SUDSY CRM

TERMS OF SERVICE AND USER AGREEMENT

Effective Date: May 1, 2026
Last Updated: October 1, 2026

These Terms of Service and User Agreement ("Terms") govern your access to and use of the Sudsy CRM website, software, applications, services, tools, features, and related products offered by Layer One Supplies Inc., operating as Sudsy CRM ("Sudsy CRM," "we," "us," or "our").

By creating an account, purchasing a subscription, accessing the Sudsy CRM platform, or otherwise using any Sudsy CRM service, you agree to these Terms and our Privacy Policy.

If you are entering into these Terms on behalf of a company, organization, or other legal entity, you represent that you have authority to bind that entity to these Terms. In that case, "you" and "your" refer to that entity and its authorized users.

If you do not agree to these Terms, you must not access or use Sudsy CRM.

1. DEFINITIONS

For purposes of these Terms:

"Account" means your Sudsy CRM account or workspace.

"Authorized User" means an employee, contractor, representative, or other individual authorized by you to access your Account.

"Customer Data" means information, records, files, content, contacts, communications, appointments, forms, submissions, documents, images, videos, and other information submitted to or stored within Sudsy CRM by or on behalf of you or your Authorized Users.

"Platform" means the Sudsy CRM software, website, dashboard, applications, APIs, hosting environment, features, and related technology made available by us.

"Services" means the Platform and any related services, support, training, implementation, consulting, AI tools, communications services, or other services provided by Sudsy CRM.

"Subscription" means the paid or trial plan through which you access the Services.

"Third-Party Services" means services, software, applications, payment processors, telecommunications providers, advertising platforms, integrations, artificial intelligence providers, hosting providers, marketplaces, or other services operated by third parties.

"AI Features" means any artificial intelligence, machine learning, automated generation, automated analysis, AI agent, AI assistant, AI conversation, AI workflow, or similar functionality made available through the Services.

2. ELIGIBILITY AND ACCOUNT REQUIREMENTS

You must provide accurate and complete information when creating an Account.

You are responsible for keeping your Account information current.

You must be legally capable of entering into a binding agreement.

You are responsible for all activity occurring under your Account, including activity by your Authorized Users.

You must maintain appropriate passwords and account-security practices and must not share login credentials except where expressly permitted through the Platform's user-management functionality.

You must promptly notify Sudsy CRM if you believe your Account has been compromised, accessed without authorization, or otherwise misused.

You may not create an Account using a false identity, impersonate another person or organization, or misrepresent your relationship with another business or individual.

3. THE SUDSY CRM PLATFORM

Sudsy CRM provides software and technology intended to help businesses manage customer relationships, leads, sales, appointments, communications, marketing, workflows, forms, websites, reviews, payments, reporting, and related business operations.

The specific features available to you depend on your Subscription, Account configuration, purchased add-ons, Third-Party Services, and other factors.

We may add, modify, improve, restrict, replace, or discontinue features from time to time.

We do not guarantee that every feature will remain available indefinitely.

Certain features may require separate setup, additional fees, third-party accounts, carrier approval, or other requirements.

4. SUBSCRIPTIONS AND BILLING

4.1 Subscription Fees

You agree to pay the fees associated with your selected Subscription.

Prices are displayed at the time of purchase or within your Account.

Unless otherwise stated, Subscription fees are recurring and will automatically renew for successive billing periods until cancelled.

4.2 Payment Authorization

By providing a payment method, you authorize Sudsy CRM or its designated payment processor to charge the applicable Subscription fees, taxes, usage charges, add-ons, and other amounts you have authorized.

You are responsible for maintaining a valid payment method.

4.3 Taxes

You are responsible for applicable sales taxes, GST/HST, PST, QST, or other taxes imposed on your purchase, except taxes based on Sudsy CRM's income.

4.4 Failed Payments

If a payment fails, we may retry the payment and/or restrict, suspend, or terminate access to paid features until the outstanding balance is resolved.

