This Agreement governs the use of the services and software provided by Pono Software Inc. (“Pono”, “we”, “our”, “us”) and forms a contract between Pono and you (“you”, “your”, “Customer”). By using our services or subscribing to our software, you agree to these Terms.
1. Services
Pono provides the following services (collectively, the “Services”):
- Custom Software Development: design, development, and maintenance of web and mobile applications.
- Subscription-Based SaaS: access to the Pono Platform, a cloud-based software for fitness and nutrition coaching.
- Software Support & Consulting: technical support for Pono software, as well as general workflow and process guidance related to implementation and use of our solutions.
Unless otherwise specified in writing, Services are provided “as available” and may be updated, modified, or discontinued at our discretion.
2. Authority and Responsibilities
- You: You confirm that you have the authority to enter into this Agreement and will provide the necessary information and cooperation for us to deliver the Services. You agree to follow the payment schedule and other requirements as outlined here.
- Us: We will provide the Services in a professional and timely manner and will endeavor to meet agreed deadlines. We will maintain the confidentiality of information you provide.
3. Subscriptions and Renewal
- If a trial period is offered, billing begins at the end of the trial. Otherwise, billing begins immediately when you place your order.
- Subscriptions renew automatically on the same calendar day each month unless canceled at least 72 hours before the next billing cycle begins.
- Cancellations take effect at the end of the current billing period. Example: if renewal is on May 10, cancellation on May 6 ends on May 10; cancellation on May 7 ends on June 10.
- Payments already made (including setup fees, pre-paid annual subscriptions, or additional support/development fees) are non-refundable, unless required by law.
4. Pricing and Price Changes
- Prices are shown during checkout and confirmed in your order confirmation, in U.S. dollars.
- Decreases: If subscription prices drop, your next billing period will reflect the lower price. Annual pre-pays will receive a credit applied to the following year.
- Increases: If subscription prices rise, you will be charged the new rate starting 90 days after the announcement(annual pre-pays are locked for the prepaid year, and increases take effect at renewal).
5. Billing and Payments
- By placing an order, you authorize us (or our processors, such as Stripe) to set up a recurring subscription and automatically bill your payment method each cycle.
- You are responsible for ensuring payment methods are current. Updates can be made in your account or by contacting us.
- If payment is not received within 5 calendar days of the due date, we may suspend access to your Pono system until payment is made.
6. Upgrades and Updates
- Monthly subscriptions include access to free upgrades to the Pono system.
- Additional hosting, storage, or email capacity may be purchased as add-ons.
- The included subscription covers up to: 500GB storage, 500GB transfer, 50,000 emails/month. Additional emails are charged at $1 per 1,000/month.
7. Hosting, Domains, and Technical Support
- We will set up a hosting environment and install the Pono system.
- If you provide your own domain, you are responsible for its purchase and renewal. If not, we will provide a subdomain (e.g., example.ponoapp.com).
- We carefully select technical partners (e.g., Amazon, Linode, OVHcloud for hosting, Amazon S3 for storage, Stripe for billing, Mailgun for email). In the rare event of issues with these partners, we will work with them to resolve problems as quickly as possible.
8. Integrations with External Services
Optional integrations with third-party services may be offered. These may require you to create separate accounts with other providers (e.g., Amazon S3, Mailgun, AI services). We are not responsible for the performance or terms of those third-party services.
9. Support and Consulting
- Standard support is available free of charge through the support section of our website.
- One-on-one, premium, or extended support is available at additional cost.
- Workflow advice and consulting provided by Pono is general guidance only and should not be taken as legal, financial, or medical advice.
10. Content and Design
- You are responsible for providing all website or app content (text, images, artwork). You confirm that all content you supply is owned by you or properly licensed.
- We design and test layouts for modern browsers and devices but cannot guarantee identical appearance across all devices.
- While we build for SEO-friendly practices, we cannot guarantee specific search engine rankings.
11. Intellectual Property
- Pono owns the Pono software and licenses its use to you during the length of your subscription.
- You receive a limited, non-exclusive, non-transferable license to use the software during your subscription.
- You may not copy, reverse-engineer, resell, or misuse the software.
12. Confidentiality
Both parties agree to maintain confidentiality of proprietary or confidential information shared during the course of the relationship.
13. Portfolio Rights
We may display and link to your Pono-powered website or app in our portfolio, marketing materials, and social media unless you request otherwise in writing.
14. Disclaimers
- Fitness/Nutrition Disclaimer: Content delivered through the Pono Platform is for informational purposes only and is not medical advice. Always consult a qualified healthcare provider before starting any program. You assume all risks of use.
- Support Disclaimer: Any workflow or business advice provided as part of support or consulting is general in nature and should not be considered professional legal, tax, or business advice.
- No Warranty: We cannot guarantee that our software or services will be error-free or uninterrupted.
15. Limitation of Liability
To the fullest extent permitted by law:
- Pono is not liable for indirect, incidental, or consequential damages (e.g., lost profits, lost savings).
- Our total liability for any claim is limited to the amount you paid us in the past 12 months.
16. Indemnification
You agree to indemnify and hold harmless Pono from claims, damages, or liabilities arising from your use of the Services, your content, or your violation of these Terms.
17. Governing Law
These Terms are governed by the laws of British Columbia, Canada, without regard to conflict-of-laws. Disputes shall be resolved in the courts of British Columbia.
18. Changes
We may update these Terms from time to time. Updates will be posted on our website. Continued use of the Services after changes means you accept the updated Terms.
19. Entire Agreement
This Agreement (together with our Privacy Policy and your order confirmation) constitutes the entire agreement between you and Pono. If any provision is unlawful or unenforceable, the remaining terms remain valid.
20. Contact Us
Pono Software Inc.
#250 – 997 Seymour St.
Vancouver, BC, V6B 3M1, Canada
Email: [email protected]
Effective Date: October 8th 2025