Effective Date: January 9, 2026
THESE TERMS OF SERVICE ("AGREEMENT") CONSTITUTE A LEGALLY BINDING CONTRACT BETWEEN THE USER ("YOU" OR "USER") AND DREAMHIRE INC. ("SPACEBRAIN," "WE," "US," OR "OUR"), A CORPORATION INCORPORATED FEDERALLY UNDER THE CANADA BUSINESS CORPORATIONS ACT (CBCA), WITH ITS PRINCIPAL OFFICE LOCATED AT 225 RAILWAY ST E., SUITE #360, COCHRANE, ALBERTA, T4C 2C3.BY REGISTERING AN ACCOUNT AT HTTPS://SPACEBRAIN.AI OR BY USING ANY PART OF THE SPACEBRAIN AI PLATFORM, YOU EXPRESSLY AGREE TO BE BOUND BY THIS AGREEMENT. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A LEGAL ENTITY, YOU WARRANT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS.
Spacebrain Inc. ("Spacebrain") is incorporated federally in Canada with its principal place of business at:
225 Railway St E., Suite #360
Cochrane, Alberta, T4C 2C3
Canada
Spacebrain operates a platform that enables customers ("Users") to deploy AI agents for automating customer interactions and managing customer relationships ("Agents") through our Software and associated services (collectively, the "Service" or "Software"), available at https://spacebrain.ai and related domains.
These Terms of Service ("Terms" or "Agreement") constitute the complete and exclusive understanding between Spacebrain and Users regarding the use of the Service. These Terms apply to all Users of the Service worldwide.
Spacebrain's Services are provided exclusively to business users, including but not limited to sole proprietors, partnerships, corporations, and other business entities. Users warrant that they are authorized to enter into binding agreements on behalf of their business entity.
No conflicting, supplementary, or alternative terms and conditions provided by Users shall be binding on Spacebrain unless expressly agreed to in writing by an authorized representative of Spacebrain. The mere provision of services does not constitute acceptance of any User's conflicting terms.
Spacebrain offers the following subscription types, as detailed at
Each Subscription Plan is subject to periodic usage limits specified in the plan details ("Usage Limits"), including but not limited to:
Usage Limits are defined per calendar month and do not roll over to subsequent months. Excess usage beyond specified limits shall be subject to additional fees as outlined in the Subscription Plan or invoiced at standard rates.
Users may change their Subscription Plan at any time:
To access the Service, Users must:
Users authorize Spacebrain to send service-related communications, billing notifications, and account updates to the registered email address. Users must ensure their email address is accurate and capable of receiving emails from Spacebrain at
Spacebrain reserves the right to verify User identity and business legitimacy at any time during the agreement term.
The Subscription Plans and associated fees displayed on
constitute an invitation for Users to submit a binding offer. Users submit a binding offer by:
Upon receipt of a User's offer, Spacebrain will send a confirmation email to the registered email address. This confirmation includes:
The Agreement is deemed concluded when the User receives Spacebrain's acceptance confirmation.
All subscription and communications processing occurs electronically via email. Users must ensure their email address and spam filters permit receipt of communications from
For Subscriptions including Direct Use, Spacebrain grants Users a limited, non-exclusive, non-transferable, non-sublicensable license to use the Software solely for their own internal business purposes, subject to the Usage Limits and conditions specified in the Subscription Plan.
Users may designate employees and authorized team members with legitimate business needs as "Authorized Users" to access the Software on the User's behalf, subject to the number limits in the Subscription Plan.
Users are solely responsible for:
Users shall not remove, obscure, alter, or conceal any copyright notices, trademark notices, logos, trade names, legal notices, or other proprietary markings that appear in or on the Software or related materials.
These provisions apply to Subscriptions that include Reselling rights.
Users who resell the Service must:
Users are solely liable for:
Spacebrain will enable Users to create End Customer accounts as sub-accounts under the User's master account. End Customer usage counts toward the User's monthly Usage Limits.
All usage by End Customers and through sub-accounts is counted toward the User's Usage Limit. Any excess usage by the User or End Customers shall be charged to the User according to the Subscription Plan fees.
Users may set their own pricing for End Customers without restriction from Spacebrain. Users bear all risks and responsibilities related to their pricing decisions.
Spacebrain grants no exclusive rights. Spacebrain may work with other resellers in the same or overlapping markets.
