Terms of Service

PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE USING TENGTALK.

By creating an account, clicking "I agree," or using the TengTalk web application at tengtalk.com (the "Service"), you confirm that you have read, understood, and agree to be bound by these Terms of Service ("Terms") and our Privacy Policy. Your acceptance constitutes a valid electronic contract under Alberta's Electronic Transactions Act, SA 2001, c E-5.5, s. 20.

If you do not agree to these Terms, do not use the Service.

These Terms form a binding agreement between you and TengTalk ("TengTalk," "we," "us," or "our"). TengTalk is an Alberta-based business.

You must be at least 18 years of age to use the Service. This requirement reflects Alberta's Age of Majority Act, RSA 2000, c A-6, s. 1, which establishes 18 as the age of majority for the purpose of entering binding contracts in Alberta.

By creating an account, you represent and warrant that: (a) you are at least 18 years old; (b) you have not previously been suspended or removed from the Service; and (c) your use of the Service is in compliance with all applicable laws and regulations. If you are using the Service on behalf of an organization, you represent that you have authority to bind that organization to these Terms.

The Service uses passwordless authentication via magic link. You provide your email address and receive a one-time login link. You are responsible for the security of your email account and for all activity that occurs under your TengTalk account.

Notify us immediately at legal@tengtalk.com if you become aware of unauthorized use of your account. We reserve the right to suspend or terminate accounts at our sole discretion.

The Service allows you to record audio of conversations in your browser for transcription and AI analysis. Recording conversations has significant legal implications. You acknowledge and agree that:

• Criminal Code (Canada): Under ss. 183.1 and 184(2) of the Criminal Code (RSC 1985, c C-46), a participant in a private communication may lawfully record it with the consent of any one party (one-party consent). By initiating a recording, you represent that you are a party to the conversation being recorded.
• Civil privacy obligations (PIPA): The Criminal Code one-party consent rule is a criminal law floor, not a civil law ceiling. Alberta's Personal Information Protection Act (PIPA) requires that collection of other participants' personal information be disclosed and consented to. You are solely responsible for notifying all other participants that the conversation is being recorded and processed by AI, and for obtaining their consent where required.
• Your representation: By using the recording feature, you represent and warrant that: (a) you are a participant in the conversation; (b) you have notified all other participants that the conversation is being recorded; (c) you have obtained any required consents from other participants; and (d) you have disclosed that the recording will be transcribed and analyzed by third-party AI systems located outside Canada — including speech-to-text (OpenAI), conversation analysis (Anthropic), and vocal tone and emotion analysis (Behavioral Signals), the last of which may use the submitted audio to improve its own models — and you have obtained any consent required for that processing.
• Recording laws vary by jurisdiction. You are solely responsible for compliance with all laws applicable to recording in your location and in the location of other participants.

TengTalk provides the recording and analysis tools only. We do not monitor or control the conversations you record or how you use the Service, and we are not responsible for how you employ it. Ensuring you have the appropriate consent from all participants, and complying with all applicable laws, is your responsibility alone. TengTalk bears no liability for your failure to comply with recording laws or to obtain required consents — including any consent required for third-party AI, vocal-tone, or emotion processing of participants' voices. You agree to indemnify TengTalk as described in Section 13.

As between you and TengTalk, you retain all copyright and other proprietary rights in the audio recordings, transcripts, and any other content you submit to the Service ("User Content").

By submitting User Content, you grant TengTalk a limited, non-exclusive, worldwide, royalty-free licence to process, transmit, and analyze your User Content solely for the purpose of providing the Service to you. This licence terminates when your User Content is deleted from our systems in accordance with our Privacy Policy.

TengTalk does not use your User Content to train machine learning models. TengTalk does not sell, licence, or transfer your User Content to third parties except to the processors listed in our Privacy Policy, for the sole purpose of delivering the Service.

The Service generates automated transcriptions, analyses, action items, summaries, and draft follow-up messages ("Outputs") using third-party AI services. You acknowledge and agree that:

• Outputs are generated automatically and may be inaccurate, incomplete, biased, or otherwise incorrect. They do not represent the views of TengTalk.
• Under Alberta's Consumer Protection Act (RSA 2000, c C-26.3), s. 6, a representation is unfair if it is misleading. TengTalk is not responsible for decisions you make based on Outputs without independently verifying their accuracy.
• Outputs are not professional advice — not legal, medical, financial, psychological, or any other kind of professional advice. They are an automated summary tool only.
• You are responsible for all recordings you submit and all uses you make of Outputs. You should review all Outputs before acting on them.

Consistent with our Privacy Policy and Alberta PIPA s. 35 (retain only as long as reasonably required for the purpose), TengTalk's data handling is:

• Audio recordings are permanently deleted immediately after transcription is complete.
• Transcripts and AI analyses are never written to persistent storage. They exist only in your active browser session. When you close the tab, they are gone.
• Your email address and account data are retained while your account is active and for up to 30 days after account deletion.

The analysis summary emailed to you is the only persistent copy of your results.

You agree not to use the Service to:

• Record conversations without obtaining all legally required consents and notifications;
• Violate any applicable federal, provincial, or local law or regulation, including the Criminal Code, PIPA, PIPEDA, or CASL;
• Infringe the intellectual property, privacy, or other rights of any person or entity;
• Record, process, or transmit content that is illegal, harmful, harassing, defamatory, or obscene;
• Gain unauthorized access to any part of the Service, other user accounts, or any related computer systems;
• Use automated means (bots, scrapers, crawlers) to access the Service without our express written consent;
• Attempt to circumvent, disable, or interfere with any security feature of the Service;
• Reproduce, distribute, or create derivative works of the Service or its content without our express written consent.

