Terms of Service

Last updated on May 7, 2025

 

The MagicSpirit websites (“Sites”) and software as online services are provided by MagicSpirit Corporation (“MagicSpirit”, “we” and/or “us”) to our customers (“you”). Our Service or Services include our Sites, software and applications we provide. This is an agreement between you and MagicSpirit. It is important that you read all the terms and conditions carefully. By using the services, you agree to be unconditionally bound by the terms of this Agreement. If you do not accept the terms and conditions of the Agreement, you may not use these Sites and Services. MagicSpirit reserves the right to update or modify the Agreement at any time without prior notice to you. If the Agreement has been updated, MagicSpirit will post the new Agreement on these Sites and note the date that it was last updated. Your use of these Sites following any such posting constitutes your unconditional agreement to follow and be bound by the Agreement as changed.

By using these Sites, you represent that you are at least the age of majority in your jurisdiction, or that you are the age of majority in your jurisdiction and you have given us your consent to allow any of your minor dependents to use these Sites. You are fully responsible for the minor’s use of these Sites, including all financial charges and legal liability that she or he may incur.

 

DESCRIPTION OF SERVICE

We provide Service or Services for businesses. You may use the Services for your personal and business use or for internal business purpose in the organization that you represent. You may connect to the Services using any Internet browser supported by the Services. You are responsible for obtaining, maintaining and operating all software, hardware, Internet, or other equipment necessary for you to access and use the Services.

 

LINKS

These Sites may contain links to sites owned or operated by independent third parties. These links are provided for your convenience and reference only. We do not control such sites and, therefore, we are not responsible for any content posted on these sites. The fact that these Sites provide such links should not be construed in any way as an endorsement, authorization, or sponsorship of that site, its content or the companies or products referenced therein, and we reserve the right to note its lack of affiliation, sponsorship, or endorsement on these Sites. If you decide to access any of the third party sites linked to or by these Sites, you do this entirely at your own risk. These Sites cannot be held responsible for the accuracy, copyright compliance, legality, or decency of material contained in third party sites, and you hereby irrevocably waive any claim against us with respect to such sites.

 

FEES AND PAYMENTS

The Services are available under monthly subscription plans. Unless you are enrolled in a Trial plan, you agree to pay all Fees as specified in each Order Confirmation, without any deductions or set-offs. Fees must be paid in your local currency or in another currency designated by us in the Order Confirmation. All Fees are non-cancellable and non-refundable.

All Fees and charges are exclusive of applicable taxes, including GST, Sales Tax, VAT and any other local taxes, levies, or charges related to your use of the relevant AcTek Plans. You are liable for all sales, use and other taxes, that may be imposed on the Services to this Agreement. You agree to pay us such Taxes in addition to the fees.

If you or your Permitted Users exceed any specified usage Limits, we reserve the right to invoice you for the excess usage as outlined in your Order Confirmation and adjust the applicable Fees through an Upgrade.

We reserve the right to adjust our Fees at any time; however, any such changes will only take effect at the start of a subsequent Renewal Term, and you will be provided with at least one month's advance notice. From time to time, we may modify the pricing of any Service or begin charging for Services that are currently offered free of charge. Promotional offers, discounts, and free trials may not be combined with one another and are available for a limited time only. We reserve the right to modify pricing, features, eligibility criteria, terms, availability, and support offerings at any time and without prior notice, at our sole discretion.

If any discounts have been applied to the AcTek Plans in your Order Confirmation, we reserve the right to charge the then-current list price for any subsequent Renewal Term(s) once the Initial Term or any discounted Further Term has ended.

We reserve the right to:
i. suspend the provision of, or your access to, any AcTek Plans if any payments you owe are overdue (excluding Fees you are disputing in good faith), if you fail to provide valid banking details for payment, or if you otherwise fail to pay any amounts due for the relevant AcTek Plans. Suspension will remain in effect until all outstanding amounts, including any accrued interest, are paid in full; and/or
ii. terminate this Agreement with immediate effect if you remain in default for more than 30 days after receiving written notice requesting payment.

Interest will be charged on any overdue amounts at a rate of 2% per annum above the prevailing base rate of HSBC Plc. To avoid any misunderstandings, all disputes regarding Fees must be raised before the payment due date. We will give prior notice—either via email to your registered email address or through the AcTek Plans—before placing any restrictions on your account. If your account is restricted, you may lose access to certain features. Additionally, if your account remains inactive for 6 months, it may be deleted.