Except as expressly permitted in these Terms, Users may not use Spacebrain's trademarks, logos, or brand elements without prior written consent from Spacebrain (email constitutes sufficient written form). Any permitted usage must comply with Spacebrain's brand guidelines.
These provisions supplement Section 6 (Reselling) and apply to Subscriptions that include White Label rights.
Users may customize the Software's appearance, branding, and user interface according to the specifications in their Subscription Plan to present the Service under their own brand and look-and-feel to End Customers.
Users may remove Spacebrain branding and replace it with their own branding as detailed in their Subscription Plan and customization documentation. Users remain responsible for clearly communicating to End Customers which features and services are powered by Spacebrain's underlying technology.
All terms regarding End Customer Agreements, liability, usage, and billing from Section 6 (Reselling) apply equally to White Label Subscriptions.
Spacebrain warranSpacebrain warrants that the Service will provide the functionalities and services specified in the User's Subscription Plan during the Agreement term.ts that the Service will provide the functionalities and services specified in the User's Subscription Plan during the Agreement term.
EXCEPT AS EXPRESSLY STATED IN SECTION 8.1, SPACEBRAIN MAKES NO OTHER WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.
Spacebrain shall use commercially reasonable efforts to maintain Service availability 24 hours per day, 7 days per week, except for:
Spacebrain does not guarantee uninterrupted Service availability. Users are responsible for implementing appropriate backup and disaster recovery measures.
Spacebrain may, at its sole discretion:
Spacebrain will endeavor to provide advance notice of significant changes that materially impact functionality, where practicable.
The Service may enable Users to connect with and use services from third-party providers ("Third-Party Services"), including but not limited to communication platforms, databases, and AI services. These integrations are provided as-is as part of the Service.
Users' use of Third-Party Services is governed by:
Spacebrain will make Third-Party Service terms available to Users upon request. Spacebrain shall notify Users of material changes to Third-Party Service terms.
Spacebrain provides API keys and authentication credentials for Users to access Third-Party Services. Users are solely responsible for:
Spacebrain does not warrant, support, or endorse Third-Party Services or non-Spacebrain products. Spacebrain is not responsible for:
Users assume all risk of using Third-Party Services and are solely responsible for verifying Third-Party Service suitability and functionality.
Spacebrain may discontinue Third-Party Service integrations at any time, with notice when practicable.
Users warrant and are solely responsible for:
Subject to Section 10.8, Users own all right, title, and interest in Output created through their use of the Service, provided Users own or have licensed the necessary rights to all Input used to generate that Output.
Users grant Spacebrain the following rights:
During the Agreement Term:
Improvement and Training:
Spacebrain may anonymize and aggregate User data (removing identifying information) and use such anonymized data for analytics, research, service improvement, and marketing purposes without restriction and without compensating Users.
Users acknowledge that:
Users shall defend, indemnify, and hold harmless Spacebrain from and against any and all claims, damages, losses, costs, and expenses (including reasonable legal fees) asserted by any third party arising from:
This indemnification obligation does not apply to claims arising from Spacebrain's intentional misconduct or gross negligence.
Users are solely responsible for:
Upon becoming aware that account login credentials have been compromised or at Spacebrain's reasonable request, Users shall immediately:
Users shall pay Spacebrain the fees specified in their Subscription Plan summary and displayed at
("Subscription Fees"). These fees are:
Users may select from payment methods offered by Spacebrain, which may include:
If Users select a third-party payment processor, the processor's terms and conditions shall apply in addition to these Terms. Spacebrain is not responsible for payment processor errors or delays.
If payment is not received by the due date:
All Subscription Fees are exclusive of taxes, levies, duties, sales tax, value-added tax, use tax, and similar governmental assessments ("Taxes"). Users are responsible for paying all Taxes associated with their Subscription, including:
If Spacebrain has a legal obligation to collect or pay Taxes on behalf of Users, Spacebrain will invoice Users for the tax amount unless the User provides a valid tax exemption certificate from the appropriate authority.
Spacebrain may increase Subscription Fees:
Users may object to fee increases within 30 days of notice. If Users object, the Agreement will terminate at the end of the current billing cycle with no termination fee.
