TERMS OF SERVICE
Effective Date: June 8, 2025
These Terms of Service ("Terms") govern the relationship between Postulate Inc. ("Postulate," "we," "us," or "our") and any business entity engaging our services ("Client," "you," or "your"). By accessing our website, requesting a quote, or entering into a service agreement with Postulate, you agree to be bound by these Terms.
Acceptance of Terms
By using our website, submitting a quote request, or executing a service agreement with Postulate, you confirm that you have the authority to bind your organization to these Terms and to any subsequent service agreement entered into with Postulate.
Description of Services
Postulate provides business-to-business remote call centre and customer engagement services, including but not limited to inbound customer service, outbound sales and lead generation, technical support, appointment setting, order processing, bilingual and trilingual support, market research, collections support, back office support, omnichannel support, and related services (collectively, the "Services"). The specific scope, terms, and pricing of Services provided to a Client are set out in a separate, individually negotiated service agreement ("Service Agreement").
Custom Quotes and Service Agreements
Postulate does not offer standardized public pricing. All Services are provided pursuant to a personalized quote and a corresponding Service Agreement negotiated directly with the Client. In the event of any conflict between these Terms and a Service Agreement, the terms of the Service Agreement will govern with respect to the Services described therein.
Client Responsibilities
As a condition of receiving Services, Client agrees to:
Provide accurate, complete, and timely information necessary for Postulate to design, implement, and deliver the Services
Secure any necessary rights, licenses, or consents required for Postulate to act on Client's behalf, including with respect to Client's customers
Cooperate in good faith during onboarding, training, and ongoing program management
Make timely payment in accordance with the applicable Service Agreement
Comply with applicable laws relevant to Client's industry and the Services provided
Confidentiality
Both parties acknowledge that they may have access to confidential and proprietary information of the other party in connection with the Services, including business information, customer data, and operational processes. Each party agrees to protect the other's confidential information with at least the same degree of care it applies to its own confidential information, and to use such information solely for purposes related to the Services, except as otherwise required by law.
Intellectual Property
All intellectual property owned by either party prior to the engagement remains the property of that party. Any materials developed specifically for a Client under a Service Agreement, such as custom scripts, training materials, or reporting templates, will be addressed under the ownership terms specified in that Service Agreement. Postulate retains ownership of its underlying methodologies, processes, tools, and general know-how used in delivering the Services.
Payment Terms
Payment terms, including invoicing frequency, currency, and net payment periods, are set out in each Client's individual Service Agreement. Unless otherwise specified:
Invoices are payable within the net payment terms stated in the Service Agreement
Late payments may be subject to interest charges and/or late fees as specified in the Service Agreement
Postulate reserves the right to suspend Services for accounts with significantly overdue balances, upon reasonable notice
Limitation of Liability
To the fullest extent permitted by law, Postulate's total liability arising out of or related to the Services, whether in contract, tort, or otherwise, shall not exceed the total fees paid by Client to Postulate in the twelve (12) months preceding the event giving rise to the claim. In no event shall Postulate be liable for indirect, incidental, special, consequential, or punitive damages, including loss of profits, revenue, or business opportunity, even if advised of the possibility of such damages.
Indemnification
Client agrees to indemnify and hold harmless Postulate, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or related to: (a) Client's breach of these Terms or an applicable Service Agreement; (b) Client's provision of inaccurate or unlawful information or instructions; or (c) Client's violation of applicable law in connection with its use of the Services.
Termination
Either party may terminate a Service Agreement in accordance with the termination provisions set out in that agreement. Postulate reserves the right to suspend or terminate Services immediately in cases of non-payment, breach of confidentiality obligations, or conduct that exposes Postulate or its personnel to legal or reputational risk. Upon termination, Client remains responsible for payment of all fees incurred prior to the termination date.
Governing Law
These Terms and any Service Agreement entered into with Postulate shall be 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.
Dispute Resolution
The parties agree to first attempt to resolve any dispute arising out of these Terms or a Service Agreement through good-faith negotiation between authorized representatives. If a dispute cannot be resolved informally within a reasonable period, the parties agree to submit the matter to mediation prior to initiating litigation, unless injunctive relief is required. Any litigation not resolved through negotiation or mediation shall be subject to the exclusive jurisdiction of the courts of the Province of Ontario.
Amendments
Postulate may update these Terms from time to time to reflect changes in our business practices or legal requirements. Updated Terms will be posted on our website with a revised effective date. Material changes affecting an active Service Agreement will be communicated directly to the affected Client. Continued use of our Services after such changes constitutes acceptance of the updated Terms.
Contact Information
Questions regarding these Terms of Service may be directed to:
Legal Department, Postulate Inc.
Email: info@postulateinc.com