You may Upgrade or Downgrade your Plans. Changes will take effect immediately. The Fee for the current License Term will be adjusted on a pro rata basis to reflect the Upgrade until the end of the term.

If you pay monthly, payment is due in advance either (a) on the Start Date (and then monthly on the same date), or (b) on the last day of the month in which you subscribed (and monthly thereafter). This includes multi-year agreements paid monthly.

If you choose to terminate your agreement with us, you may do so. However, all Fees will remain due and payable until the License Term ends or expires.

 

PASSWORDS AND ACCOUNTS

You must register for a user account by providing all required information in order to access or use the Services. If you represent an organization and wish to use the Services for corporate internal use, we recommend that you register for a user account by using your corporate email address and providing your corporate contact information. You agree to pr1.ovide current, true, accurate, and complete information about yourself as prompted by the registration process; and to maintain and promptly update the information provided at the time of registration to keep it current, true, accurate, and complete. If you provide any information that is outdated, untrue, inaccurate, or incomplete, or if MagicSpirit has reasonable grounds to suspect that such information is untrue, inaccurate, outdated, or incomplete, MagicSpirit may terminate your user account and refuse current or future use of any or all of the Services. When you register for an Account, you will be asked to use your email address as a username and select a password for the Account. You are entirely responsible for safeguarding and maintaining the confidentiality of your username and password. The username and password are for your internal use only and you will not sell, transfer or sublicense them to any other organization or person. You agree not to share your username or password with any person, and, if you are a legal entity who is not a natural person, to only share your username and password with a person who is authorized to use your Account. You authorize MagicSpirit to assume that any person using these Sites with your username and password, either is you or is authorized to act for you. MagicSpirit Corp. may rely on the authority of anyone accessing your account or using your password and will not be liable for any damages and expenses arising out of or relating to any unauthorized use of such account or password. You agree that you are responsible for all activities that occur on your account. You agree to notify us immediately if you suspect or become aware of any unauthorized use of your user account or any unauthorized access to the password for any account. You further agree not to use the account or log in with the username and password of another user of these Sites if you are not authorized to use both or the use would violate the Terms of Service.  MagicSpirit may cancel or suspend your account at any time for any reason without any notice or liability to you or any other person.

 

RESTRICTIONS ON USE

In addition to all other terms and conditions of this Agreement, you shall not: (a) transfer the Services or otherwise make it available to any third party; (b) provide any service based on the Services without prior written permission; (c) allow user licenses to be shared or used by more than one individual other than by way of reassigning the user license to a new user; (d) except as permitted under applicable law, attempt to disassemble, reverse engineer or decompile the Services; (e) use third party links to sites without agreeing to their website terms & conditions; (f) post links to third party sites or use their logo, company name, etc. without their prior written permission; (g) attempt to gain unauthorized access to the Services or its related systems or network; (h) use the Services in any manner that could damage, disable, overburden, impair or harm any server, network, computer system, resource of MagicSpirit; (i) use the Services to send or store material containing software viruses, worms or other harmful computer codes, files, scripts or programs; (j) use the Services in any manner that interferes with or disrupts the integrity, security or performance of the Services, its components and the data contained therein; (k) create a false identity to mislead any person as to the identity or origin of any communication; (l) host, display, upload, modify, publish, transmit, store, update or share any information that belongs to another person or entity and to which you do not have any right, including personal or confidential information of any person or entity with respect to which you do not have consent or permission from such person or entity; (m) use the Services for transmitting information that is false and untrue, and is written or published in any form, with the intent to mislead or harass a person, entity or agency for financial gain or to cause any injury to any person; (n) violate any applicable local, state, national or international law; (o) use the Services for any form of competitive or benchmarking purposes; and (p) remove or obscure any proprietary or other notices contained in the Services.

