities, and expenses (including, without limitation, reasonable legal fees) incurred by Chrono as a result of a third party’s use of your Account.

1.4. Prohibited Use

You agree to use the Services only for lawful purposes and in compliance with all applicable laws and regulations in your jurisdiction, including, without limitation, intellectual property laws such as copyright laws. Any violation of these Terms may result in the suspension or termination of your Account.

In the event of any illegal or criminal activity carried out through your Account or any End-User Account (as defined below) that results in damages or any debts, costs, expenses (including, without limitation, reasonable legal fees and expenses), claims, lawsuits, causes of action, damages, and judgments (collectively, “Losses”) to Chrono or any third party, you shall be held responsible and must defend, indemnify, and hold harmless Chrono, as well as its directors, officers, employees, and agents, from and against all such losses arising from such illegal or criminal activity.

2. Subscription Plans

2.1. Subscription Model

The Services are offered under a “freemium” model that includes a free tier with limited features and paid subscription plans with additional features and capabilities as described at https://www.chronoinnovation.com/chrono-rd/pricing/ (the “Features”). Subscriptions may be initiated directly through the Platform or by contacting Chrono at [email protected] to obtain a custom quote (your selected subscription plan is referred to herein as the “Subscription Plan”). The current Terms shall apply to all Accounts related to your Subscription Plan (each an “End-User Account”). Furthermore, in the case of a quote-based Subscription Plan, specific terms and conditions may be included by Chrono in the applicable purchase order or signed contract (each a “PO”) regarding such Subscription Plan, which shall prevail in the event of any conflict with these Terms.

2.2. Fees and Billing

Fees applicable to your Subscription Plan are as indicated on the Platform or in your PO (the “Fees”). Fees are billed in advance on an annual or monthly basis depending on the chosen term for your Subscription Plan (the “Subscription Term”). Unless otherwise indicated on the Platform or in your PO, your Subscription Plan will be billed on an annual basis. All Subscription Plans automatically renew at the end the applicable Subscription Term, unless cancelled prior. Fees applicable to any renewal will be the then current Fees, as published by Chrono from time to time on the Platform. Chrono will send you a renewal reminder at least thirty (30) days before the end of your Subscription Term. It is your responsibility to cancel your Subscription Plan before the end of its then current Subscription Term if you do not wish to renew by following the steps indicated in Section 4 below.

2.3. Service License

During your Subscription Term, your Account and every End-User Account will be granted a limited, revocable, non-exclusive, non-transferable right to access and use the Services. You will prohibit any person or entity, other than any person or entity associated with your Account or any End-User Account, to use and access the Services, in compliance with these Terms. You are responsible for the use of the Services carried out through your Account or any End-User Account.

You may not use the Services in any way that could: (i) affect the Platform’s resources or its availability for other users; (ii) compromise the integrity or security of the system; (iii) violate any local, provincial, federal, or international law; or (iv) remove or modify any content on the Platform.

2.4. Plan Changes

During your Subscription Term, you may upgrade your Subscription Plan to a higher-tier Subscription Plan at any time. Fees applicable to the upgraded Subscription Plan will be billed immediately and be prorated for the remaining period of your Subscription Term. You may also downgrade your Subscription Plan to a lower-tier Subscription Plan at any time. Fees paid with regard to your Subscription Plan for the remainder of your Subscription Term shall not be reimbursed and the new Fees applicable to the downgraded Subscription Plan will take effect at the start of your next Subscription Term. Chrono shall not be liable for any loss of content, Features, or capacity resulting from a downgrade of your Subscription Plan.

2.5. Additional Features

Certain clients may be eligible for dedicated support, volume-based discounts, and other additional benefits as determined by Chrono on a case-by-case basis and as described in a PO. Unless the PO contains specific terms and conditions with regard to these additional features, these Terms shall apply to any such additional features.

2.6. Feature Modifications

Chrono reserves the right at all times to add new Features associated with a Subscription Plan upon simple notice to that effect. If you do not agree with the modification, it is your responsibility to cancel your Subscription Plan. Failure to cancel your Subscription Plan and continued use of the Services will be deemed acceptance of the change.