4.5 Price Changes

We may change Subscription pricing.

For recurring subscriptions, we will provide reasonable advance notice of material pricing changes where required by applicable law.

Your continued use after the effective date of a pricing change constitutes acceptance of the new pricing unless you cancel your Subscription before the change takes effect.

5. TRIALS, PROMOTIONS, AND DISCOUNTS

We may offer free trials, introductory pricing, promotional pricing, discounts, credits, or special offers.

Unless otherwise stated, promotional pricing applies only for the period specifically identified at purchase.

After a promotional period ends, your Subscription may automatically renew at the then-current regular price.

Promotional offers may be subject to additional terms.

We may limit, modify, or discontinue promotions at any time, subject to applicable law.

6. CANCELLATION

You may cancel your Subscription through the cancellation method made available by Sudsy CRM or by contacting our support team.

Unless otherwise stated in your Subscription terms, cancellation prevents future renewal but does not automatically refund amounts already paid for the current billing period.

You will generally retain access until the end of your paid billing period unless your Account is suspended or terminated for violation of these Terms or applicable law.

Nothing in this section limits any cancellation or refund rights that cannot legally be waived.

7. REFUNDS

Unless a different refund policy is expressly provided at the time of purchase, Subscription fees are non-refundable once a billing period has begun.

We may provide refunds, credits, or other adjustments at our discretion.

Nothing in this section limits mandatory consumer rights under applicable law.

8. CUSTOMER DATA

You retain ownership of Customer Data that you submit to Sudsy CRM.

You grant Sudsy CRM a limited, non-exclusive, worldwide license to host, store, copy, transmit, process, display, and otherwise use Customer Data solely as reasonably necessary to provide, maintain, secure, support, improve, and operate the Services, or as otherwise permitted by these Terms or our Privacy Policy.

You are responsible for Customer Data and for ensuring that you have all necessary rights, permissions, consents, notices, and legal authority to collect, upload, store, process, transmit, and use Customer Data through Sudsy CRM.

You represent that your Customer Data and use of the Services will not violate applicable laws, regulations, contractual obligations, intellectual property rights, privacy rights, or other rights of third parties.

9. YOUR RESPONSIBILITY FOR YOUR CONTACTS

Sudsy CRM may allow you to store information about customers, leads, prospects, employees, suppliers, or other individuals.

You are responsible for determining whether you have the legal right to collect, store, use, contact, profile, or otherwise process that information.

You are responsible for providing legally required privacy notices and obtaining legally required consent.

Sudsy CRM does not determine whether your collection or use of personal information is lawful.

You must not use Sudsy CRM to collect, process, disclose, or distribute personal information unlawfully.

10. EMAIL, SMS, TELEPHONE, AND MARKETING COMMUNICATIONS

Sudsy CRM may provide tools for email, SMS/text messaging, telephone calls, voicemail, automated communications, marketing campaigns, and other electronic communications.

You are solely responsible for the content, recipients, timing, frequency, and legality of communications sent through your Account.

You are responsible for obtaining and maintaining all required consents and permissions.

You must comply with all applicable anti-spam, telemarketing, telecommunications, privacy, consumer-protection, and marketing laws.

For customers operating in Canada, this includes applicable requirements under Canada's Anti-Spam Legislation ("CASL").

You must maintain appropriate records demonstrating consent where required.

You must provide legally required identification and contact information in commercial electronic messages.

You must provide appropriate unsubscribe mechanisms and promptly process unsubscribe requests.

You must not send spam, deceptive communications, malicious content, unlawful solicitations, or messages to individuals who have withdrawn required consent.

Sudsy CRM may suspend communications functionality or your Account if we reasonably believe communications originating from your Account violate applicable law, carrier requirements, provider policies, or these Terms.

11. TELECOMMUNICATIONS AND CARRIER REQUIREMENTS

SMS, voice, email, and telecommunications functionality may depend on third-party carriers and telecommunications providers.