Unless otherwise authorized under this Agreement, you may not (and will not allow any third party to): (a) sell, rent, lease, license, sublicense, distribute, pledge, assign or otherwise transfer in whole or in part the Services or any interest in them to another party; (b) provide, disclose, divulge or make available to, or permit use of the Services in whole or in part by any third party without MagicSpirit’s prior written consent; (c) sell, rent, lease, license, sublicense, offer as a paid or free trial Services, distribute, pledge, assign or otherwise transfer in whole or in part the Applications built with the Services, when such Applications will be used by a single third party; (i) use the Services to send or store material containing software viruses, worms or other harmful computer codes, files, scripts or programs; (d) use the Services in a manner that circumvents or interferes with the operation of the technological measure that controls the access to the Services; (f) post links to third party sites or use their logo, company name, etc. without their prior written permission; (e) modify, translate, adapt or create derivative works based on the Services; (f) remove or modify any Service markings or any notice of MagicSpirit’s proprietary rights; (g) attempt to gain unauthorized access to the Services or its related systems or network; (h) use the Services in any manner that could damage, disable, overburden, impair or harm any server, network, computer system, resource of MagicSpirit; (g) use the Services to develop, test, host, or run and operate applications on behalf of third-parties to this Agreement, without MagicSpirit’s prior written consent; (h) disclose results of any Service benchmark tests to any third party without MagicSpirit’s prior written consent; (i) use the Services in any way that is contrary to the terms and conditions of this Agreement; or (j) use the Services for any unlawful purposes. Except to the extent expressly permitted by this Agreement or applicable law, and to the extent that MagicSpirit is not permitted by that applicable law to exclude or limit the following rights, you may not decompile, disassemble, reverse engineer, or otherwise attempt to derive source code from the Services, in whole or in part.

 

SPAMMING AND ILLEGAL ACTIVITIES

MagicSpirit does not tolerate any illegal or unauthorized activity, especially sending Spam, through the Services. You agree not to use the Services to transmit "junk mail", "spam", "chain letters", "mailbombing", “phishing” or unsolicited bulk email. You acknowledge that sending Spam is a material breach of this Agreement for which immediate termination is appropriate, and that MagicSpirit may immediately suspend or terminate your account if we believe that you have used the Services for any illegal or unauthorized activity. MagicSpirit will not make any refunds, full or partial, if it terminates you for non-compliance with this spam policy.

 

SITE SECURITY

You agree not to violate or attempt to violate the security of these Sites. Violations of system or network security may result in civil or criminal liability. MagicSpirit will investigate occurrences which may involve such violations and may involve, and cooperate with, law enforcement authorities in prosecuting users who are involved in such violations.

You are prohibited from violating or attempting to violate the security of the website, including, without limitation:

a.            accessing data not intended for you or logging into a server or account which you are not authorized to access;

b.            attempting to probe, scan or test the vulnerability of a system or network or to breach security or authentication measurers without proper authorization;

c.             using any device, software or routine to interfere or attempt to interfere with the proper working of this website or any activity being conducted on this website or with any service to any user, host or network, including but not limited to via means of submitting a virus or other disabling mechanism to the website, overloading, “flooding”, “spamming”, “mailbombing”, or “crashing”;

d.            using or attempting to use any engine, software, tool, agent or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search this website other than the search engine and search agents made available by us on this website and other than via generally available third-party web browsers;

e.            posting, disseminating or transmitting unauthorized advertising, promotional materials, chain letters, junk mail or any other type of unsolicited mass email;

f.             omitting, deleting, forging or misrepresenting transmission information, including without limitation headers, return mailing and transmission control protocol/internet protocol (TCP/IP) addresses, or otherwise manipulating identifiers to disguise the origin of any content;

g.            attempting to decipher, decompile, disassemble or reverse engineer any of the software comprising or in any way making up a part of this website;

h.            impersonate any individual or entity, or falsely state or otherwise misrepresent an affiliation with any individual or entity;

i.              engage in any activities intended to withhold or cloak identity or contact information;

j.             aggregate, copy or duplicate in any manner any of the materials or information available from the website; or

k.            frame or link to any of the materials or information available from the website.

In order to ensure a safe and effective experience for all of our customers, we reserve the right to limit the amount of data that may be accessed by you in any given time period. These limits may be amended in our sole discretion from time to time.

 

PERSONAL INFORMATION AND PRIVACY

You unconditionally accept all terms of MagicSpirit Privacy Policy once you use the Services. You agree to maintain confidentiality of your username, password and other sensitive information; and to inform us immediately of any unauthorized use of your user account. You are responsible for all activities that occur in your user account. We are not responsible for any loss or damage to you or to any third party incurred as a result of any unauthorized access or use of your user account, or otherwise.

 

COMMUNICATIONS FROM MAGICSPIRIT

You agree to receive communications from MagicSpirit, such as service announcements and administrative messages, which are considered part of using the Services.