12.8 Excess Usage Charges
Any usage exceeding the User's monthly Usage Limit shall be charged at rates specified in the Subscription Plan or at Spacebrain's standard rates, which will be provided upon request.
If Users subscribe to a trial subscription, the Service is provided free of charge during the trial period specified in the Subscription Plan ("Trial Period").
At the end of the Trial Period, the free trial automatically converts to a paid Subscription on the terms and fees specified in the Subscription Plan unless Users cancel before the Trial Period ends.
Users may cancel a Trial Subscription at any time before the Trial Period ends without penalty or obligation.
"IP Rights" means all intellectual property rights worldwide, whether registered or unregistered, including:
Spacebrain retains all right, title, interest, and IP Rights in:
Users receive only the limited license rights expressly granted in these Terms.
Subject to the rights granted to Spacebrain in Section 10.4, Users retain ownership of their Input and Output, provided Users own or have licensed all necessary rights to the Input.
Users grant Spacebrain an unrestricted, irrevocable, worldwide, royalty-free right to use any suggestions, feedback, ideas, or recommendations ("Feedback") Users provide regarding the Service for any purpose without compensation or attribution.
All IP Rights associated with Third-Party Services remain the exclusive property of the respective Third-Party Service providers. Users' rights are limited to the rights granted by the Third-Party Service provider.
"Confidential Information" means any information disclosed by one party to the other (orally, electronically, or in writing) that:
Confidential Information includes but is not limited to:
Recipients of Confidential Information shall:
Disclosures are permitted when:
Confidential Information does not include information that:
Upon termination of the Agreement, Recipients shall, at the Discloser's option:
Provided, Recipients may retain one copy for legal compliance purposes and as required by law.
Confidentiality obligations survive termination of the Agreement for three (3) years.
If Users' Input contains personal data (as defined by privacy laws including GDPR, CCPA, PIPEDA, or applicable provincial privacy legislation), Users shall ensure:
If Users provide personal data to Spacebrain, a Data Processing Agreement ("DPA") shall govern processing of that personal data. Spacebrain will make a DPA available upon User request. The DPA shall be executed before Users provide personal data.
As Spacebrain is a Canadian entity, Users acknowledge that:
For Users subject to GDPR:
For Users subject to CCPA:
Spacebrain is liable for damages caused by:
EXCEPT AS PROVIDED IN SECTION 17.1, SPACEBRAIN'S TOTAL LIABILITY UNDER THESE TERMS SHALL NOT EXCEED THE FEES PAID BY THE USER IN THE 12 MONTHS PRECEDING THE CLAIM.
IN NO EVENT SHALL SPACEBRAIN BE LIABLE FOR:
Users' sole and exclusive remedy for Service defects is correction of the defect or, if Spacebrain cannot correct it, termination and refund of prepaid Subscription Fees for the terminated period.
Users acknowledge that:
Users shall defend, indemnify, hold harmless, and reimburse Spacebrain, its officers, directors, employees, and agents from and against any and all claims, damages, losses, costs, and reasonable legal fees incurred by Spacebrain arising from:
This indemnification obligation does not apply to claims arising solely from Spacebrain's intentional misconduct or gross negligence.
Users shall:
Either party may terminate the Agreement for any reason with 90 days' written notice (email is acceptable) to
success@spacebrain.ai
. Termination is effective 90 days after notice.
By Either Party:
By Spacebrain Without Notice Period:
Upon termination:
Users are not entitled to refunds of Subscription Fees except:
Trial Subscriptions may be cancelled without penalty.
Upon termination:
Spacebrain reserves the right to amend these Terms at any time for:
Spacebrain will provide Users with notice of material changes to these Terms at least 30 days in advance by:
The notice shall clearly specify the modified provisions and their effective date.
Users may object to Term changes within 30 days of notice by:
If Users object, the Agreement shall terminate at the end of the current Renewal Term without penalty, and Users shall not be charged for the subsequent term.
If Users do not object within 30 days, the modified Terms become binding. Continued use of the Service after the effective date constitutes acceptance of the amended Terms.
Trial Subscriptions may be cancelled without penalty.
These Terms and the relationship between Users and Spacebrain shall be governed by and construed in accordance with the laws of Alberta, Canada, without regard to conflict of law principles.
The application of the United Nations Convention on Contracts for the International Sale of Goods is excluded.