Chrono undertakes not to downgrade any Features associated with a Subscription Plan during the then current Subscription Term. Any such downgrades, where applicable, shall be applicable, upon simple notice to that effect, as of the next Subscription Term. If you do not agree with the modification, it is your responsibility to cancel your Subscription Plan. Failure to cancel your Subscription Plan and continued use of the Services will be deemed acceptance of the change.

3. Payment

3.1. Payment Processing and Invoicing

Unless otherwise indicated in your PO, all payments of Fees are processed online by Stripe, Inc. (“Stripe”). By subscribing to a Subscription Plan through the Platform, you agree to Stripe’s Terms of Service (stripe.com/legal) and Privacy Policy (stripe.com/privacy). For quote-based Subscription Plans, payment may also be processed by bank transfer in accordance with the terms of the applicable PO. Unless otherwise indicated in your PO, all invoices are due within thirty (30) days of their date of issuance. Any invoice not paid within said thirty (30) day period will bear interest at a rate of two percent (2%) per month, compounded monthly, until paid in full.

3.2. Payment Security

Chrono does not store, collect, or process your payment card information. All payment data is handled exclusively by Stripe in accordance with Payment Card Industry Data Security Standards (PCI-DSS). You authorize Stripe to charge your designated payment method for all Fees incurred in connection with your Account, any End-User Account and Subscription Plan, including any renewal Fees applicable.

3.3. Taxes and Currency

All Fees that appear on the Platform are denominated in Canadian dollars (CAD); however, quote-based Subscription Plans may also be quoted and paid in United States dollars (USD) at your request. All Fees are exclusive of applicable taxes. You are responsible for the payment of all taxes, levies, or duties applicable to your purchase of a Subscription Plan.

3.4. No Refunds

All Fees paid are non-refundable, including for partial use of the Services, any Subscription Plan upgrades or downgrades, or cancellation of an Account or an End-User Account during a Subscription Term.

3.5. Failed Payments

Upon renewal of a Subscription Plan, in the event of a failed payment, Chrono will notify you of the failure and immediately attempt to reprocess the transaction and payment. You will have a grace period of three (3) days from the date of the initial failed payment to update your payment information on the Platform or otherwise resolve the issue by contacting Chrono. If payment is not successfully processed within the grace period, your Subscription Plan, your Account and any End-User Accounts will be suspended until payment is received. Continued failure to provide valid payment may result in the termination of your Subscription Plan, your Account and all End-User Accounts in accordance with Section 5 below.

4. Termination by User

4.1. Termination Process

You may delete your Account, any End-User Accounts or cancel your Subscription Plan at any time by contacting our team at [email protected] or through your Account settings. Cancellation of a Subscription Plan will be subject to the payment of the Fees associated thereto through the Subscription Term, as mentioned herein. A deletion or cancellation request submitted by email or telephone will only be considered valid once confirmed by our support team. These Terms will continue to apply so long as your Account and/or Subscription Plan is valid and active or so long as you use the Services.

4.2. Effect of Cancellation

If you cancel your Subscription Plan before the end of the current Subscription Term, your cancellation will take effect at the end of such Subscription Term. You will retain access to all associated paid Features until the end of your then current Subscription Term and will not be charged any renewal Fees.

4.3. Data Retention and Deletion

Following the expiration or termination of these Terms for any reason, your data, including your Input Data (as defined below) and Output Data (as defined below), will be retained by Chrono for a period of ninety (90) days from the date of expiration or termination, after which it will be permanently deleted. This data cannot be recovered once deleted. If you wish to export, access, or transfer your data before its permanent deletion, please contact us at [email protected]. You are solely responsible for ensuring appropriate backup and conservation of your data.

5. Suspension and Termination by Chrono

5.1. Suspension

Chrono may temporarily suspend your Account or your access to the Services if you breach these Terms, fail to pay Fees when due, or engage in conduct that may harm the Services or other users of the Services. During suspension, your Account and data will be retained but you will not be able to access the Services.

5.2. Cure Period

If your Account is suspended due to a breach of these Terms, you will have thirty (30) days from the date of suspension to remedy the breach. If the breach is not remedied within this period, Chrono may proceed to permanently terminate your Account and your Subscription Plan, along with all End-User Accounts associated thereto. Termination of your Account or Subscription Plan will result in the permanent deletion of all Input Data and Output Data associated thereto.