Carrier filtering, blocking, registration requirements, delivery failures, message restrictions, geographic limitations, regulatory requirements, and other telecommunications conditions may affect delivery.

Sudsy CRM does not guarantee that any particular SMS, email, telephone call, or other communication will be delivered, received, read, or acted upon.

You authorize Sudsy CRM and applicable telecommunications providers to process communications as necessary to provide the requested functionality.

You are responsible for ensuring that your use of communications features complies with applicable laws and carrier requirements.

12. AI FEATURES

Sudsy CRM may offer AI-powered features.

AI Features may generate text, responses, summaries, recommendations, classifications, workflows, customer communications, analyses, or other outputs.

AI-generated output may be incomplete, inaccurate, inappropriate, outdated, or incorrect.

You are responsible for reviewing AI-generated content before relying upon it where accuracy, legality, financial impact, customer communications, or other material consequences are involved.

AI Features should not be treated as legal, financial, medical, accounting, tax, employment, or other professional advice.

You remain responsible for decisions made using AI-generated information.

You should not rely solely on AI output for decisions that could materially affect an individual.

Where required by applicable law, you must provide appropriate notice regarding automated processing or AI use.

Sudsy CRM may use third-party AI providers to provide certain AI functionality.

Customer Data submitted to AI Features may be processed by applicable AI service providers as necessary to provide those features, subject to our Privacy Policy and applicable contractual and technical safeguards.

You are responsible for determining whether particular Customer Data is appropriate to submit to an AI Feature.

You should not submit highly sensitive personal information to AI Features unless the applicable feature expressly supports such information and you have a lawful basis to do so.

13. AI AGENTS AND AUTOMATED CUSTOMER INTERACTIONS

Certain Services may allow AI agents or automated systems to communicate with your customers or prospects.

You are responsible for configuring these systems appropriately.

You are responsible for reviewing prompts, instructions, knowledge sources, actions, workflows, escalation rules, and other settings.

You must ensure that automated communications are accurately represented as appropriate and do not mislead recipients.

You are responsible for ensuring that AI agents do not make unauthorized commitments, representations, purchases, refunds, promises, or other decisions on your behalf.

Sudsy CRM does not guarantee that an AI agent will always understand a customer, provide accurate information, follow instructions perfectly, or escalate an interaction when expected.

14. THIRD-PARTY SERVICES AND INTEGRATIONS

Sudsy CRM may integrate with or provide access to Third-Party Services.

Examples may include payment processors, email providers, telecommunications providers, calendars, advertising platforms, social media platforms, artificial intelligence providers, analytics providers, cloud-storage providers, and other applications.

Third-Party Services are governed by their own terms and privacy policies.

Sudsy CRM does not control Third-Party Services and is not responsible for their availability, security, functionality, policies, pricing, changes, or failures.

You are responsible for reviewing and accepting any terms required by Third-Party Services that you choose to use.

If a Third-Party Service stops supporting an integration, changes its API, restricts access, increases its fees, or otherwise changes its functionality, Sudsy CRM may be unable to maintain that integration.

15. PAYMENTS

Sudsy CRM may provide tools allowing you to request, collect, process, or record payments from your customers.

Unless expressly stated otherwise, Sudsy CRM is not the merchant of record for transactions between you and your customers.

You are responsible for the products or services you sell, pricing, taxes, refunds, disputes, chargebacks, invoices, receipts, and compliance with applicable laws.

Payment processing may be provided by Third-Party Services.

You agree to comply with applicable payment-provider terms and card-network rules.

Sudsy CRM is not responsible for a customer's refusal to pay, chargeback, payment dispute, fraudulent transaction, or payment-provider decision.

16. WEBSITES, FUNNELS, FORMS, AND PUBLIC CONTENT

Sudsy CRM may allow you to create websites, landing pages, funnels, forms, booking pages, surveys, or other publicly accessible content.

