In these Terms:
These Terms are entered into between AashCo Inc. and the Customer at the moment of account creation. Acceptance is effected by checking the acceptance checkbox presented during account registration, which constitutes express click-wrap acceptance of these Terms and the Privacy Policy.
If you are accepting these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms. You must be at least 18 years of age to enter into this agreement.
AashCo records the date, time, and IP address of acceptance. If you do not agree to these Terms, you must not create an account or use the Service.
DojoOS is a cloud-based SaaS platform providing management tools for martial arts schools and franchise networks, including member management, class scheduling, automated billing, CRM, digital waivers, video curriculum hosting, SMS and email communications, staff scheduling, and franchise HQ management.
The specific features available depend on your Subscription tier. AashCo reserves the right to modify, add, or remove features from any tier with reasonable notice as described in Section 18.
You must provide accurate, current, and complete information when creating your account and must keep it updated. You are responsible for maintaining the confidentiality of your account credentials and for all activities under your account.
You must promptly notify us at hello@dojoos.ca of any unauthorized use of your account or any security breach. AashCo will not be liable for any loss or damage arising from your failure to protect your account credentials.
Each subscribing organization must maintain its own account. Sharing account credentials across unrelated organizations is prohibited.
Access to DojoOS requires a paid Subscription. All Fees are quoted and charged in Canadian dollars (CAD) and are subject to applicable taxes including HST where required by law. Current pricing is available at dojoos.ca/pricing.
Fees are processed by Stripe, Inc. on our behalf. By subscribing, you authorize AashCo to charge your designated payment method on a recurring basis. You represent that you are authorized to use the payment method provided.
If payment fails on the scheduled billing date, AashCo will attempt to collect payment again over the following 7 days using automated retry logic. If payment is not successfully collected within 7 days of the original due date, AashCo may suspend your access to the Service immediately and without further notice until all outstanding amounts are paid in full. Suspension does not terminate your Subscription or relieve you of your payment obligations. Access will be restored promptly upon receipt of full payment.
AashCo reserves the right to change Subscription Fees. We will provide at least 30 days written notice of any price increase before the new rates take effect. Your continued use of the Service after the effective date of a price change constitutes your acceptance of the new Fees. If you do not accept a price increase, you may cancel before the effective date.
You are responsible for all applicable taxes, levies, or duties imposed by taxing authorities in connection with your use of the Service, except for taxes on AashCo's net income. AashCo will collect and remit applicable Canadian sales taxes (HST/GST) as required by law and will itemize these on your invoice.
Monthly Subscription Fees are non-refundable. For annual Subscriptions cancelled by the Customer, no partial refund is issued for unused months. However, if AashCo terminates your Subscription without cause under Section 19.2(c), AashCo will refund a pro-rated amount for any prepaid but unused full months remaining in your annual billing period.
Important — please read carefully: Subscriptions automatically renew at the end of each billing period (monthly or annually) at the then-current rate unless you cancel before the renewal date. You will be charged automatically on the renewal date. AashCo will send a reminder email at least 5 days before an annual renewal.
You may cancel your Subscription at any time through the billing portal in your account settings or by contacting us at hello@dojoos.ca. Cancellation takes effect at the end of the current billing period. You will retain access to the Service until that date. Cancellation does not entitle you to a refund of amounts already paid.
Annual Subscriptions are billed upfront for a full year. If you cancel an annual plan, you will retain access until the end of the paid annual period. No partial refund is issued for unused months upon Customer-initiated cancellation, except as required by applicable law.
DojoOS, including all software, code, designs, interfaces, documentation, trademarks, and content created by AashCo, is and remains the sole and exclusive property of AashCo Inc. These Terms do not grant you any ownership interest in the Service.
Subject to your compliance with these Terms and payment of applicable Fees, AashCo grants you a limited, non-exclusive, non-transferable, revocable licence to access and use the Service solely for your internal business operations during your Subscription period.
You must not: (a) copy, modify, or create derivative works of the Service; (b) reverse engineer, decompile, or disassemble the Service; (c) sell, resell, sublicence, or transfer your rights to the Service; (d) use the Service to build a competing product or service; (e) remove or obscure any proprietary notices on the Service; (f) access the Service by any means other than through the interfaces provided by AashCo.
You retain all ownership rights in your Customer Data. These Terms do not transfer ownership of your Customer Data to AashCo.
If you provide suggestions, ideas, or feedback about the Service ("Feedback"), you grant AashCo a perpetual, irrevocable, royalty-free licence to use such Feedback for any purpose without restriction or compensation to you.
You own your Customer Data. AashCo processes Customer Data solely to provide and improve the Service, as described in our Privacy Policy.
