Terms of Service

Draft for legal review. Have a lawyer licensed in British Columbia review these terms before Smart Punch takes paying customers, then remove this note.

Last updated October 28, 2026

1. This agreement

These Terms of Service (the “Terms”) are an agreement between Kelnova Labs (“we”, “us”), the company that makes Smart Punch, and the business or organization that creates a Smart Punch account (“you”, the “Customer”). By creating an account, signing an order or quote, or using Smart Punch, you agree to these Terms on behalf of the Customer. You confirm that you are at least 19 years old and have authority to bind the Customer.

These Terms include our Privacy Policy, Acceptable Use Policy and Data Processing Agreement, and any quote or order form we agree with you (an “Order”). If an Order conflicts with these Terms, the Order applies.

Smart Punch is for business use only. It is not offered to consumers.

2. The service

Smart Punch is web software for scheduling, time tracking, time off, payroll calculation and related reports for employers in British Columbia (the “Service”). It includes the website, the web app used by owners, managers and staff, and any related support.

The Service is designed for employees who work in British Columbia. If you have employees who work in another province or territory, or outside Canada, you must not use the Service to calculate their pay unless we have agreed in writing that it supports them.

We may improve, change or remove features. If a change materially reduces the core features you pay for, we will give you at least 30 days’ notice, and you may end your subscription and receive a prorated refund of fees you prepaid for the period after the change.

3. Accounts and users

• The person who creates the account is the account owner. The owner can invite managers and staff (“Users”) and decides what access they have.
• You are responsible for everything done through your account and for your Users following these Terms.
• Each User must have their own login. Keep passwords private, and tell us right away at the form on our Contact page if you suspect anyone has gained access without permission.
• Before you or a manager sends a password reset link, confirm the request really came from that person.

4. You are the employer

Smart Punch is a tool. It does not employ your staff, act as your payroll service bureau, hold trust funds, or make filings on your behalf. You are responsible for:

• the information you and your Users enter, including hours, pay rates, TD1 claims, SINs, bank details, opening balances and adjustments;
• reviewing each payroll before you finalize it;
• paying your employees on time, including uploading any direct deposit file to your bank before your bank’s deadline;
• remitting source deductions (income tax, CPP and EI) to the Canada Revenue Agency by their due dates;
• filing T4 slips and summaries, Records of Employment and any other government returns, and giving employees their slips;
• complying with the BC Employment Standards Act, the Income Tax Act, the Canada Pension Plan, the Employment Insurance Act, privacy laws and any other law that applies to you as an employer; and
• keeping payroll records for as long as the law requires, including after you stop using Smart Punch.

Smart Punch’s warnings, such as a missing stat holiday payment or a scheduling rule, are there to help. Their absence does not mean you have complied with the law. Smart Punch does not give legal, tax or accounting advice.

5. Calculations and updates

We build Smart Punch’s calculations from the rules published by the Canada Revenue Agency and the Government of British Columbia, and we test them. We update tax tables, rates and statutory holidays when governments publish changes, and we aim to have them in place before they take effect.

If you believe a calculation is wrong, tell us promptly at the form on our Contact page and include the pay period and employee. If the error was caused by the Service (and not by information entered into it), we will correct the Service, help you prepare the corrections, and our liability is as set out in section 15.

6. Fees and payment

• Fees are set out in your Order. Unless the Order says otherwise, fees are billed monthly in advance in Canadian dollars, and are not refundable except as these Terms say.
• Fees do not include taxes. You will pay any applicable GST and PST.
• If an invoice is more than 15 days overdue, we may suspend access after giving you at least 7 days’ notice. You will still be able to sign in to export your data during a suspension.
• We may change our prices with at least 60 days’ notice. The new price applies from your next billing period after the notice period ends.

7. Your data

“Customer Data” means the information you and your Users put into the Service, including information about your employees. As between you and us, you own Customer Data.

You give us permission to host, copy, process and display Customer Data only as needed to provide, secure and support the Service for you, to comply with law, and as described in the Data Processing Agreement. We do not sell Customer Data and do not use it for advertising.

You are responsible for having the right to give us Customer Data, including giving your employees any notice that privacy law requires about how you collect and use their information for payroll.

8. Privacy and security

For employee information, you are the organization responsible under privacy law and we process it on your behalf, as set out in the Data Processing Agreement. Our Privacy Policy explains how we handle personal information for which we are responsible ourselves, such as account and website information.

