Legal
Terms of use
The contract governing an OKTO PSA subscription: what we provide, what the client undertakes to do, the term, the billing and the termination.
In effect as of September 4, 2026. Any significant change is communicated to clients before it takes effect.
Document outline
Purpose and scope
What the subscription covers, and what it does not.
These terms govern the subscription to the OKTO PSA software, provided as a cloud service by OKTO Solutions, a company established in Trois-Rivières, Quebec. They form the contract between OKTO Solutions and the client company from the first use of the service or the first invoice paid, whichever comes first.
The subscription gives access to the shipped modules of the product, as described on the site on the date of subscription, along with a dedicated instance including a database specific to the client. It covers hosting, product updates and technical support in French.
The subscription does not cover professional services billed separately, in particular setup, data migration from an earlier system and the development of modules specific to a trade. Nor does it cover third-party costs the client contracts directly, in particular its own Microsoft licences, its payment gateway or its accounting software.
This contract is a contract of adhesion within the meaning of the Civil Code of Québec: its clauses are drafted by OKTO Solutions and are not negotiated line by line. Any clause that is illegible, incomprehensible or abusive would be without effect, and OKTO Solutions undertakes to explain any clause on request before signature.
Language of the contract
Law 96: French by default, with a record of delivery before any English version.
In accordance with the Charter of the French language, the French version of these terms is the official version and prevails. The product, the contractual documents, the invoices and the support are offered in French.
An English version may be provided to a client who expressly requests it, after having been made aware of the French version. In the event of a difference in interpretation, the French version prevails.
Accounts, users and tiers
Billing per tier, adding users mid-term, securing access.
The subscription is billed per tier of users and not per seat. The client may create as many accounts as it wishes within its tier, with no price adjustment.
When the number of active users exceeds the subscribed tier, OKTO Solutions notifies the client in writing and the move to the higher tier takes effect on the following billing cycle. No move to a higher tier is applied retroactively.
The client is responsible for keeping its users' access credentials confidential, for revoking the accounts of people who leave its organisation, and for the use its users make of the product. Multi-factor authentication is available and turning it on is strongly recommended.
Billing, taxes and indexation
Currency, GST and QST, cycle, annual indexation.
Prices are expressed in Canadian dollars and are understood to be before taxes. GST and QST, or the taxes applicable according to the client's business address, are added to the invoice. The OKTO Solutions tax numbers appear on every invoice.
Billing is monthly or annual at the client's choice, payable in advance. Payment is made by Interac transfer, bank transfer or credit card.
Any annual price indexation is communicated to the client in writing at least 60 days before it takes effect, and applies only at the following renewal. No increase takes effect mid-term.
An invoice unpaid 30 days after its due date may lead to suspension of access, after written notice and a reasonable period to put things right. Suspension does not delete any data.
Term, termination and return of data
Notice period, online termination button, export format, retention period.
The subscription is entered into for a term of twelve months and renews by tacit renewal for equivalent terms, unless either party gives notice to the contrary at least 30 days before expiry.
The client may terminate its subscription by written notice to OKTO Solutions, without having to give a reason and without termination fees. OKTO Solutions acknowledges receipt in writing within two business days and confirms the effective date. A termination function directly inside the instance is under development.
At the end of the contract, OKTO Solutions hands the client all of its data in a readable and usable format, at no charge, on a request made within 60 days of termination. After that period, and following written notice, the data and the corresponding backups are securely destroyed, and a certificate of destruction is provided on request.
The client is never held by the product: it may request a full export of its data at any time during the contract, at no charge, and OKTO Solutions provides it within five business days. A self-serve export function is under development.
Intellectual property
The code belongs to OKTO, the data belongs to the client.
The OKTO PSA software, its code, its data schema and its brand remain the exclusive property of OKTO Solutions. The subscription grants a non-exclusive, non-transferable right of use, limited to the term of the contract.
The data entered or imported by the client, including information about its own clients, remains at all times the property of the client. OKTO Solutions acquires no right over that data and uses it for no purpose other than delivering the service.
Availability and liability
Reference to the service commitment, cap on liability.
The availability commitments, the maintenance windows and the service credits are described in the service commitment, which forms an integral part of this contract.
The total liability of OKTO Solutions towards the client, on any ground whatsoever, is limited to the amounts the client paid during the twelve months preceding the event giving rise to the claim. OKTO Solutions is not liable for indirect damages, in particular loss of profit, loss of clientele or business interruption. In accordance with Quebec law, none of these limits applies to bodily or moral injury, nor to gross or intentional fault.
Governing law
Quebec law, competent courts.
These terms are governed by the laws applicable in Quebec. Any dispute falls under the exclusive jurisdiction of the courts of the judicial district of Trois-Rivières, subject to the rules of public order that protect consumers.
The other documents
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