5.3. Data Retention After Termination

Following the termination of these Terms for any reason, your data, including your Input Data (as defined below) and Output Data (as defined below), will be retained by Chrono for a period of ninety (90) days from the date of termination, after which it will be permanently deleted. This data cannot be recovered once deleted. If you wish to export, access, or transfer your data before its permanent deletion, please contact us at [email protected]. You are solely responsible for ensuring appropriate backup and conservation of your data.

5.5. Immediate Termination

Chrono reserves the right to terminate Accounts and Subscription Plans immediately, without a cure period, in cases of illegal activity, fraud, abuse of Chrono employees or customers, or any actions that pose a threat to the security or integrity of the Services, including the Platform.

5.6. Termination upon Insolvency

In the event of your bankruptcy, insolvency, or any similar proceeding initiated by you, the licenses granted under these Terms will be automatically deemed terminated as of the date immediately preceding the opening of such proceedings.

6. Obligations of the Parties

6.1. Technical Support

Chrono provides reasonable technical support services, in English and in French, to Account holders via a ticketing system, live chat, and email. Support is generally available Monday through Friday, 8:00 AM to 6:00 PM (Eastern Time). Chrono targets a first response time of one (1) business hour and a resolution time of twenty-four (24) business hours for standard support requests. These response targets are service goals and do not constitute guaranteed contractual commitments unless expressly set out in a PO. Chrono is not responsible for any loss or damage, whether direct or indirect, suffered by you as a result of a delay in technical support services.

6.2. Platform Availability

Chrono will use commercially reasonable efforts to maintain the availability of the Platform but does not guarantee uninterrupted access. Information regarding service availability, uptime commitments, and incident reporting is available at our Trust Center: https://trust.chronoinnovation.com/.

6.3. Updates

Chrono may, from time to time, deploy corrective updates (minor updates) automatically and without prior notice. For major updates introducing substantial new Features or substantially modifying the Services, including the Platform, either by way of modification, suspension, or discontinuation, whether permanent or temporary, of all or part of the Services, Chrono will provide at least thirty (30) days’ advance notice. The Platform may be temporarily unavailable during such updates.

6.4. Marketing Communications

By creating an Account, you accept that Chrono may use your Account information to send you commercial electronic messages, including product updates, newsletters, or promotional communications. You may opt out of such communications at any time by clicking the unsubscribe link in any message or by contacting [email protected]. Opting out of marketing communications will not affect your receipt of transactional or service-related notifications.

7. Intellectual Property and Data Ownership

7.1. Platform Ownership

As between you and Chrono, Chrono is the sole owner or licensee, as the case may be, of all rights, title and interest in and to the Services, including the Platform, and all their contents and components (excluding the Input Data and Output Data, as defined herein), including all software, data generated by artificial intelligence, images, text, graphics, illustrations, logos, trademarks, copyrights, photographs, videos and all intellectual property rights associated thereto, whether registered or not. These rights, title and interest are protected by Canadian and international copyright, trademark, and other intellectual property laws. Except as expressly provided herein, these Terms do not grant you any rights, whether as owner or licensee, in or to the Services.

7.2. Customer Data Ownership

As between you and Chrono, all data, information and content you provide, enter, submit, post, or transmit through the Services, including the Platform (the “Input Data”), as well as any specific data, reports, analyses, and other outputs generated by the Platform based on your Input Data (the “Output Data”) remain your exclusive property. Chrono does not claim any intellectual property rights over your Input Data or Output Data. For greater certainty, Feedback (as defined below), is not considered Input Data.

Notwithstanding the foregoing, you hereby grant Chrono a non-exclusive, worldwide and royalty-free license to use your Input Data and Output Data as required to enforce or perform Chrono’s rights and obligations described herein, including providing the Services and the Platform, billing and collecting Fees, and ensuring compliance with these Terms.

As a reminder, Chrono’s Privacy Policy governs the practices of Chrono, including its successors and assigns, with respect to the collection, processing, use, disclosure, and retention of personal information you provide to Chrono, including personal information that identifies you.

By accepting these Terms, you consent to the collection, use, and disclosure of Personal Information in accordance with the Privacy Policy. The Privacy Policy sets out Chrono’s rights and obligations regarding the collection and use of users’ Personal Information. In the event of any conflict or inconsistency between any term of these Terms and the Privacy Policy, the terms of the Privacy Policy shall prevail.

