TERMS AND CONDITIONS OF USE

Last Updated: March 2025

1. INTRODUCTION

Welcome to So Simple. These Terms and Conditions (hereinafter, the “Terms”) govern access to and use of our products and services. By registering, accessing, or using So Simple, the user agrees to these Terms in full. If there is a signed contract with So Simple, such contract will prevail in case of any express discrepancy.

Company Identification:

So Simple Capital Inc., a company incorporated in the Province of British Columbia, Canada, with Business Number 722372752BC0001.
Subsidiary: One Game Studio S.A.P.I. de C.V., incorporated under the laws of the United Mexican States.

Scope of Services: AI-based technology solutions including consulting, software implementation, integrations with third-party tools (e.g., Gmail, Google Sheets, HubSpot), and custom developments.

2. DEFINITIONS

Company or So Simple: Refers to So Simple Capital Inc., One Game Studio S.A.P.I. de C.V., and/or any of their affiliates or subsidiaries.
User: Any natural or legal person who accesses or uses So Simple’s services via a registered account, demo access, or any other method.
Client: A person or entity that has entered into a formal agreement or subscription with So Simple.
Services: The suite of digital solutions offered by So Simple, including AI tools, automation features, data processing, and cloud-based software.
Third Parties: External companies, platforms, or services with which So Simple integrates (e.g., Google, Apple, Zapier, HubSpot).
Personal Data: Any information relating to an identified or identifiable natural person.
Processing: Any operation carried out on Personal Data such as collection, recording, use, transmission, storage, etc.

3. GENERAL CONDITIONS OF USE

3.1 Age and Eligibility

Users must be at least 18 years old or the legal age of majority in their jurisdiction. By registering, the User confirms they meet this requirement.

Minors: So Simple is not intended for use by minors. If a minor accesses the Services by mistake, they must do so only with the express consent and supervision of a parent or legal guardian.

3.2 Acceptable Use

Users agree to use the Services only for lawful purposes and in compliance with these Terms. It is strictly prohibited to:

Use the Services for illegal, fraudulent, or rights-infringing activities.
Attempt to access, interfere with, or modify So Simple’s source code, algorithms, or infrastructure.
Share login credentials with unauthorized third parties.
Use the Services to distribute spam, malware, or malicious content.

3.3 Service Modifications and Suspension

So Simple reserves the right to modify, suspend, or discontinue any part of the Services at any time and without prior notice due to technical, legal, or commercial reasons. In case of extended suspensions, reasonable efforts will be made to notify users in advance.

3.4 User Responsibility

The User is solely responsible for any activity under their account and for ensuring the accuracy of their information. The User agrees to:

Keep their login credentials secure.
Promptly report any unauthorized use or security breach.

So Simple is not liable for any damages resulting from misuse of login information.

4. INTELLECTUAL PROPERTY

4.1 Ownership Rights

All software, code, algorithms, AI models, designs, and technology developed or used by So Simple are the exclusive property of the Company. These Terms do not grant any ownership rights to the User.

4.2 License of Use

So Simple grants the User a limited, non-exclusive, non-transferable, and revocable license to access and use the Services in accordance with these Terms. This license does not permit:

Reverse-engineering, decompiling, disassembling, or attempting to extract source code.
Commercial resale or sublicensing of the Services without express consent.
Use of the Services in ways that violate third-party intellectual property rights.

4.3 User Data Ownership

Users retain ownership of the information and data they input into the platform. If a User consents to data usage (e.g., to improve AI), such use will be governed by the terms of a separate agreement.

4.4 Infringement Claims

If a User or third party believes that So Simple has violated intellectual property rights, they must notify the Company in writing with supporting documentation. So Simple may modify or remove allegedly infringing content to comply with applicable laws.

5. CONFIDENTIALITY AND DATA PROTECTION

5.1 Protection of User Information

So Simple is committed to safeguarding user information. All data will be processed in accordance with our Privacy Policy and relevant data protection laws (e.g., GDPR, CCPA, PIPEDA, LGPD).

Role in Data Processing: Depending on the relationship and type of data, So Simple may act as either a Data Processor or Data Controller. When applicable, a Data Processing Agreement (DPA) will be provided.

5.2 Use of Data for Model Training

By default, So Simple does not store or reuse user information for AI model training. This will only occur if the User gives explicit written consent through a separate agreement.

Training Purpose: If authorized, data will be anonymized and used solely to improve the accuracy and quality of our AI models.

5.3 Data Security

So Simple applies administrative, technical, and physical safeguards to protect data. However, no system is entirely secure, and the User acknowledges the inherent risks of using online services.

Security Breaches: If a security incident affects Personal Data, So Simple will notify affected users and, when required, regulatory authorities in compliance with applicable law.

5.4 Data Retention and Deletion

So Simple does not permanently store input or output data unless a configuration or contract explicitly requires it. By default, data is processed in real-time and not retained:

Input: Information manually entered or automatically provided via integrations.
Processing: Performed in real-time.
Output: Final result returned to the User without permanent storage.

Upon contract termination, all user data will be deleted within 90 days unless legally required or explicitly requested for extended retention. After this period, recovery is not possible.

5.5 Data Sharing with Third Parties

So Simple does not sell user data. Data may be shared only when:

Legally required or requested by competent authorities.
Necessary to provide the Services (e.g., approved integrations).
With the User’s express consent.