With respect to personal information of your End Users, AashCo acts as a data processor on your behalf. You, as the Customer, are the data controller responsible for ensuring you have obtained all necessary consents and authorizations to collect and submit End User personal information to the Service, including parental or guardian consent for minors.
AashCo implements commercially reasonable technical and organizational measures to protect Customer Data against unauthorized access, disclosure, alteration, or destruction. However, no method of electronic storage or transmission is 100% secure, and AashCo cannot guarantee absolute security.
You may export your Customer Data at any time during your Subscription period using the export tools provided in the Service. Following termination, AashCo will retain your Customer Data for 90 days during which you may request an export, after which it will be permanently deleted.
AashCo may collect and use aggregated, anonymized data derived from your use of the Service for the purposes of improving the Service and related analytics, provided that such data does not identify you or your End Users.
If you subscribe to the HQ/Franchise tier, you are the contracting party responsible for all Child Locations added to your account. You represent and warrant that you have authority to bind each Child Location to these Terms. All obligations, restrictions, and liabilities under these Terms apply equally to you and to all Child Locations operating under your account.
You are solely responsible for ensuring that all Child Locations comply with these Terms, including the Acceptable Use Policy in Section 10. Any violation by a Child Location is deemed a violation by you. AashCo may suspend or terminate the entire HQ account if any Child Location engages in conduct that would justify suspension or termination under Section 19.
Child Locations do not have a direct contractual relationship with AashCo. AashCo's sole contractual relationship is with the HQ Customer. End Users and Child Location staff have no rights against AashCo under these Terms.
Per-location fees are charged monthly in addition to the HQ base fee. Adding a Child Location constitutes authorization to charge the applicable per-location fee. Removing a Child Location takes effect at the end of the current billing period.
You may use the Service only for lawful business purposes in connection with the management of your martial arts school or franchise network.
You must not use the Service to:
AashCo reserves the right to suspend or terminate your access immediately and without notice for violations of this section.
AashCo may make Beta Features available to Customers from time to time. Beta Features are provided for evaluation purposes and are offered "AS IS" without any warranty of any kind, express or implied, including without limitation any warranty of fitness for a particular purpose, reliability, or availability. Beta Features may be modified, suspended, or discontinued at any time without notice. AashCo's liability cap and warranty disclaimer in Sections 13 and 14 apply with full force to Beta Features. Your use of any Beta Feature is entirely at your own risk.
Each party may have access to the other party's confidential information in connection with these Terms. Each party agrees to: (a) hold confidential information in strict confidence using at least the same degree of care it uses to protect its own confidential information, but no less than reasonable care; (b) not disclose confidential information to any third party without prior written consent; (c) use confidential information only for the purposes of performing obligations or exercising rights under these Terms.
These obligations do not apply to information that: (a) is or becomes publicly known through no fault of the receiving party; (b) was already known to the receiving party without restriction; (c) is independently developed by the receiving party without reference to the confidential information; or (d) is required to be disclosed by law or court order, provided the receiving party gives the disclosing party prompt written notice and reasonable opportunity to seek a protective order.
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AASHCO EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING:
You use the Service at your own risk. Some jurisdictions do not allow the exclusion of implied warranties, so some exclusions above may not apply to you.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL AASHCO, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION: loss of profits, loss of revenue, loss of data, loss of goodwill, business interruption, cost of substitute services, or reputational harm, even if AashCo has been advised of the possibility of such damages and regardless of the theory of liability.
AASHCO'S TOTAL CUMULATIVE LIABILITY TO YOU arising out of or related to these Terms or the Service, regardless of the form of action (whether in contract, tort, negligence, strict liability, or otherwise), SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY YOU TO AASHCO IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. For clarity, this aggregate cap applies to AashCo's indemnification obligations under Section 15.2 and to all claims in aggregate, not per incident.
The parties acknowledge that the limitations in this section reflect a reasonable and negotiated allocation of risk, are an essential element of the basis of the bargain between the parties, and that AashCo would not provide the Service on these terms without these limitations.
The limitations and exclusions in this section do not apply to: (a) death or personal injury caused by AashCo's gross negligence or wilful misconduct; (b) fraud or fraudulent misrepresentation; or (c) any other liability that cannot be excluded or limited under applicable Canadian law.
You agree to indemnify, defend, and hold harmless AashCo Inc. and its officers, directors, employees, and agents from and against any and all third-party claims, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or relating to:
AashCo will defend you at its expense against any third-party claim alleging that the Service, as provided by AashCo and used strictly in accordance with these Terms, infringes a Canadian patent, copyright, or registered trademark. AashCo will pay damages finally awarded against you in such a claim or agreed to in settlement, subject to the liability cap in Section 14.2. AashCo's obligations under this section do not apply where the claim arises from: (a) your modification of the Service; (b) use of the Service in combination with third-party products not provided or approved by AashCo; (c) your use of the Service in violation of these Terms; or (d) use of a Beta Feature.