 

OBJECTIONABLE CONTENT

You understand that by using these Sites or any of the Services, you may encounter content that may be deemed offensive, indecent, or objectionable, which content may or may not be identified as having explicit language, and that the results of any search or entering of a particular URL may automatically and unintentionally generate links or references to objectionable material. Nevertheless, you agree to use the Services at your sole risk and that the MagicSpirit shall not have any liability to you for content that may be found to be offensive, indecent, or objectionable.

 

INFORMATIONAL PURPOSES ONLY

Any and all information by or on these Sites is provided for promotional or informational purposes only and is not to be relied upon as a professional opinion whatsoever. This includes all digital content, including but not exhaustive of, email, blog, podcasts, events, any and all social media, webinars and other content whether or not they are available for purchase, as resources or education and information only. All content mentioned does not constitute professional advice and is not guaranteed to be accurate, complete, reliable, current or error-free. By using these Sites, you accept and agree that following any information or recommendations provided therein and all channels of digital content is at your own risk.

 

INACTIVE USER ACCOUNTS POLICY

We reserve the right to terminate unpaid user accounts that are inactive for a continuous period of 90 days. In the event of such termination, all data associated with such user account will be deleted. Each Service will be considered an independent and separate service for the purpose of calculating the period of inactivity. In other words, activity in one of the Services is not sufficient to keep your user account in another Service active.

 

AUTO-RECORD FUNCTION

Auto-record function may be performed by software to extract some data from documents uploaded by you. While we strive to consistently extract accurate and timely data, we may sometimes encounter technical or other difficulties. MagicSpirit is not responsible for the accuracy, timeliness, deletion, processing, conversion, storage or delivery of this data or any reliance on this data. Also MagicSpirit does not review this extracted data for accuracy or legality.

 

DATA OWNERSHIP

You have the ownership of the content created or stored by you. However, you grant MagicSpirit permission to access, copy, distribute, store, transmit, reformat, publicly display, and publicly perform the content of your user account solely as required for the purpose of providing the Services to you.

 

DISCLAIMER OF WARRANTIES

EXCEPT AS EXPRESSLY SET FORTH HEREIN, MAGICSPIRIT DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE,  OR ERROR FREE; NOR DOES MAGICSPIRIT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. YOU EXPRESSLY AGREE AND ACKNOWLEDGE THAT USE OF THE SERVICES AND ANY OTHER SERVICES PROVIDED BY MAGICSPIRIT HEREUNDER IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN AS-IS-AND-AS-AVAILABLE BASIS. MAGICSPIRIT EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS AND IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY OF INFORMATION, AND NON-INFRINGEMENT. MAGICSPIRIT DOES NOT WARRANT THAT THE SERVICES OR THE SERVICE LEVEL SUPPORT WILL MEET CUSTOMER’S REQUIREMENTS; NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY MAGICSPIRIT, ITS EMPLOYEES OR ITS AUTHORIZED REPRESENTATIVES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF MAGICSPIRIT’S OBLIGATIONS UNDER THIS AGREEMENT. USE OF ANY MATERIAL DOWNLOADED OR OBTAINED THROUGH THE USE OF THE SERVICES SHALL BE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, MOBILE TELEPHONE, WIRELESS DEVICE OR DATA THAT RESULTS FROM THE USE OF THE SERVICES OR THE DOWNLOAD OF ANY SUCH MATERIAL.

LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL MAGICSPIRIT BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, CONSEQUENTIAL DAMAGES , OTHER LOSS OR DAMAGE WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, COMPUTER FAILURE, OR ANY OTHER PECUNIARY LOSS) HOWEVER CAUSED AND ON ANY LEGAL OR EQUITABLE THEORY OF LIABILITY, AND WHETHER OR NOT FOR BREACH OF CONTRACT, NEGLIGENCE OR OTHERWISE, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS WILL APPLY NOTWITHSTANDING ANY BREACH OF CONDITION(S) OR FUNDAMENTAL TERM(S) OR FOR A FUNDAMENTAL BREACH (S). IN NO EVENT SHALL MAGICSPIRIT’S ENTIRE LIABILITY TO YOU IN RESPECT OF ANY SERVICES, WHETHER DIRECT OR INDIRECT, EXCEED ONE HUNDRED DLLARS ($100) OR THE FEES PAID BY YOU DURING THE THREE (3) MONTHS PRIOR TO THE FIRST EVENT GIVING RISE TO SUCH LIABILITY, WHICHEVER IS HIGHER.