7.3. Developments and Feedback

Any correction, modification, update, development or new version performed or deployed by Chrono with regard to the Services, whether at your request, following your Feedback (as defined below) or at Chrono’s sole discretion, shall remain the exclusive property of Chrono, unless otherwise expressly agreed in writing between you and Chrono in a PO.

For greater certainty, if you provide any feedback, comments, suggestions or other recommendations (the “Feedback”) to Chrono with regard to the Services, you confirm and acknowledge that (i) you have the right to provide such Feedback and hereby assign all rights, title and interest you may have in such Feedback; (ii) by providing the Feedback, you are not violating any contractual agreement, whether oral or written, you may have with a third-party providing for confidentiality undertakings or other restrictive covenants of similar nature; and (iii) the Feedback does not violate the proprietary rights, including intellectual property, of any third-party. You agree to collaborate with Chrono with regard to signing any additional document Chrono may reasonably require from time to time with regard to any Feedback to ensure the full implementation of this Section.

7.4. Restrictions

You are prohibited from copying, reproducing, modifying, adapting, translating, distributing, selling, reverse engineering, decompiling, or disassembling all or any part of the Services, including the Platform, without Chrono’s prior written consent. You are also prohibited from using the Services to: (i) develop a competing product or service; (ii) design a service with similar features or functions; (iii) create derivative works based on the Platform; or (iv) reproduce visual, textual, or graphic elements of the Platform.

8. Confidentiality

8.1. Confidential Information

For the purposes of these Terms, “Confidential Information” means any information of a confidential nature to which a party has access as a result of its relationship with the other party, including without limitation: financial information, client or employee lists, business methods and policies, software and tools used, research work, business prospects, trade secrets, and any other information designated as confidential by the disclosing party.

By agreeing to these Terms, you and Chrono agree that all Confidential Information disclosed while these Terms apply is and will remain the sole property of the disclosing party and that all disclosure by the receiving party of this Confidential Information may cause serious harm to the disclosing party.

8.2. Confidentiality Obligations

Each party agrees, while these Terms apply and thereafter, to:

  • protect the Confidential Information of the other party using at least the same degree of care that it uses to protect its own Confidential Information, and in no case less than reasonable care;
  • use Confidential Information only for the purposes for which it was disclosed and within the scope of these Terms;
  • not disclose, sell, transfer, or otherwise communicate Confidential Information to any third party without the prior written consent of the disclosing party;
  • take all reasonable steps to prevent unauthorized access to Confidential Information;
  • promptly notify the disclosing party of any unauthorized access or use of the Confidential Information; and
  • assist the disclosing party in the event of any claims or proceedings aiming to protect the Confidential Information.

These obligations do not apply to Confidential Information whose disclosure is required by law or by order of a competent governmental or judicial authority, to the extent the party obliged to so disclose Confidential Information (i) provides, unless prohibited by applicable law, notice to the other party as soon as possible of any such required disclosure, and (ii) discloses the minimum amount of Confidential Information required to satisfy such legal, governmental or judicial requirement.

9. General Conditions of Use

9.1. “As Is” Service

Your use of the Services, including the Platform, is at your sole risk. The Platform is provided on an “as is” and “as available” basis. Chrono does not warrant that (i) the Platform will meet your specific requirements, (ii) the Platform will be uninterrupted, secure, or error-free, (iii) the results obtained from use of the Platform will be accurate or reliable, or (iv) any errors in the Platform will be corrected.

9.2. Third-Party Providers

You understand that Chrono uses third-party vendors and hosting partners to provide and operate the Services, including the Platform, and that the Services may contain links to third-party websites, content, or advertisements (collectively, the “Third-Party Services”). These links are provided for convenience only and do not constitute an endorsement of such Third-Party-Services. Chrono does not control Third-Party Services, does not verify the information contained therein, and cannot in any way be held responsible for the content of such sites. Any user who accesses Third-Party Services does so at their own risk. Chrono is not responsible for any interruption or failure of any Third-Party Services. Furthermore, Third-Party Services may be governed by their own terms and conditions and privacy policies. Chrono is not responsible and assumes no liability whatsoever for such Third-Party Services.

