Terms of Service
1. Agreement to these terms
These Terms of Service (the "Terms") form a binding agreement between Bankable Technologies Inc. ("Bankable", "we", "us") and the person or entity that creates an account or uses the Service ("you", "Customer"). By creating an account, clicking to accept, or using the Service, you agree to these Terms, to the Acceptable Use Policy, the Subscription, Billing, Auto-Renewal and Refund Policy, the No Financial or Investment Advice Disclaimer, and the Privacy Policy, each of which is incorporated by reference.
If you accept on behalf of an organization, you represent that you have authority to bind it, and "you" means that organization.
If you do not agree, do not use the Service.
2. The Service
"Service" means the Bankable platform of Bankable Group, including Bankable ID, the Bankable portal, every Bankable Group app and website (bankablegroup.ca; bankable.properties and its subdomains (including app.bankable.properties and desktop.bankable.properties); every Bankable Group app website (bankablebusiness.ca, bankablemarketplace.ca and the other bankable[app].ca sites)), the web application, desktop application, mobile applications, APIs, deal models, templates, calculation engines, reports, exports, and documentation, together with any updates.
The Service provides software tools for modelling and analysing real-estate transactions, including residential, multi-family, mixed-use, commercial, industrial, self-storage, student housing, syndication and development models. The Service is a calculation and modelling tool. It is not a valuation, an appraisal, a financing commitment, a credit decision, or professional advice of any kind. Section 12 and the Disclaimer govern this and prevail over any marketing statement.
The Service includes Bankable ID, the single account that signs you in to each Bankable application we operate, and Bankable Core, the shared platform that stores your Bankable ID and your Deal Files (section 6.7). Bankable applications are offered separately. An application described as "coming soon" is not available and is not part of the Service until we make it available. An application described as a "free beta" (currently Bankable Business and Bankable Marketplace) is part of the Service and is offered free of charge, with no payment card, for as long as the beta lasts. A beta is an early version: its features, limits and availability may change or be withdrawn at any time, some features (such as payments or document uploads) may be switched off, and section 4.2 applies to it as if it were a free trial. We will announce any paid prices separately, and we will not charge you for a beta application unless you expressly choose a paid plan, as described in the Billing Policy. Bankable Marketplace is also governed by the Marketplace Supplemental Terms.
3. Accounts
3.1 You must be at least 18 years old and legally capable of entering into contracts.
3.2 You must provide accurate registration information and keep it current.
3.3 An account is for a single named individual. Credentials must not be shared, and concurrent use of one account by multiple people is a material breach. We may audit usage and require you to purchase additional seats.
3.4 You are responsible for all activity under your account and for maintaining the confidentiality of your credentials. Notify us immediately at privacy@bankable.properties of any suspected unauthorized access.
3.5 We may suspend an account where we reasonably believe it has been compromised, is being used in breach of these Terms, or where required by law.
3.6 One account across Bankable applications. Your account is a Bankable ID, tied to your verified email address. The same Bankable ID signs you in to every Bankable application you use, by a one-time code sent to that address or by another sign-in method we offer. Sections 3.1 to 3.5 apply to your Bankable ID.
3.7 Subscriptions stay separate. Each application has its own plans, trials and subscriptions, governed by the Billing Policy. Having a Bankable ID, or a subscription to one application, does not give you a subscription to any other. So that every application can recognize your access, we record each application's plan on your Bankable ID: the tier, whether it comes from a trial, an agreement or a paid subscription, and when it ends.
3.8 Signing out. When you choose "sign out everywhere" in an application, we end your sessions in that application and your Bankable ID sessions on every device.
3.9 Deleting your account. You can delete your account from within any Bankable application you use. If that application is the only one linked to your Bankable ID, the same request deletes your Bankable ID and the Deal Files you own. If other Bankable applications still use your Bankable ID, we delete that application's account and remove its link and plan from your Bankable ID, and your Bankable ID stays available for the other applications. To delete everything, delete your account in each application or write to privacy@bankable.properties. Section 15.4 and the Privacy Policy describe what we keep and for how long.
4. Free trial
4.1 We may offer a 7-day free trial on the worked examples in the Service, activated when you first sign in, by email verification with a one-time code or with another sign-in method we offer. During the trial you can edit and stress-test the worked examples; the trial does not include exports (PDF or spreadsheet), investor links or creating your own proformas. Trials are limited to one per person and per organization, and are offered at our discretion.
4.2 During the trial the Service is provided "as is", without warranty of any kind and without any service level commitment, and our aggregate liability arising out of the trial is limited to CA$100.
4.3 We will tell you before the trial ends how to continue on a paid plan. We do not convert a trial into a paid subscription without your express consent, and we do not charge a payment method for a trial unless you have expressly authorized the charge and we have disclosed the amount, the date, and how to cancel. See the Billing Policy.
