Purpose and scope of services
Agentique Québec inc. (the « Provider ») offers artificial-intelligence (AI) automation services for SMBs in Québec's construction sector. Services include in particular:
- A free AI audit;
- Deployment of autonomous AI agents;
- Automation of recurring task chains (quotes, invoicing, time tracking, document management, etc.);
- Development of custom applications;
- Training and support.
Each project is covered by a specific commercial proposal and, where applicable, a specific contract setting out the exact scope of deliverables, timelines and financial terms.
No performance guarantee
IMPORTANT: The Provider makes no guarantee regarding time savings, return on investment (ROI), volume of automated work or any other quantitative or qualitative result arising from the use of the deployed solutions.
Estimates provided during the audit or pre-contractual discussions are indicative and in no way constitute a contractual commitment. The Client acknowledges that actual results depend on multiple factors beyond the Provider's control, including the quality of the data provided, user adoption and the Client's technical environment.
Intellectual property
Specific developments ordered by the Client
Once all amounts due have been paid in full, the Client becomes the owner of the developments, AI agents and applications specifically created for the Client as part of the project.
Framework, methodologies and generic components
The base framework (including the open-source Hermes framework and its adaptations), methodologies, reusable components, templates and the Provider's know-how remain the exclusive property of Agentique Québec inc. The Client receives a non-exclusive, non-transferable licence to use these elements in the normal course of its business.
Client data
The Client retains ownership of all data and documents it provides to the Provider.
Limitations of liability and AI disclaimers
Nature of the solutions
The deployed solutions (AI agents, automations, applications) are assistance tools, not autonomous decision-making systems. The Client remains fully responsible for the final validation of all results and all business decisions made on that basis.
Liability related to AI models
Under no circumstances may the Provider be held liable for errors, inaccuracies, hallucinations or omissions generated by artificial-intelligence models, nor for their consequences (including with respect to bids, estimates, regulatory compliance, contracts or financial decisions).
Liability cap
The Provider's total liability for any direct damage is limited to the total amount of fees actually paid by the Client for the project concerned during the twelve (12) months preceding the claim.
Exclusion of indirect damages
In no event shall the Provider be liable for indirect, incidental, special, punitive or consequential damages, including without limitation: loss of profits, loss of revenue, loss of data, damage to reputation, or any other commercial damage.
Service levels (SLA)
Service levels are defined in the commercial proposal or the specific contract for each project. Unless otherwise specified:
- Essential support: response within 5 business days;
- Professional support: response within 48 business hours;
- Custom support: as per specific agreement.
Payment terms
Payment terms are set out in the commercial proposal or the specific contract. Unless otherwise specified:
- Payment due: invoices are payable within fifteen (15) days of their issue date, unless otherwise agreed in writing.
- Payment method: bank transfer or any other method agreed in writing between the parties.
- Late penalties: any amount unpaid when due bears interest at a rate of 2% per month (24% per year), without prejudice to any other remedy.
- Suspension of services: if an invoice remains unpaid when due, the Provider reserves the right to suspend access to the services, after five (5) business days' written notice, until the balance is fully settled.
Termination
Either party may terminate a service contract by giving thirty (30) days' written notice.
Termination for non-payment: if an amount due remains unpaid, and after formal notice has remained without effect for ten (10) days, the Provider may terminate the contract as of right, without compensation, without prejudice to any damages and collection costs to which it may be entitled.
In the event of termination, for any reason, the Client must pay for all work performed and costs incurred up to the effective date of termination.
Confidentiality
The Provider undertakes to treat all information and data received from the Client in connection with the services as confidential and not to disclose them to third parties without the Client's prior consent, except where required by law.
Prior mediation
In the event of a dispute relating to these terms or the performance of the services, the parties undertake to attempt to resolve it amicably before any legal action. At the request of either party, the parties will participate in good faith in mediation before a neutral mediator chosen by mutual agreement or, failing agreement within ten (10) days of the request, appointed by the secretariat of the Centre de médiation et d'arbitrage du Québec (CMAQ). Mediation costs will be shared equally between the parties.
Governing law and jurisdiction
These terms and any contract entered into with the Provider are governed by the laws of the Province of Québec and the applicable federal laws of Canada. Any dispute not resolved through mediation will be submitted to the competent courts of the judicial district of Montréal or Terrebonne, at the Provider's option.
General provisions
If any provision of these terms is declared invalid or unenforceable, the remaining provisions remain in force. A party's failure to exercise a right does not constitute a waiver of that right.
This English translation is provided for convenience. In case of discrepancy, the French version prevails.