Without limiting the generality of the foregoing, Chrono uses Google Analytics to collect anonymized data about how users interact with the Services. By using the Services, you consent to the collection and use of such data by Google Analytics in accordance with Google’s Privacy Policy (policies.google.com/privacy). This usage data is not linked to personally identifiable information.

9.3. Prohibited Conduct

You are prohibited from:

  • modifying, adapting, or hacking the Services, including the Platform, or modifying any other website so as to falsely imply that it is associated with Chrono;
  • reproducing, duplicating, copying, selling, or exploiting any portion of the Services, including the Platform, without Chrono’s prior written consent;
  • transmitting unsolicited emails (spam), computer worms, viruses, or any code of a destructive nature through the use of any of the Services, including the Platform; and
  • engaging in verbal, physical, or other abuse of any Chrono employee, customer, or representative, which will result in immediate Subscription Plan termination and the cancellation of all Accounts associated thereto.

9.4. Public Content

The Services allows you to access public information (the “Public Content”). You do not own any Public Content. Your use of the Services and all content must comply with all applicable provincial, federal, national, foreign, and international laws and regulations, including those relating to content privacy, international communications, and the export or transfer of technical or personal content. You are solely responsible for the accuracy, content, and legality of any content you submit through the Services.

10. Limitation of Liability

10.1. Disclaimer

THE SERVICES OFFERED BY CHRONO ARE PROVIDED “AS IS” AND “AS AVAILABLE.” CHRONO DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, NOT EXPRESSLY SET OUT IN THESE TERMS, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. CHRONO MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF ITS SERVICES, NOR THAT THE SERVICES WILL OPERATE WITHOUT INTERRUPTION OR ERROR. YOU AGREE THAT ALL RISKS ARISING FROM YOUR USE OF CHRONO’S SERVICES ARE ENTIRELY YOUR OWN, TO THE MAXIMUM EXTENT PERMITTED BY LAW. CHRONO DOES NOT CONTROL, WARRANT, OR ASSUME ANY RESPONSIBILITY FOR USER CONTENT OR THIRD-PARTY CONTENT MADE AVAILABLE THROUGH ITS SERVICES, INCLUDING THE PLATFORM, INCLUDING THIRD-PARTY SERVICES OR LINKS. CHRONO DOES NOT REPRESENT OR WARRANT THAT THE SERVICES OR SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

10.2. Limitation

CHRONO SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOSS OF DATA, PERSONAL INJURY, OR PROPERTY DAMAGE ARISING OUT OF OR RELATED TO YOUR USE OF CHRONO’S SERVICES, EVEN IF CHRONO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CHRONO SHALL NOT BE LIABLE FOR ANY DAMAGES, OBLIGATIONS, OR LOSSES ARISING FROM YOUR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES. CHRONO’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION SHALL IN NO EVENT EXCEED ONE THOUSAND CANADIAN DOLLARS (CAD $1,000.00).

10.3. Loss of Profits

YOU ACCEPT THE RISK OF ANY LOSS, THEFT, FRAUDULENT MANIPULATION, OR DELAY IN YOUR USE OF THE SERVICES OR THE PLATFORM. CHRONO IS NOT LIABLE FOR ANY LOSS INCURRED IN CONNECTION WITH THESE TERMS, INCLUDING, WITHOUT LIMITATION, ANY CONTRACTUAL OR EXTRA-CONTRACTUAL LIABILITY (INCLUDING NEGLIGENCE OR MISREPRESENTATION), FOR DAMAGES RELATING TO: (i) LOSS OF PROFITS; (ii) LOSS OF SALES OR BUSINESS; (iii) LOSS OF CONTRACTS OR AGREEMENTS; (iv) LOSS OF ANTICIPATED SAVINGS; (v) LOSS OF USE OR CORRUPTION OF SOFTWARE, DATA, OR INFORMATION; (vi) LOSS OF OR DAMAGE TO GOODWILL; AND (vii) INDIRECT OR CONSEQUENTIAL LOSSES.

10.4. Uncontrolled Factors

Without limiting the foregoing, you acknowledge that factors under your control may affect the performance of the Services, including, but not limited to, incorrect firewall configuration, the presence of security software (antivirus, anti-spam, anti-phishing, etc.) on your workstation or mobile device, an incorrect browser version, or improper browser configuration (cookies, cache). Chrono shall not be held responsible for poor performance resulting from such factors.