4.4 At the end of a trial, editing the worked examples ends; they stay open to read. We retain trial account data for 30 days after the trial ends, after which we may delete it, as described in the Privacy Policy.
4.5 Paid plans bought at checkout. A plan bought at checkout starts the paid membership, and the first charge, on the day of purchase; it does not include a trial. The checkout page shows the amount, the billing frequency, the renewal date and how to cancel. See the Billing Policy, including its first-purchase refund guarantee.
4.6 We may modify or withdraw trial features, or restrict trial functionality (including export, bulk operations and API access), at any time.
5. Licence and restrictions
5.1 Licence. Subject to these Terms and payment of applicable fees, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable licence to access and use the Service for your own internal business purposes during your subscription term.
5.2 Restrictions. You shall not, and shall not permit any person to:
(a) resell, sublicense, rent, lease, or provide the Service to any third party, or use it to operate a service bureau or competing product;
(b) reverse engineer, decompile, disassemble, or attempt to derive the source code, calculation logic, model formulae or underlying methodologies of the Service, except to the extent this restriction is unenforceable under applicable law;
(c) copy, reproduce or extract the deal models, templates, formulae or documentation other than as generated for your own transactions in the ordinary use of the Service;
(d) use any robot, spider, scraper, or automated means to access the Service, or use the Service to train, fine-tune, benchmark or develop any machine-learning model or competing analytical product;
(e) circumvent any usage limit, seat limit, paywall, authentication, rate limit, or technical protection measure;
(f) remove, obscure or alter any proprietary notice, watermark, or disclaimer, including any disclaimer appearing on an exported report or proforma;
(g) interfere with the integrity, security or performance of the Service, or conduct any penetration test or vulnerability scan without our prior written consent;
(h) use the Service in breach of the Acceptable Use Policy or of applicable law.
5.3 Each restriction in this section is a material term. Breach entitles us to suspend or terminate immediately under section 15.
6. Your data
6.1 Ownership. You retain all right, title and interest in the data, assumptions, financial inputs, property information, documents and other content you submit to the Service ("Customer Data").
6.2 Licence to us. You grant us a non-exclusive, worldwide licence to host, store, reproduce, transmit, display and process Customer Data solely to provide, secure, maintain and support the Service, and to comply with law.
6.3 Aggregate and de-identified data. We may create and use aggregated and de-identified statistical information derived from use of the Service to operate, improve, secure and benchmark the Service, and to produce market insights. Such information will not identify you, any individual, any specific property or any specific transaction, and will not be presented in a way that permits re-identification. If you are on the Enterprise tier you may opt out by written notice.
6.4 Responsibility for inputs. You are solely responsible for the accuracy, legality and completeness of Customer Data, for having the rights necessary to submit it, and for obtaining any consent required from any individual whose personal information you submit.
6.5 Export. While your subscription is active you may export your Customer Data using the Service's export functions. On termination, see section 15.4.
6.6 Backups. We maintain reasonable backups but you are responsible for retaining your own copies of anything you rely on.
6.7 Deal Files. When you save a proforma, we keep a copy of it in Bankable Core as a "Deal File": the model and inputs, scenarios, summary metrics, the verdict with the calculation-engine version, and a log of changes. A Deal File is Customer Data. You own the Deal Files created from your own proformas. A Deal File created from a team-library proforma belongs to the team owner, and the team's seats can edit it while they hold a seat. A Deal File is shared with anyone else only when its owner shares it. If you delete a proforma, we archive its Deal File; if no other application uses it and it has not been shared, we delete it instead. Either way it can be restored for 90 days, after which it is permanently deleted. Closing a team archives its Deal Files. The owner can obtain a full export of a Deal File, with its history, at any time, including after a subscription ends.
6.8 Shared CRM workspace. Where your plan includes the prospect CRM, its records belong to a workspace: a team's workspace, owned by the team owner, or a personal workspace owned by your Bankable ID. Any Bankable application subscription at a tier that includes the CRM opens the same workspace; if no such subscription remains, the workspace stays readable but cannot be changed. The workspace owner (a) owns the records in it, (b) decides who on the team can use it, and (c) is responsible, as the party accountable under privacy law, for the personal information of the contacts it holds, including having a lawful basis and any consent needed to collect and use it. We process that information only on the workspace owner's behalf, as section 6.2 and the Privacy Policy describe. When a seat leaves a team, the records stay with the team's workspace. A team owner who has other seats must transfer ownership to one of them before deleting their account; otherwise the workspace is deleted with the owner's account.