 

FORCE MAJEURE

A Party shall not be considered to be in default or breach of this Agreement, and shall be excused from performance or liability for damages to any other party, if and to the extent it shall be delayed in or prevented from performing or carrying out any of the provisions of this Agreement, arising out of or from any act, omission, or circumstance by or in consequence of any act of God, labor disturbance, sabotage, failure of suppliers of materials, act of the public enemy, war, invasion, insurrection, riot, fire, storm, flood, ice, earthquake, explosion, epidemic, breakage or accident to machinery or equipment or any other cause or causes beyond such Party’s reasonable control, including any curtailment, order, regulation, or restriction imposed by governmental, military or lawfully established civilian authorities, or by making of repairs necessitated by an emergency circumstance not limited to those listed above upon the property or equipment of the Party or property or equipment of others which is deemed under the Operational Control of the Party. A Force Majeure event does not include an act of negligence or Intentional Wrongdoing by a Party. Any Party claiming a Force Majeure event shall use reasonable diligence to remove the condition that prevents performance and shall not be entitled to suspend performance of its obligations in any greater scope or for any longer duration than is required by the Force Majeure event. Each Party shall use its best efforts to mitigate the effects of such Force Majeure event, remedy its inability to perform, and resume full performance of its obligations hereunder. In the event MagicSpirit is not able to deliver any Services as a result of a Force Majeure Event, Customer shall not be obligated to pay MagicSpirit for the affected Service for so long as MagicSpirit is not able to deliver that Service.

 

INDEMNIFICATION

You agree to defend, indemnify, and hold harmless MagicSpirit, our affiliates and licensors, and each of their respective employees, officers, directors, and representatives from and against any losses, damages, fines and expenses (including attorney's fees and costs) arising out of or relating to any third-party claim concerning: (a) your or any End-users’ use of the Services (including any activities under your account/sub-account and use by your employees and personnel); (b) breach of this Agreement or violation of applicable law by you, End-users or Your Content;  (c) a dispute between you and any End-user; or (d) any other claim related to your use of the Services, except where such use is authorized by MagicSpirit. You agree to reimburse us for our employees’/contractors’ time and materials spent responding to any third party subpoena or other compulsory legal order or process associated with third party claims described in (a) through (d) above at our then-current hourly rates and reasonable attorneys’ fees.

 

SEVERABILITY

Any part, provision, representation or warranty of this Agreement which is prohibited or which is held to be void or unenforceable shall be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof. Any part, provision, representation or warranty of this Agreement which is prohibited or unenforceable or is held to be void or unenforceable in any jurisdiction shall be ineffective, as to such jurisdiction, to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof.

 

GOVERNING LAW AND JURISDICTION

This Agreement shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein. For the purpose of all legal proceedings, this Agreement will be deemed to have been performed in the Province of Ontario and the courts of the Province of Ontario will have jurisdiction to entertain any action arising under this Agreement, except for matters that can be tried only before a Federal Court in which case jurisdiction and venue shall be in Ontario. The Parties to this Agreement each hereby attorn to the jurisdiction of the courts of the Province of Ontario and of the Federal Court in accordance with the foregoing and waive any objection to venue or any claim of inconvenient forum. You agree that by using the Sites and entering into this Agreement, you are waiving the right to trial by jury. You also agree that you are waiving the right to participate in a class action. You agree that you may bring claims only in your individual capacity and not as a plaintiff or class member in any purported class or representative proceeding and that any such proceeding or dispute shall not be consolidated with any other dispute or proceeding which might arise between us and any other user. You agree that you access the Services on your own initiative and you are responsible for compliance with all applicable laws.

 

SUSPENSION AND TERMINATION

We may suspend your user account or temporarily disable access to whole or part of any Service (a) in the event of any suspected illegal activity, extended periods of inactivity, or requests by law enforcement or other government agencies, or (b) if we reasonably believe that such a suspension is necessary to maintain the security or integrity of the Services, to prevent misuse of the Services by any person or entity. We also reserve the right to terminate your user account and deny the Services upon reasonable belief that you have violated the Agreement. MagicSpirit shall not be liable for any failure to provide access to or use of the Services during any suspension or termination.