You are solely responsible for content published through your Account.

You must ensure that your websites and public-facing content comply with applicable laws, including privacy, accessibility, consumer protection, advertising, copyright, trademark, and marketing requirements.

You are responsible for publishing any privacy policy, terms of service, cookie notice, consent language, disclaimers, or other disclosures required for your business.

17. USER CONTENT

You retain ownership of content you create or upload.

You grant Sudsy CRM the rights reasonably necessary to host and provide that content through the Services.

You represent that you have all necessary rights to content you upload.

You may not upload content that infringes another person's intellectual property rights, violates privacy rights, contains unlawful material, or otherwise violates these Terms.

18. ACCEPTABLE USE

You may use Sudsy CRM only for lawful business purposes.

You must not:

• Violate any applicable law or regulation.

• Send spam or unlawful commercial communications.

• Use the Platform to distribute malware, viruses, ransomware, or malicious code.

• Attempt to gain unauthorized access to the Platform or another user's Account.

• Interfere with the operation or security of the Platform.

• Reverse engineer, decompile, disassemble, or attempt to discover the source code of the Platform except where legally permitted.

• Scrape or systematically extract Platform data without authorization.

• Circumvent usage limits or security controls.

• Use the Platform to impersonate another person or organization.

• Use the Platform for fraud, scams, phishing, or deceptive practices.

• Upload unlawful or infringing material.

• Use the Platform to harass, threaten, abuse, or exploit individuals.

• Use the Platform to distribute content that violates applicable law.

• Use automated systems to abuse the Platform or create unreasonable load.

• Resell or sublicense the Platform except as expressly authorized by Sudsy CRM.

• Attempt to interfere with another customer's Account.

• Use the Platform for any purpose prohibited by applicable Third-Party Service or telecommunications-provider requirements.

We may investigate suspected violations.

19. INTELLECTUAL PROPERTY

The Platform, including its software, design, user interface, workflows, templates, branding, logos, documentation, graphics, and underlying technology, is owned by or licensed to Sudsy CRM and is protected by applicable intellectual-property laws.

Except for the limited right to use the Services during an active Subscription, you receive no ownership interest in the Platform.

"Sudsy CRM" and related trademarks, logos, names, designs, and branding are owned by or licensed to Sudsy CRM.

You may not copy, modify, reproduce, distribute, sell, license, reverse engineer, or create derivative works from the Platform except as expressly permitted.

20. FEEDBACK

If you provide suggestions, ideas, recommendations, feature requests, or other feedback about Sudsy CRM, you grant Sudsy CRM the right to use that feedback without restriction or compensation to you.

Feedback does not transfer ownership of your Customer Data or confidential business information.

21. CONFIDENTIALITY

Each party may receive confidential information belonging to the other party.

The receiving party will use reasonable care to protect confidential information and will use it only as necessary to perform its obligations or exercise its rights under these Terms.

Confidential information does not include information that:

• Is publicly available through no fault of the receiving party.

• Was already lawfully known.

• Is independently developed without use of confidential information.

• Is lawfully received from another source without a confidentiality obligation.

• Must be disclosed by law or legal process.

22. SECURITY

Sudsy CRM uses reasonable administrative, technical, and organizational measures intended to protect the Services and information processed through them.

However, no internet-based system can be guaranteed to be completely secure.

You are responsible for maintaining secure passwords, controlling user permissions, protecting devices used to access your Account, and promptly reporting suspected security incidents.

You should use appropriate role-based permissions and should not provide users with greater access than necessary.

23. PRIVACY

Your use of Sudsy CRM is also governed by our Privacy Policy.

Our Privacy Policy explains how Sudsy CRM collects, uses, discloses, stores, and protects personal information.

By using the Services, you acknowledge that you have reviewed our Privacy Policy.

Where you use Sudsy CRM to process personal information belonging to your customers or contacts, you remain responsible for complying with applicable privacy laws.