7. Our intellectual property
The Service, and all software, calculation engines, model architecture, methodologies, user interfaces, designs, text, documentation, trade-marks (including BANKABLE), and all improvements to them, are and remain the exclusive property of Bankable and its licensors. These Terms grant no rights other than the limited licence in section 5. All rights not expressly granted are reserved. Any feedback, suggestion or idea you provide is assigned to us and we may use it without restriction, obligation or compensation.
8. Fees
Fees, plans, taxes, renewal, cancellation and refunds are governed by the Billing Policy. In summary: subscriptions are billed in advance in Canadian or US dollars, renew automatically unless cancelled, and fees are exclusive of applicable taxes, including GST/HST, which are added where we are registered to collect them.
9. Third-party services
The Service integrates with or relies on third-party services, including hosting, payment processing, email delivery, analytics and, where you enable them, data or document integrations. Your use of a third-party service you connect is governed by that provider's terms, and we are not responsible for it. We are not responsible for the accuracy of any third-party data supplied through the Service, including market data, rate data, tax data, or property records.
10. Availability and support
10.1 We will use commercially reasonable efforts to make the Service available, but we do not warrant uninterrupted or error-free operation. Planned maintenance will be notified where reasonably practicable.
10.2 Support is provided per your plan, by email at hello@bankable.properties during business hours in Toronto. A contractual service level and uptime credit are available only under an Enterprise agreement.
10.3 We may modify, add to, or discontinue features. If we discontinue a material feature of a paid plan, we will give you not less than 30 days' notice and, at your option, a pro-rata refund of prepaid fees for the remainder of your then-current term.
11. Confidentiality
Each party shall protect the other's confidential information with at least reasonable care, use it only for the purposes of these Terms, and not disclose it except to personnel and advisors who need it and are bound by equivalent obligations, or as required by law (with prompt notice where permitted). Our confidential information includes the non-public aspects of the Service, our pricing other than list pricing, and our roadmap. These obligations continue for 3 years after termination, and indefinitely for source code and trade secrets.
12. Disclaimers
12.1 No advice. THE SERVICE DOES NOT PROVIDE FINANCIAL, INVESTMENT, LENDING, APPRAISAL, VALUATION, TAX, ACCOUNTING, LEGAL OR REAL-ESTATE BROKERAGE ADVICE. Outputs are illustrative calculations based entirely on assumptions and inputs you select. See the No Financial or Investment Advice Disclaimer, which forms part of these Terms.
12.2 No warranty as to outputs. WE DO NOT WARRANT THAT ANY OUTPUT, PROJECTION, RETURN, CAP RATE, DEBT-SERVICE FIGURE, VALUATION INDICATION, SENSITIVITY OR SCENARIO IS ACCURATE, COMPLETE, CURRENT, OR SUITABLE FOR ANY PURPOSE, OR THAT ANY MODELLED OUTCOME WILL BE ACHIEVED.
12.3 General. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE", AND WE DISCLAIM ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, TITLE, ACCURACY, AND NON-INFRINGEMENT.
12.4 Statutory rights preserved. Nothing in these Terms excludes, restricts or modifies any condition, warranty, guarantee, right or remedy that applicable law does not permit to be excluded, restricted or modified, including under Ontario consumer protection legislation or Quebec's Consumer Protection Act where it applies to you. Where such a term cannot be excluded, our liability for breach of it is limited to the maximum extent permitted by that law.
13. Limitation of liability
13.1 Exclusion of indirect loss. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY IS LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, ANTICIPATED SAVINGS, BUSINESS OPPORTUNITY, INVESTMENT RETURN, GOODWILL, OR DATA, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, EVEN IF ADVISED OF THE POSSIBILITY.
13.2 Cap. TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES YOU ACTUALLY PAID US IN THE TWELVE MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, AND (B) CA$500.
13.3 Investment losses. WITHOUT LIMITING SECTION 13.2, WE ARE NOT LIABLE FOR ANY LOSS ARISING FROM ANY DECISION TO ACQUIRE, DISPOSE OF, FINANCE, REFINANCE, DEVELOP, SYNDICATE, LEASE, PRICE OR NOT PROCEED WITH ANY PROPERTY OR TRANSACTION, OR FROM ANY REPRESENTATION YOU MAKE TO A LENDER, INVESTOR, CLIENT OR AUTHORITY BASED ON AN OUTPUT OF THE SERVICE.
13.4 Carve-outs. Nothing in this section limits liability for fraud or fraudulent misrepresentation, for death or personal injury caused by negligence, for a party's wilful misconduct, for your payment obligations, for your breach of section 5.2 or of our intellectual property rights, or for any liability that cannot lawfully be limited.
13.5 Allocation of risk. The parties agree that the fees reflect this allocation of risk, that these limitations are a fundamental basis of the bargain, that they apply even if a limited remedy fails of its essential purpose, and that the Service is priced far below the value of the transactions to which it may be applied.