5.6 International Data Transfers

If Personal Data is transferred or processed outside the User’s country, So Simple will implement appropriate safeguards (e.g., EU Standard Contractual Clauses, certifications, or equivalent agreements).

5.7 Regulatory Compliance

So Simple strives to comply with data protection regulations in all jurisdictions. Users may exercise their rights (access, rectification, erasure, objection, portability, limitation) by contacting us as described in the Privacy Policy.

6. PAYMENTS AND CANCELLATIONS

6.1 Payment Obligations

Users must complete payments within the deadlines set forth in the contract or subscription plan. The User is responsible for ensuring timely payment via the authorized methods provided by So Simple. Failure to do so may result in service suspension.

6.2 Consequences of Non-Payment

If payment is not completed by the due date:

So Simple may suspend the User’s access to the Services without prior notice.
Suspension does not exempt the User from paying outstanding balances.
If the amount due is not paid within 30 calendar days, So Simple may terminate the agreement or subscription without liability or obligation to reimburse.

6.3 Refunds and Cancellations

Payments are non-refundable unless explicitly stated in a separate agreement.
If the User cancels their subscription early, they are not entitled to a refund.
For recurring services, Users must notify cancellation at least 15 days before renewal to avoid automatic charges.

6.4 Invoicing and Tax Responsibility

Users must provide accurate tax information for invoicing purposes.
Applicable taxes will be determined based on the jurisdiction.
Users are solely responsible for tax obligations arising from their use of the Services.

7. DEMOS AND FREE ACCESS

7.1 Nature of Demo Access

So Simple may provide free or trial access to its services so Users can explore the platform before committing to a subscription or agreement. These demos are offered without obligation to purchase.

7.2 Limitations of Demos

Not all features available in paid plans may be accessible.
Functionality and security during trials may be limited.
So Simple is not liable for issues encountered while using demo versions.

7.3 Modifications and Termination of Demo Access

So Simple reserves the right to modify or terminate demo access at any time without prior notice. The number of Users or organizations permitted to access trials may also be limited.

7.4 Data Deletion from Demos

Any data submitted or generated during demo usage may be deleted without notice. Users are advised to back up relevant content before trial expiration.

8. THIRD-PARTY INTEGRATIONS

8.1 Use of External Services

So Simple may integrate with third-party platforms such as Google, Apple, Zapier, and others to enhance functionality.

8.2 Acceptance of Third-Party Terms

By enabling such integrations, Users agree to comply with the terms and policies of the respective third-party services.

8.3 Responsibility and Limitations

So Simple is not responsible for the performance, availability, or content of third-party services. Users share data with such services at their own risk.

8.4 Integration Removal or Suspension

Integrations may be removed at So Simple’s discretion due to vendor policy changes, misuse, or legal obligations.

9. LIMITATION OF LIABILITY

9.1 Service Availability

While So Simple strives for consistent uptime, it does not guarantee uninterrupted service. Downtime due to maintenance, security incidents, or provider issues is possible.

9.2 Disclaimer of Damages

So Simple is not liable for direct, indirect, incidental, or consequential damages arising from:

Service use or unavailability.
Loss of data or business.
Integration errors or third-party failures.
Security breaches or cyberattacks.

9.3 Use at Your Own Risk

Services are provided “as is” and “as available,” with no warranties, express or implied.

10. CHANGES TO TERMS

10.1 Right to Amend

So Simple may update these Terms at any time. Changes will be published on the website and take effect immediately upon posting.

10.2 Continued Use as Acceptance

Continued use of the Services after changes implies acceptance. Users should review the Terms periodically.

10.3 Conflicts with Signed Contracts

In the case of Users with signed contracts, such agreements will govern unless otherwise amended.

11. GOVERNING LAW AND DISPUTE RESOLUTION

11.1 Applicable Law

These Terms are governed by the laws of:

British Columbia, Canada for Users in North America.
Mexico City, Mexico for Users in Latin America.
Other jurisdictions as per So Simple’s applicable operation.

11.2 Dispute Resolution

Parties shall first attempt good-faith negotiation. Failing resolution, disputes shall proceed to mediation.

11.3 Binding Arbitration

Unresolved matters shall be resolved by binding arbitration:

Language: English or Spanish.
Venue: British Columbia or Mexico City, depending on User location.
Decisions are final and not subject to further appeal.

11.4 Small Claims Exception

Nothing prevents either party from filing in small claims court where permitted.

11.5 Class Action Waiver

Claims must be brought individually. Users waive rights to participate in collective legal actions.

12. DATA COLLECTED THROUGH USERS’ SYSTEMS

When Clients use So Simple to collect Personal Data from their own users, employees, or third parties, So Simple will treat that data with the same level of protection described in this Policy.

If an individual data subject exercises a right under applicable law (e.g., access, erasure), So Simple will honor the request without prior notification to the Client. So Simple is not liable for such actions and is not required to notify the Client or obtain permission.

Clients agree not to hold So Simple liable for any requests fulfilled directly by So Simple in accordance with privacy law.

13. LANGUAGE AND ACCEPTANCE

These Terms are available in both English and Spanish. In case of discrepancies, the version signed in the official agreement shall prevail. Use of So Simple’s platform or services implies full acceptance of these Terms.

14. CONTACT

For questions or concerns regarding these Terms:

Email: [email protected]
Mailing Address: Suite 204, #220 – 145 Chadwick Court, North Vancouver, BC V7M 3K1, Canada
Website: https://sosimple.capital