We use reasonable administrative, technical and physical safeguards appropriate to the sensitivity of payroll information. These are described on our Security page.

9. Acceptable use

You and your Users must follow our Acceptable Use Policy. We may suspend a User or the account if it’s necessary to stop a serious breach of that policy or a threat to the security of the Service, and we will tell you why as soon as we reasonably can.

10. Banks, government services and other providers

The Service produces files for your bank, the Canada Revenue Agency and Service Canada. Those organizations are not part of the Service, and we are not responsible for their systems, deadlines or decisions. If you or your staff use the optional AI assistant, what is typed into it and the related schedule, time-off and pay information are sent to our AI provider to produce answers, as described in the Privacy Policy. The assistant only prepares changes. Nothing is saved, sent or approved until the person using it confirms, and you remain responsible for checking what you confirm.

11. Availability and support

We work to keep the Service available at all times, except for planned maintenance, which we try to schedule outside regular business hours and announce in advance where possible. We do not promise the Service will be uninterrupted or error-free. Plan your payroll so an outage on payday doesn’t stop you paying your team on time. Support is available by email and phone during Monday to Friday, 9 am to 5 pm Pacific.

12. Confidentiality

Each of us will keep the other’s non-public information confidential, use it only for this agreement, and protect it with at least reasonable care. This doesn’t apply to information that is public through no fault of the receiving party, already known to it, independently developed, or that must be disclosed by law (with notice to the other party where the law allows).

13. Our property and feedback

We own the Service, including its software, design and content. We give you a non-exclusive, non-transferable right to use it for your internal business purposes during your subscription. If you give us suggestions, we may use them without any obligation to you.

14. Warranties and disclaimers

We will provide the Service with reasonable skill and care. Except as stated in these Terms, and to the extent the law allows, the Service is provided “as is”, and we disclaim all other warranties and conditions, including merchantability, fitness for a particular purpose and non-infringement.

15. Limits on liability

• Neither of us is liable to the other for indirect, special, incidental or consequential damages, or for lost profits, revenue or goodwill, even if told they were possible.
• Each party’s total liability arising out of this agreement is limited to the fees you paid us in the 12 months before the event giving rise to the claim.
• These limits don’t apply to your obligation to pay fees, to a party’s breach of section 12, to your obligations in section 16, or where the law does not allow liability to be limited.

16. Your responsibility for claims

You will defend and compensate us for claims by third parties, including your employees and government agencies, that arise from Customer Data, your employment practices, or your use of the Service in breach of these Terms or the law.

17. Term, ending and your data afterwards

• Your subscription continues month to month unless your Order sets a different term. Either of us may end it with 30 days’ written notice, or right away if the other seriously breaches these Terms and doesn’t fix it within 15 days of notice.
• When your subscription ends, you can still sign in and export your data for 60 days. After that, we delete Customer Data from the live Service within a further 30 days, and from backups as they expire (backups are kept for 30 days).
• Keep your own copy of anything you must retain by law. We are not able to restore data after it has been deleted.
• Sections that by their nature should continue after the agreement ends will continue, including sections 4, 7, 12 and 14 to 20.

18. Changes to these Terms

We may update these Terms. For material changes, we’ll give account owners at least 30 days’ notice by email or in the app. If you don’t agree, you may end your subscription before the change takes effect and receive a prorated refund of any prepaid fees for the period after that date.

19. Governing law and disputes

These Terms are governed by the laws of British Columbia and the federal laws of Canada that apply there. Before starting any legal proceeding, each of us will try in good faith to resolve the dispute by talking for at least 30 days. Proceedings must be brought in the courts of British Columbia, and both of us accept their jurisdiction.

20. General

• Neither of us is responsible for delays caused by events beyond our reasonable control, such as a widespread internet or power outage.
• You may not transfer this agreement without our written consent, except to a buyer of your business that agrees to these Terms. We may transfer it to a successor to our business, with notice to you.
• If any part of these Terms can’t be enforced, the rest stays in effect.
• Notices to us go to the form on our Contact page or Kelowna, British Columbia. Notices to you go to the account owner’s email.
• These Terms are the whole agreement between us about the Service. The parties have asked that these Terms be written in English.

Contact

Kelnova Labs, Kelowna, British Columbia. Email the form on our Contact page.