10.5. Public and User Content

Without limiting the foregoing, Chrono expressly disclaims all liability regarding public content and your Input Data and Output Data on its Platform, including, but not limited to:

  • general information not intended to account for a user’s specific circumstances;
  • incomplete, non-exhaustive, inaccurate, or outdated information;
  • any information originating from external sites or Third-Party Services not controlled by Chrono;
  • any information, fraud, or actions involving an account, identity, personally identifiable information, or trusted third party that has been compromised or collected through the Platform.

10.6. Indemnification

You expressly acknowledge and agree that your use of the Services is at your own risk. You agree to defend, indemnify, and hold harmless Chrono and its directors, officers, employees, and agents from and against all Losses arising from or related to: (i) your use of the Services or the use of the Services through any End-User Account; (ii) your breach or violation of these Terms or the breach of violation of these Terms by any End-User Account; (iii) Chrono’s use of your user content; or (iv) your violation, or any End-User Account’s violation, of any third-party rights.

11. General Provisions

11.1. Assignment

You may not assign or otherwise transfer these Terms without the prior written consent of Chrono. Chrono may assign or otherwise transfer these Terms at its sole discretion.

11.2. Governing Law and Jurisdiction

These Terms are governed by the laws of the Province of Quebec and the applicable federal laws of Canada. Any dispute arising from or relating to these Terms shall be subject to the exclusive jurisdiction of the competent courts of the Province of Quebec, excluding any conflict-of-laws rules or principle, and subject to the arbitration clause below.

11.3. Arbitration

Any dispute relating to these Terms, their interpretation, or their application shall be finally resolved by arbitration, to the exclusion of the ordinary courts. The arbitration shall be conducted in accordance with applicable arbitration rules in the province of Quebec and the provisions of the Code of Civil Procedure (Quebec) in force at the time of arbitration. The arbitral award shall be final, binding, and not subject to appeal. The arbitration will take place in Montreal or by videoconference, under the authority of a single arbitrator, and for this purpose, the parties irrevocably appoint the Institut de médiation et d’arbitrage du Québec to proceed with the appointment of such arbitrator (the “Arbitrator”). The parties to the arbitration and the Arbitrator must maintain the confidentiality of the entire process as well as the decision rendered. The costs of arbitration, including legal fees and disbursements, shall be allocated by the Arbitrator in the manner he or she deems appropriate in the circumstances.

11.4. Entire Agreement

These Terms, along with any PO delivered by Chrono, where applicable, constitute the entire agreement between you and Chrono regarding your use of the Services, including the Platform and supersede all prior agreements or proposals, whether oral or written.

11.5. No Waiver

Chrono’s failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

11.6. Notices

Any notice required by Chrono pursuant to these Terms may be validly given to you (i) by using the Account information provided by you, including any email address, (ii) directly through the Platform, or (iii) by any other legal means available to Chrono from time to time. Any notice required by you must be given to Chrono at its head office by hand delivery, overnight courier or registered or certified mail. Notices by email will be deemed validly given one business day after they are sent. Notices by courier, registered or certified mail will be deemed given three (3) business days after they are sent. Notices provided directly through the Platform will be effective upon posting on the Platform.

11.7. Severability

If any provision of these Terms is found to be invalid or unenforceable by a court of competent jurisdiction, that provision shall be severed from the remaining provisions, whose validity and enforceability shall remain unaffected.

11.8. Disclosure of Information

Chrono reserves the right to share any information necessary to comply with applicable law, judicial proceedings, or governmental requests. Furthermore, you hereby grant Chrono a non-exclusive, royalty-free license to use your legal entity’s name, logo and trademarks for marketing reference or promotional purposes. Chrono will comply with any standard trademark usage guidelines you may provide in writing from time to time in this regard.

11.9. Open Source Software

The Platform may contain components subject to open source software licenses. To the extent required by such licenses, their terms shall apply in lieu of these Terms with respect to the relevant components.

12. Contact Us

For any questions regarding these Terms, please contact us:

Chrono Innovation Inc.
Email: [email protected]
Website: https://www.chronoinnovation.com/

Acceptance of Terms

By accessing or using the Services, including the Platform, you confirm that you have read, understood, and agreed to these Terms in their entirety. Please read these Terms carefully before accessing or using the Services, including the Platform.