The Service relies on US-based third-party providers for core functionality (transcription, AI analysis, authentication, storage, email delivery, and hosting). By using the Service, you acknowledge that your User Content will be transmitted to and processed by these providers in the United States, subject to their terms and data processing agreements with TengTalk.

See our Privacy Policy, Section 6, for a complete list of providers and our obligations under Alberta PIPA s. 13.1 and PIPEDA regarding cross-border transfers.

The Service and all TengTalk-provided content (software, design, text, graphics, excluding User Content) are owned by TengTalk and protected by applicable intellectual property law. Nothing in these Terms grants you any right, title, or interest in TengTalk's intellectual property other than the limited right to use the Service as described herein.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. TENG DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT AI-GENERATED OUTPUTS WILL BE ACCURATE, COMPLETE, OR CURRENT.

Nothing in this section excludes or limits any statutory warranty or right that cannot be excluded under the laws of Alberta or Canada.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE ALBERTA AND CANADIAN LAW, AND SUBJECT TO THE CARVE-OUTS BELOW, TENG WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, OR OTHER INTANGIBLE LOSSES) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR INABILITY TO USE, THE SERVICE.

THE TOTAL AGGREGATE LIABILITY OF TENG FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE IS LIMITED TO THE GREATER OF: (A) THE TOTAL FEES ACTUALLY PAID BY YOU TO TENG IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) $100 CAD.

These limitations do not apply to, and TengTalk does not limit liability for:

• TengTalk's own fraud or fraudulent misrepresentation;
• TengTalk's willful misconduct or gross negligence;
• Death or personal injury caused by TengTalk's negligence;
• Any liability that cannot be excluded or limited under the laws of Alberta or Canada, including the Consumer Protection Act (RSA 2000, c C-26.3).

This limitation is an allocation of risk agreed to by both parties as a fundamental element of the basis of the bargain between them, consistent with the principles in Tercon Contractors Ltd. v. British Columbia (Transportation and Highways), 2010 SCC 4. The Service is provided free of charge, and the limitation reflects the absence of payment.

You agree to indemnify, defend, and hold harmless TengTalk and its officers, directors, employees, and agents from and against any third-party claims, liabilities, damages, losses, and costs (including reasonable legal fees) arising out of or relating to: (a) your use of the Service; (b) your User Content; (c) your breach of these Terms; (d) your violation of any applicable law; or (e) your failure to obtain required consents for recordings.

These Terms are effective from the date you first use the Service. We may suspend or terminate your access at any time, with or without cause. If we terminate for material breach by you, we will provide notice where practicable.

You may close your account at any time by contacting us at legal@tengtalk.com. Upon account closure, we will delete your personal information as described in our Privacy Policy.

Sections 4, 5, 6, 10, 11, 12, 13, 15, and 16 survive termination.

We may update these Terms from time to time. For material changes — including changes to pricing, renewal terms, or any term that significantly affects your rights — we will notify you by email at least 60 days before the change takes effect, consistent with the Alberta Consumer Protection Act (RSA 2000, c C-26.3) as amended by Bill 31 (2018). If you do not agree to the material change, you may close your account before the change takes effect at no penalty.

For minor or non-material changes (e.g., clarifications, corrections, contact updates), we may update these Terms with shorter notice. Continued use of the Service after any update constitutes acceptance of the revised Terms.

You may not be restricted from publishing honest reviews or feedback about the Service. Any clause purporting to prevent you from sharing genuine reviews is void under the Alberta Consumer Protection Act.

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

Step 1 — Informal resolution (30 days): Before starting any formal proceeding, you must contact us at legal@tengtalk.com with a written description of your claim and desired resolution, and give us 30 days to attempt an informal resolution.

Step 2 — Optional mediation: Either party may request voluntary mediation through a mutually agreed mediator. Costs of mediation are shared equally unless otherwise agreed.

Step 3 — Courts of Alberta: Disputes not resolved by the above will be submitted to the exclusive jurisdiction of the courts of the Province of Alberta, Canada. Either party retains the right to bring claims within the jurisdiction of Alberta's Provincial Court (Civil Division) (claims up to $50,000 CAD) without first completing Steps 1 or 2.

No mandatory arbitration: Consistent with the Alberta Consumer Protection Act and the Supreme Court of Canada's decision in Uber Technologies Inc. v. Heller, 2020 SCC 16, these Terms do not impose mandatory pre-dispute arbitration. If you and TengTalk agree to arbitration after a specific dispute has arisen, that agreement governs that dispute only.

TengTalk complies with Canada's Anti-Spam Legislation (CASL), SC 2010, c 23. Post-session analysis emails are delivered as transactional service messages under CASL s. 6(6)(f) — they deliver a service you are entitled to receive as part of your account. These emails contain no promotional content. Every email we send includes our name, contact information, and an unsubscribe mechanism honored within 10 business days (CASL s. 11).

If you unsubscribe from analysis emails, you will continue to receive essential authentication emails (magic-link login) as these are necessary system messages, not commercial electronic messages under CASL s. 1(2).

Entire agreement: These Terms and our Privacy Policy constitute the entire agreement between you and TengTalk regarding the Service and supersede all prior agreements.

Severability: If any provision is found to be invalid or unenforceable by a court of competent jurisdiction, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force.

No waiver: Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.

Language: The parties have requested that these Terms and all related documents be drafted in the English language. (Les parties ont demandé que la présente convention et tous les documents connexes soient rédigés en langue anglaise.)

Consumer Protection Act: Nothing in these Terms is intended to limit any rights you may have under the Alberta Consumer Protection Act or other applicable consumer protection legislation that cannot be waived by contract.

For general legal inquiries about these Terms:
Email: legal@tengtalk.com

For privacy-related matters (access requests, consent withdrawal, PIPA complaints):
Email: privacy@tengtalk.com

Website: tengtalk.com