24. DATA RETENTION AND DELETION

We may retain Account information and Customer Data for as long as reasonably necessary to provide the Services, comply with legal obligations, resolve disputes, enforce agreements, maintain security, and protect our legitimate business interests.

After cancellation or termination, Customer Data may remain available for a limited period to facilitate account closure, export, recovery, or other legitimate purposes.

We may subsequently delete or anonymize Customer Data in accordance with our retention practices.

You are responsible for exporting any information you need before your Account is terminated or deleted.

We do not guarantee that deleted information can be recovered.

Certain backup copies may remain for a limited period after deletion.

25. ACCOUNT SUSPENSION AND TERMINATION

We may suspend or terminate your Account if:

• You violate these Terms.

• You fail to pay amounts due.

• Your use creates a security, legal, regulatory, or operational risk.

• You engage in fraud or abuse.

• We are required to do so by law or a Third-Party Service provider.

• Your Account is used for unlawful communications.

• Your Account creates material harm to Sudsy CRM, other customers, service providers, or third parties.

Where reasonably practical, we may provide notice and an opportunity to remedy the violation before suspension or termination.

We may immediately suspend access where necessary to protect the Platform, users, third parties, or comply with legal or provider requirements.

26. EFFECT OF TERMINATION

Upon termination:

• Your right to access the Services ends.

• You remain responsible for amounts incurred before termination.

• Provisions intended to survive termination continue to apply.

• We may delete or retain information as described in these Terms and our Privacy Policy.

Termination does not eliminate obligations that arose before termination.

27. SERVICE AVAILABILITY

We will use reasonable efforts to maintain availability of the Services.

We do not guarantee uninterrupted or error-free operation.

The Services may occasionally be unavailable due to maintenance, upgrades, outages, internet failures, cybersecurity events, telecommunications failures, Third-Party Services, force majeure events, or other circumstances beyond our reasonable control.

Scheduled maintenance may occur from time to time.

28. NO PROFESSIONAL ADVICE

Sudsy CRM provides software and technology.

We do not provide legal, accounting, tax, financial, medical, employment, compliance, or other professional advice through the Platform.

Any educational information, templates, AI output, recommendations, or examples are provided for informational purposes only.

You are responsible for obtaining professional advice where appropriate.

29. DISCLAIMERS

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.

WE DO NOT WARRANT THAT THE SERVICES WILL:

• ALWAYS BE AVAILABLE;

• BE ERROR-FREE;

• BE COMPLETELY SECURE;

• MEET EVERY BUSINESS REQUIREMENT;

• PRODUCE PARTICULAR BUSINESS RESULTS;

• GENERATE A PARTICULAR NUMBER OF LEADS, SALES, APPOINTMENTS, REVIEWS, OR REVENUE;

• DELIVER EVERY EMAIL, SMS, OR TELEPHONE COMMUNICATION;

• PREVENT ALL FRAUD, SPAM, OR ABUSE; OR

• PRODUCE ACCURATE AI-GENERATED OUTPUT IN EVERY CIRCUMSTANCE.

NOTHING IN THESE TERMS EXCLUDES A WARRANTY OR RIGHT THAT CANNOT LAWFULLY BE EXCLUDED.

30. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SUDSY CRM AND ITS OWNERS, DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, AFFILIATES, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST BUSINESS, LOST DATA, LOSS OF GOODWILL, OR BUSINESS INTERRUPTION ARISING FROM OR RELATING TO YOUR USE OF THE SERVICES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF SUDSY CRM ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY YOU TO SUDSY CRM FOR THE SERVICES DURING THE THREE MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

THE ABOVE LIMITATIONS DO NOT APPLY TO LIABILITY THAT CANNOT LAWFULLY BE LIMITED OR EXCLUDED.

