Legal

Terms and Conditions

Last updated: 27 August 2026

1. Introduction

This website is operated by HAPPISOFT INC. ("HAPPISOFT", "we", "us"), a digital agency based in Ottawa, Ontario, that runs the digital presence of NGOs, SMEs and growing organizations across Canada. We do not publish a street address; we work remotely and meet clients by arrangement. Written notices should go to [email protected].

These terms apply to everyone who visits this website. If we are engaged to do work for you, they also apply to that engagement alongside the written quote or agreement we sign with you. Where the two disagree, the signed agreement wins, then the accepted quote, then this page.

2. Accepting these terms

By using this website you accept these terms as they read on the day of your visit. If you do not accept them, please stop using the site. If you are accepting on behalf of an organization, you confirm you are allowed to bind that organization.

3. What we do

HAPPISOFT builds and runs websites and applications, produces content and manages social media, runs digital marketing and acquisition campaigns, and provides ongoing support plans. What we will actually do for you is set out in the written quote, proposal or plan description you accept — not on this page. Nothing on this website is an offer to perform work at a stated price, and the pages describing our plans are a summary, not a contract.

4. Quotes, proposals and agreements

We describe the work, the deliverables and the price in writing before we start. A quote becomes an agreement when you accept it in writing and, where one applies, pay the deposit. A quote stays valid for 30 days from the date we send it; after that we may re-quote, and we will say so rather than quietly changing the number. One-off project work starts once a 40% deposit is received. Monthly plans need no deposit — the first month is simply invoiced as month one.

Work outside what the quote describes is handled as a change, not as a favour and not as a silent extra: we tell you what it costs and how it moves the schedule, and we wait for your written go-ahead before doing it.

5. Payment

Support plans are billed monthly in advance. Project work is invoiced against the schedule in the accepted quote. Prices are in Canadian dollars and do not include applicable taxes. Invoices are payable within 15 days. Amounts still outstanding after 30 days may carry interest at 1.5% per month (18% a year), and we may pause work on an account that is more than 30 days overdue — we will tell you before we do, not after. Deposits on project work are not refundable once work has started, because the time is already committed. A prepaid plan month is not refunded, but the service runs to the end of that month.

If an invoice goes significantly overdue we may pause work on the account, after telling you first. We would rather have the conversation than stop quietly.

6. Support plans: trial, term and renewal

Every plan starts with a one-month trial, so both sides can see how the working relationship actually goes before committing to a term. After the trial, a plan runs for the term you chose — six months or twelve months — at the rate published for that term.

At the end of an agreed term, a plan continues month to month on the same terms unless you and we agree a new term. Either side may end a plan with 30 days' notice in writing, effective at the end of the following month. Unused items in a month — posts not requested, design hours not used — do not carry over; the plan buys a standing team, not a bank of hours. We give 60 days' notice in writing before any plan price changes, and a change never applies inside a term you have already agreed. The trial month is invoiced like any other month. If you walk away at the end of it, that month is all you owe and nothing further is payable.

7. What we need from you

Work moves at the speed of the slower side. To keep to a schedule we need you to:

Delays on your side move the schedule. We will tell you when that happens rather than let a date slip past quietly.

8. Intellectual property and who owns the work

When you have paid in full, the deliverables we made for you are yours: the design files, the code we wrote, the content we produced, and the accounts and domains registered in your name. That transfer happens on full payment, not on delivery. Until then they remain ours. We keep ownership of the general tools, libraries, snippets and internal methods we bring to every project — you get a licence to use them as part of your deliverable, not ownership of the toolkit itself.

In substance: once the amounts due for a piece of work are paid in full, the things we made for you specifically — page designs, written content, custom code, video and image files — are yours. Until then they remain ours. We keep ownership of what we bring to every project: our internal tools, frameworks, components, templates and general know-how, and anything we built before your engagement. Where we reuse those in your deliverables, you get a licence to keep using them as part of the work.

We may show completed work in our portfolio, case studies and social channels, including your name and logo. If you would rather we did not, tell us in writing and we will leave it out — no explanation needed. Delivered code may include open-source components under their own licences. We only use components whose licences let you run, modify and host the result freely, and we will list what is included on request.

9. This website's own content

Unless a page says otherwise, the text, design, graphics, logos, photography and code on this website belong to HAPPISOFT or are used with permission. All rights are reserved. You are welcome to read, print and share pages for your own non-commercial use. Please do not copy, republish, sell, scrape or adapt any part of the site for commercial purposes without our written permission.

10. Third-party services and property

Our work and this site rely on services other companies run: hosting, analytics, email delivery, payment processing, social platforms, plugins and open-source libraries. Those services set their own terms and their own privacy practices, and we do not control them. Their names, logos and trademarks belong to them.

Where a project needs a paid third-party service — a domain, a licence, a hosting plan, an advertising budget — the cost is yours unless the quote says otherwise, and wherever possible the account should be in your name so you keep control of it. Links from this site to other sites are provided for convenience and are not an endorsement.

11. Confidentiality

Each side keeps the other's non-public business information confidential and uses it only for the work. On your side that covers strategy, financials, customer data and the credentials you give us. On ours it covers pricing structures and internal process documents. It does not cover information that is already public, that the other side already had, or that we are legally required to disclose. Where we have signed a separate non-disclosure agreement with you, that agreement takes precedence over this section. These obligations continue for three years after an engagement ends, and indefinitely for anything that is a trade secret or personal information.