The indemnified party must: (a) promptly notify the indemnifying party in writing of the claim; (b) give the indemnifying party sole control of the defence and settlement; and (c) provide reasonable assistance at the indemnifying party's expense. The indemnified party may participate in the defence at its own cost with counsel of its choice.
Upon written request, AashCo will enter into a separate Data Processing Agreement (DPA) with Customers who require one for regulatory compliance purposes, including compliance with PIPEDA, Quebec Law 25, or contractual obligations with their own customers. Requests for a DPA should be directed to hello@dojoos.ca. Where a DPA is executed, it is incorporated into and forms part of these Terms. In the event of a conflict between a DPA and these Terms regarding data processing matters, the DPA prevails.
AashCo will use commercially reasonable efforts to make the Service available. AashCo does not guarantee any specific uptime level and makes no SLA commitment at this time. The Service may be temporarily unavailable due to: scheduled maintenance, emergency maintenance, unscheduled outages, or circumstances beyond AashCo's reasonable control including third-party service provider failures.
AashCo will endeavour to provide advance notice of scheduled maintenance of more than 30 minutes duration. Planned maintenance will generally be scheduled outside peak hours (6am–10pm ET). Service interruptions do not entitle you to a refund or service credit except at AashCo's sole discretion.
AashCo reserves the right to modify, update, or discontinue features of the Service. For material changes that remove existing functionality you rely on, AashCo will provide at least 30 days notice. For the discontinuation of the entire Service, AashCo will provide at least 60 days notice.
AashCo may update these Terms from time to time. We will notify you of material changes by email at least 14 days before they take effect. The updated Terms will also be posted at dojoos.ca/terms with a revised "Last updated" date. Your continued use of the Service after the effective date constitutes acceptance. If you do not agree, you must cancel before the effective date.
You may terminate your Subscription at any time as described in Section 6.2. Termination does not relieve you of any obligation to pay Fees accrued before the termination date.
AashCo may suspend or terminate your access to the Service:
Upon termination for any reason: (a) your licence to use the Service immediately ceases; (b) you must cease all use of the Service; (c) AashCo will retain your Customer Data for 90 days after which it will be permanently deleted; (d) all accrued payment obligations survive termination. The following sections survive termination: 1, 7.1, 7.2, 7.3, 7.4, 8.5, 12, 13, 14, 15, 20, 21, and 22.
In the event of any dispute arising out of or relating to these Terms or the Service, the parties will first attempt to resolve it through good faith negotiation for 30 days following written notice from either party identifying the dispute in reasonable detail.
If the dispute is not resolved through negotiation, either party may request non-binding mediation before a mutually agreed mediator in Ontario before initiating legal proceedings. The costs of mediation are shared equally unless otherwise agreed.
If mediation is unsuccessful or either party declines mediation, disputes shall be resolved exclusively by the courts of the Province of Ontario. Both parties irrevocably consent to the exclusive jurisdiction and venue of such courts.
Nothing in this section prevents either party from seeking urgent injunctive or other equitable relief from a court of competent jurisdiction where necessary to prevent irreparable harm, including unauthorized use of intellectual property or breach of confidentiality obligations.
These Terms are governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
These Terms, together with the Privacy Policy, any executed Data Processing Agreement, and any order forms or invoices, constitute the entire agreement between you and AashCo with respect to the Service and supersede all prior negotiations, representations, warranties, agreements, and understandings between the parties.
If any provision of these Terms is held invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect without impairment.
No failure or delay by either party in exercising any right under these Terms will constitute a waiver of that right. No waiver will be effective unless made in writing and signed by the waiving party.
You may not assign or transfer these Terms, your Subscription, or any rights or obligations under them without AashCo's prior written consent, which will not be unreasonably withheld. AashCo may assign these Terms without your consent in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets, provided that the assignee assumes all of AashCo's obligations hereunder.
Neither party will be liable for any delay or failure to perform its obligations under these Terms (except payment obligations) to the extent caused by circumstances beyond its reasonable control, including acts of God, natural disasters, epidemic or pandemic, government action, power failures, internet outages, or failures of third-party service providers, provided the affected party gives prompt notice and uses reasonable efforts to resume performance.
These Terms are for the benefit of AashCo and the Customer only and do not create any rights in favour of any third party, including End Users and Child Locations.
Notices under these Terms must be in writing. AashCo will send notices to the email address on your account. You must send notices to hello@dojoos.ca. Notices are effective when received.
The parties have agreed that these Terms and all related documents be drawn up in English. Les parties ont convenu que les présentes conditions et tous les documents s'y rattachant soient rédigés en anglais.
The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, franchise, or employment relationship between the parties.