31. INDEMNIFICATION

To the maximum extent permitted by law, you agree to defend, indemnify, and hold harmless Sudsy CRM and its owners, directors, officers, employees, contractors, affiliates, and service providers from claims, damages, losses, liabilities, costs, and expenses, including reasonable legal fees, arising from:

• Your use of the Services.

• Your Customer Data.

• Your violation of these Terms.

• Your violation of applicable law.

• Your communications with your customers or contacts.

• Your failure to obtain required consent.

• Your use of Third-Party Services.

• Your infringement of another person's rights.

• Actions taken by your Authorized Users.

32. FORCE MAJEURE

Sudsy CRM will not be responsible for failure or delay caused by circumstances beyond our reasonable control, including natural disasters, fire, flood, severe weather, war, terrorism, civil unrest, government action, internet failures, telecommunications failures, power outages, cyberattacks, provider outages, labour disputes, or failures of Third-Party Services.

33. CHANGES TO THESE TERMS

We may update these Terms from time to time.

When we make material changes, we may provide notice through the Platform, by email, or through another reasonable method.

The updated Terms will become effective on the stated effective date.

Your continued use of the Services after the effective date constitutes acceptance of the updated Terms, except where applicable law requires another form of acceptance.

We may maintain previous versions of these Terms for reference.

34. ELECTRONIC COMMUNICATIONS

You agree that Sudsy CRM may communicate with you electronically regarding your Account, Subscription, billing, security, support, service changes, legal notices, and other matters relating to the Services.

Electronic communications satisfy any legal requirement that communications be provided in writing to the extent permitted by law.

You are responsible for maintaining a current email address associated with your Account.

35. ELECTRONIC ACCEPTANCE

You agree that clicking an acceptance button, checking an acceptance box, creating an Account, purchasing a Subscription, or accessing or using the Services constitutes your electronic signature and acceptance of these Terms.

Electronic records of acceptance may be maintained by Sudsy CRM.

36. GOVERNING LAW

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable in Ontario, without regard to conflict-of-law principles.

Subject to mandatory rights available under applicable consumer-protection laws, the courts located in Ontario will have jurisdiction over disputes arising from these Terms.

Nothing in these Terms prevents a party from seeking urgent injunctive or equitable relief where appropriate.

37. CONSUMER RIGHTS

Nothing in these Terms is intended to remove or restrict rights that cannot legally be waived under applicable consumer-protection legislation.

If any provision of these Terms conflicts with a mandatory statutory right, the mandatory statutory requirement will prevail to the extent of the conflict.

38. SEVERABILITY

If any provision of these Terms is determined to be invalid or unenforceable, the remaining provisions will remain in effect.

The invalid or unenforceable provision will be interpreted or modified to the minimum extent necessary to make it enforceable where legally permitted.

39. NO WAIVER

Our failure to enforce any provision of these Terms does not constitute a waiver of our right to enforce that provision later.

40. ASSIGNMENT

You may not assign or transfer your rights or obligations under these Terms without our prior written consent, except where permitted by law.

Sudsy CRM may assign these Terms in connection with a merger, acquisition, corporate reorganization, sale of assets, or similar transaction.

41. ENTIRE AGREEMENT

These Terms, together with our Privacy Policy and any additional terms expressly incorporated into your Subscription or specific Services, constitute the entire agreement between you and Sudsy CRM regarding your use of the Services.

If there is a conflict between these Terms and a specific written agreement signed by Sudsy CRM, the signed agreement will control to the extent of the conflict.

42. CONTACT INFORMATION

Questions regarding these Terms may be directed to:

Sudsy CRM
Legal Entity: Layer One Supplies Inc.
Address: 3165 Walker Rd, Windsor, Ontario N8W 3R6 Canada
Email: contact@sudsycrm.com
Website: www.sudsycrm.com

43. ACKNOWLEDGEMENT

BY CREATING AN ACCOUNT, PURCHASING A SUBSCRIPTION, OR USING SUDSY CRM, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO THESE TERMS OF SERVICE AND USER AGREEMENT.