Each party irrevocably consents to the exclusive jurisdiction of the courts of Alberta, Canada, and waives any objection to venue or forum non conveniens. Both parties submit to the personal jurisdiction of such courts.
Before initiating litigation, either party shall:
Step 1: Good Faith Negotiation (30 days)
Step 2: Mediation (Optional, 30-60 days)
If dispute resolution steps do not resolve the dispute, either party may commence legal proceedings in Alberta courts.
If dispute resolution sNotwithstanding the foregoing, either party may seek immediate injunctive relief in any court of competent jurisdiction to prevent irreparable harm, inNotwithstanding the foregoing, either party may seek immediate injunctive relief in any court of competent jurisdiction to prevent irreparable harm, including breach of confidentiality, IP Rights infringement, or Service misuse.cluding breach of confidentiality, IP Rights infringement, or Service misuse.teps do not resolve the dispute, either party may commence legal proceedings in Alberta courts.
Users must initiate any claim against Spacebrain within two (2) years of the event giving rise to the claim, or the claim is forever barred.
EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTY, REPRESENTATION, OR CONDITION OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING:
USERS ASSUME ALL RISK AND RESPONSIBILITY FOR:
THIS DISCLAIMER APPLIES TO THE MAXIMUM EXTENT PERMITTED BY CANADIAN LAW. Some provinces do not allow exclusion of implied warranties, in which case the above exclusions apply only to the extent permitted by law.
These Terms, including all referenced policies and Subscription Plans, constitute the entire agreement between Users and Spacebrain regarding the Service and supersede all prior understandings, negotiations, and agreements, whether written or oral.
If any provision of these Terms is found invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be severed and the remaining provisions shall continue in effect. The parties shall negotiate a replacement provision that achieves the original economic intent.
Spacebrain's failure to enforce any provision shall not constitute a waiver of that provision or right. No waiver is effective unless in writing and signed by an authorized representative of Spacebrain.
Users may not assign, sublicense, or delegate these Terms or any rights/obligations without Spacebrain's prior written consent. Any attempted assignment is void. Spacebrain may assign these Terms to a successor entity or purchaser of its business upon notice to Users.
The parties are independent contractors. No agency, partnership, joint venture, or employment relationship is created.
These Terms do not create rights or remedies for any third party. Only Users and Spacebrain may enforce these Terms.
All notices under these Terms must be in writing (email is acceptable) and sent to:
For Users:
For Spacebrain:
Notices are effective upon receipt.
Neither party shall be liable for failures to perform due to causes beyond its reasonable control, including natural disasters, war, terrorism, pandemic, governmental actions, or widespread internet outages. The affected party shall notify the other promptly and use reasonable efforts to resume performance.
These Terms may be signed in counterparts, each constituting an original and all together constituting one instrument. Email signatures and electronic acceptance constitute valid execution.
Spacebrain designates the following email as its single point of contact for:
Spacebrain complies with the Digital Services Act and provides notice that:
Users acknowledge that:
Users acknowledge and agree to comply with:
For Users subject to GDPR:
Users shall not use the Service in violation of:
Spacebrain provides support through:
Spacebrain support covers:
Spacebrain support does NOT cover:
Support response times depend on the Subscription Plan and the nature of the issue. Spacebrain commits to reasonable efforts but does not guarantee specific response times except as specified in paid premium support agreements.
Spacebrain targets 99.5% monthly uptime for the Service, measured across all servers, excluding:
Spacebrain may conduct scheduled maintenance:
Upon discovering Service issues, Spacebrain will:
Users acknowledge that these Terms do not provide automatic credits or refunds for Service downtime or unavailability. Users' sole remedy is as specified in Section 17.4 (Users' Remedies).
If Spacebrain receives a legal demand (subpoena, court order, etc.) for User data, Spacebrain will:
Spacebrain reserves the right to:
Spacebrain does not pre-screen all User content and is not responsible for User-generated content.
Spacebrain may cooperate with law enforcement and regulatory authorities to:
Users may:
Users may cancel their Subscription at any time:
Trial Users may cancel at any time during the Trial Period without penalty.
Effective Date: January 9, 2026
Questions: For questions about these Terms & Conditions, contact Spacebrain at
success@spacebrain.ai
These Terms & Conditions are provided in English. If translated into another language, the English version shall prevail in case of conflict.
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