14. Indemnity
14.1 By you. You shall defend, indemnify and hold harmless Bankable, its directors, officers, employees and contractors from and against all claims, damages, liabilities, penalties and reasonable legal costs arising out of or relating to: (a) your breach of these Terms, the Acceptable Use Policy, or applicable law; (b) Customer Data, including any claim that it infringes any right or was submitted without necessary consent; (c) your use of any output of the Service, including any claim by any client, investor, lender, partner or counterparty of yours; and (d) any representation you make about the Service.
14.2 By us. We shall defend you against any third-party claim that the Service, as provided by us and used in accordance with these Terms, infringes a Canadian or United States copyright, trade-mark or patent, and pay damages finally awarded or amounts we agree in settlement, provided you notify us promptly, give us sole control of the defence, and cooperate. We may, at our option, modify the Service, procure a licence, or terminate the affected subscription with a pro-rata refund. This is our sole liability for infringement. It does not apply to claims arising from Customer Data, from combination with anything not supplied by us, from modification by anyone other than us, or from continued use after we provide a non-infringing alternative.
15. Term, suspension and termination
15.1 These Terms apply from account creation until all subscriptions have expired or been terminated and your account is closed.
15.2 By you. You may cancel at any time as set out in the Billing Policy.
15.3 By us. We may suspend or terminate immediately, with notice where practicable, if you materially breach these Terms and, where the breach is capable of cure, fail to cure it within 10 days of notice; if you breach section 5.2 or the Acceptable Use Policy; if your payment fails and is not remedied; if required by law; or if your use creates a risk to the Service or to other customers. We may also terminate a subscription for convenience on 30 days' notice with a pro-rata refund of prepaid fees.
15.4 Effect. On termination, your licence ends and access ceases. We will make your Customer Data available for export for 30 days, after which we may delete it. We will delete or de-identify it within 90 days of termination except where retention is required by law or for the establishment or defence of legal claims. Ending a subscription to one application does not close your Bankable ID or affect your other applications; deleting your account is covered by section 3.9.
15.5 Survival. Sections 5.2, 6.3, 7, 11, 12, 13, 14, 15.4, 16 and 17 survive.
16. Changes to these Terms
We may amend these Terms. For any amendment that materially and adversely affects you, we will give at least 30 days' notice by email to your account address and by notice in the Service, and the amendment takes effect at the start of your next renewal term or, if you are on a monthly plan, on the notice date stated. If you do not accept a material amendment, you may cancel before it takes effect and receive a pro-rata refund of prepaid fees for the unused portion of your then-current term. Continued use after the effective date constitutes acceptance. Non-material changes take effect on posting.
17. General
17.1 Governing law and forum. These Terms are governed by the laws of the Province of Ontario and the laws of Canada applicable in Ontario, without regard to conflict-of-laws rules, and excluding the United Nations Convention on Contracts for the International Sale of Goods. The courts of Ontario have exclusive jurisdiction, and you attorn to them. Nothing in this section deprives you of the protection of any mandatory consumer-protection law of your place of residence, or of the jurisdiction of a small-claims court where such a claim may be brought.
17.2 No class proceedings. To the extent permitted by law, each party may bring claims only in its individual capacity and not as a plaintiff or class member in any class or representative proceeding.
17.3 Notices. We may give notice by email to your account address or by posting in the Service. You must give notice to legal@bankable.properties.
17.4 Assignment. You may not assign these Terms without our written consent, except to a successor of your business that is not a competitor of ours, on notice. We may assign to an affiliate or to a purchaser of our business.
17.5 Force majeure. Neither party is liable for a failure to perform, other than a payment obligation, caused by an event beyond its reasonable control.
17.6 Publicity. We may identify you as a customer by name and logo on our website and in investor materials unless you notify us in writing that you do not consent.
17.7 Entire agreement, severability, waiver, no partnership. These Terms and the documents they incorporate are the entire agreement between the parties and supersede all prior understandings, including any purchase order or other document you issue, the terms of which have no effect. If any provision is unenforceable, it shall be read down or severed and the remainder continues in force. No waiver is effective unless in writing. Nothing creates a partnership, joint venture, agency or employment relationship.
17.8 Language. These Terms and the documents they incorporate are available in French and in English, and you may choose the version you accept. Both versions are equally authoritative. Ces conditions et les documents qu'elles intègrent sont offerts en français et en anglais, et vous pouvez choisir la version que vous acceptez. Les deux versions ont la même valeur.
17.9 Order of precedence. In the event of conflict: an executed Enterprise Master Subscription Agreement or Order Form, then the No Financial or Investment Advice Disclaimer, then these Terms, then the Billing Policy, then the Acceptable Use Policy.