12. Electronic communication

We work mostly in writing, by email and in shared documents. When you email us, submit a form on this site, or approve something over email, that counts as communicating with us in writing, and we treat notices, approvals and records sent that way as satisfying any requirement that they be written. The same applies to agreements: accepting a quote by email, or signing electronically, binds both of us as a signature on paper would.

13. Newsletter

If you subscribe to our newsletter we send occasional updates about our work and what we are learning. Every message carries an unsubscribe link and unsubscribing takes effect within 10 business days, as Canada's anti-spam legislation requires. Every message identifies HAPPISOFT and how to reach us. We record when and how you subscribed, we do not add people who only sent us a contact form, and we do not sell or rent the list. Subscribing is separate from contacting us — sending a contact form does not put you on the list.

14. Using this website responsibly

Please use the site the way it is meant to be used. Do not try to break into it, overload it, scrape it at volume, upload malicious code, misrepresent who you are, or use its forms to send anything unlawful, abusive or deliberately misleading. We may restrict access for anyone who does. If we ever give you a login to a client portal or shared workspace, additional terms will come with that account and will apply to it.

15. Ideas you send us unasked

We like hearing from people, but please do not send confidential ideas, concepts or business proposals through this website expecting them to be treated as secret. Anything you send us unsolicited — a suggestion, a feature idea, a comment — we may use without owing you payment or credit. This does not apply to material you give us as part of a paid engagement, which is covered by the confidentiality and ownership sections above.

16. Ending an engagement, or access to this site

You can stop using this website at any time. We may suspend or end access to the site, or to a service we provide, if these terms are broken, if an account is significantly overdue, or if we are required to. Serious or repeated breaches may also end an engagement.

When an engagement ends for any reason, we hand over the deliverables you have paid for and the access credentials that belong to you. We would rather leave you able to run your own site than holding a hostage. Work in progress is invoiced up to the point the engagement ends; if you have prepaid beyond that, we refund the difference on project work, while a plan runs to the end of the month you have paid for. We keep project files for 12 months after an engagement ends and will send you an archive copy on request within that window. The sections that are meant to outlive the relationship — ownership, confidentiality and liability — continue to apply afterwards.

17. Warranties and limitation of liability

This section sets out what we stand behind and where our responsibility stops. It is written to be read, not to hide behind. Nothing in it limits liability that cannot be limited by law — including fraud, fraudulent misrepresentation, personal injury, and any right you have under consumer protection legislation that cannot be contracted out of.

In substance: we do the work carefully and to a professional standard, and a person owns every result. We do not promise that this website will be uninterrupted or free of errors, that a particular commercial outcome will follow from marketing or content work, or that third-party services we depend on will always be available. The site itself is provided as it is.

We warrant that the work will match what the accepted quote describes, and we fix defects free of charge for 30 days after delivery or launch. A defect is something that does not work as described; a new idea, a changed requirement or a request we did not scope is a change, and we quote it separately rather than absorbing it quietly. Beyond that, the site and the deliverables are provided as they are. We do not warrant that a website will be uninterrupted or error-free, and we are not responsible for outages, changes or data loss at third-party platforms — hosting, social networks, payment processors, plugin vendors. Our total liability for any claim is limited to the fees you paid us in the 12 months before the claim arose. We are not liable for indirect or consequential loss, lost profits, lost revenue, or lost data beyond restoring from the most recent backup we hold under an active support plan.

18. Indemnification

Each of us covers the other against claims that arise from our own side of the work. You cover us against claims arising from material you gave us to use, from your use of the deliverables in a way we advised against in writing, or from your breach of these terms. We cover you against claims that our own work infringed someone else's intellectual property, provided you tell us promptly and let us handle the defence. Neither indemnity extends beyond the liability limits in section 17.

19. Privacy

How we handle personal information is set out in our Privacy Policy, which forms part of these terms. It covers what this site collects, why, who it is shared with and what you can ask us to do about it.

20. Accessibility

We build sites people can actually use, including people using screen readers, keyboards and other assistive technology. WCAG 2.1 Level AA is the standard we design and build to, and the one we test client work against. We do not claim this site or any site is perfectly conformant — no honest agency does — but if something here gets in your way, write to [email protected] and tell us what happened and what you were trying to do. We will fix it or tell you when we can.

21. Assignment

You may not transfer your rights or obligations under these terms to someone else without our written consent. We may transfer ours to a successor if our business is reorganized, merged or sold, and we would tell you if that happened.

22. Waiver and severability

If we do not enforce part of these terms straight away, that is not a waiver — we can still enforce it later. If a court finds one part unenforceable, the rest of these terms still stands.

23. Language

These terms are published in English, and the English version governs if a translated version ever disagrees with it. We work with clients in English and in French, and we will provide a French translation of this page on request.

24. Entire agreement

These terms, the written quote or agreement covering your work, and our Privacy Policy together make up the whole agreement between us on this subject, and they replace earlier discussions and proposals about it.

25. Changes to these terms

We may update these terms. The version on this page is the one in force, and the date at the top of the page shows when it last changed. Where a change materially affects an active engagement, we give you at least 30 days' notice by email rather than relying on you noticing this page, and the previous terms continue to apply to work already agreed.

26. Governing law and jurisdiction

These terms are governed by the laws of the Province of Ontario and the federal laws of Canada that apply there. The courts of Ontario have jurisdiction over any dispute. Before either side goes to court, we agree to try to settle the matter directly, and then through mediation in Ottawa, unless the claim needs urgent injunctive relief.

27. How to reach us

Questions about these terms go to [email protected], which is the mailbox on record for notices under this page. You can also reach us on +1 437 972-8098. HAPPISOFT is based in Ottawa, Ontario and works with organizations across Canada.