Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") govern your access to and use of the services, products, and websites operated by ForgeShift Advisory Inc. ("ForgeShift," "we," "us," or "our"), a federal corporation incorporated under the laws of Canada (Corporation Number 1782757-1).

"You" means any individual or organization that accesses or uses our services, including through the main marketing website at forgeshiftadvisory.com, the Forge Compass application at forgeshiftadvisory.com/compass, or any future product or platform we operate.

By using any of our services you agree to these Terms. If you do not agree, do not use our services.

2. Definitions

Services

All advisory engagements, digital tools, applications, websites, and deliverables made available by ForgeShift Advisory Inc., including Compass and future products.

Compass

The Forge Compass web application — an AI-assisted diagnostic and document-generation tool for manufacturers, accessible at forgeshiftadvisory.com/compass.

Bundle

A paid Compass output package comprising an Ishikawa 6M root-cause analysis, a Do-Check-Act PDCA action set, and a generated document template (delivered as PDF, XLSX, and email), purchased for a single template at the price shown at checkout.

Knowledge Graph

The structured representation of a client's operational entities, relationships, problems, and context that Compass builds from user-provided inputs during a session.

Background IP

Intellectual property owned by ForgeShift prior to, or independently of, any engagement with you — including methodologies, frameworks, templates, schemas, ontologies, prompt libraries, scoring rubrics, and analytical models, and any improvements made to these during an engagement.

Foreground IP

New intellectual property created specifically for and delivered to a client as a Deliverable during an advisory engagement (e.g., a custom report, analysis, or recommendation deck prepared for your organization).

Generic Learnings

Skills, methodologies, techniques, and general industry knowledge that ForgeShift personnel develop or refine during an engagement, which do not incorporate or reveal any client-confidential information.

3. Eligibility and Account

You must be at least 18 years old to use our Services. If you are using our Services on behalf of an organization, you represent and warrant that you are authorized to bind that organization to these Terms and that your acceptance constitutes the organization's acceptance.

You agree to provide accurate, current, and complete information when interacting with our Services — including contact forms, Compass inputs, and any purchase flows. We are not responsible for problems caused by inaccurate information you provide.

4. Services Overview

4.1 Advisory Services

ForgeShift offers principal-led advisory engagements for manufacturers, including:

• Forge Sprint — a 30-day operational engagement targeting the highest-priority fix on your floor.
• Enterprise AI and Digital Transformation — a three-phase programme covering Enablement, AI Product Development, and Domain-Driven Value Capture.
• Sustain — an ongoing post-engagement performance rhythm and accountability framework.

Advisory services are contact-for-quote. Pricing, scope, and specific terms for each engagement are set out in a separate Statement of Work or engagement letter agreed between the parties. These Terms apply to the extent not superseded by that agreement.

4.2 Compass

Compass is a productized, AI-assisted diagnostic and document-generation tool available at forgeshiftadvisory.com/compass. It includes a free tier (problem decomposition, practice routing, gap analysis, and a PDCA Plan card) and paid Bundles priced in Canadian dollars (CAD), currently ranging from $14 to $49 per Bundle depending on the template selected. A free tier is available without purchase. Prices are subject to change; the price displayed at checkout governs any given transaction.

4.3 Forge Map

Forge Map — Manufacturing Solution Navigator — is currently in development. No specific terms apply to it at this time. If and when it launches, we will update these Terms.

5. Fees, Payment, and Refunds

All Compass Bundle prices are displayed and charged in Canadian dollars (CAD), exclusive of applicable taxes. Sales tax (GST/HST/QST and applicable US or other jurisdictional taxes) is calculated and collected by Stripe at checkout based on your billing address. ForgeShift Advisory Inc. is the merchant of record. Payments are processed by Stripe, Inc. Stripe's own terms of service apply to the payment transaction.

All sales are final. Because Compass Bundles are AI-generated documents delivered immediately upon generation, we do not offer refunds as a matter of course. If you experience a verifiable technical failure of delivery (e.g., you were charged but received no document and no email), contact us at forgeshiftadvisory.com/#contact within 30 days. At our discretion, we will either provide a corrected Bundle or issue a full refund.

The primary remedy for content quality concerns is the included free regeneration — one per Bundle, available within 7 days of purchase — which lets you rerun generation with revised inputs or feedback. This is not a refund mechanism; it is a quality improvement tool.

6. Intellectual Property — Compass and Software

6.1 Your Knowledge Graph and Data

You retain ownership of all content, entities, relationships, problem statements, and other inputs you provide to Compass. ForgeShift acts as a data custodian and processor with respect to your inputs; we do not claim any ownership over your operational data.

6.2 Compass Platform, Schema, and Methodology

ForgeShift owns all right, title, and interest in the Compass platform, including all software, templates, schemas, ontologies, prompt libraries, analytical models, methodological frameworks, scoring rubrics, and improvements to any of the foregoing — including any improvements made during or arising out of your use of Compass.

Subject to your compliance with these Terms and payment of applicable fees, ForgeShift grants you a non-exclusive, non-transferable, revocable licence to use Compass and any Bundle you purchase for your own internal business purposes.

6.3 Derived Insights

The outputs and documents generated from your data are yours to use freely for your internal purposes. The algorithms, prompts, and generation methodology used to produce those outputs remain ForgeShift's Background IP.

6.4 Data Portability

You may request an export of your Knowledge Graph data in standard interchange formats (JSON, GraphML, or equivalent) at any time while you have an active session, and for 90 days following termination of your access to Compass. Contact us via forgeshiftadvisory.com/#contact to request an export.

6.5 Prohibited Uses

You agree not to:

• Reverse-engineer, decompile, disassemble, or attempt to extract the source code of the Compass platform or any underlying schema, ontology, or prompt library;
• White-label, resell, sublicense, redistribute, or commercialize Compass or any Bundle without our prior written consent;
• Use Compass or any Bundle to develop a competing product or service; or
• Systematically extract or scrape content from Compass for any purpose other than your own internal use.

6.6 Aggregated Learning

ForgeShift may use aggregated, fully de-identified patterns and statistics derived from Compass usage — with all personally identifiable information and all operationally identifying information removed — to improve Compass, refine prompts, benchmark performance, and inform future products. Your raw inputs, specific Knowledge Graph content, and generated outputs that are uniquely attributable to you are not used for this purpose.

You may opt out of aggregated learning at any time by emailing forgeshiftadvisory.com/#contact.

7. Intellectual Property — Advisory Services

7.1 Background IP

All Background IP remains the exclusive property of ForgeShift at all times. This includes methodologies, frameworks, templates, software tools, training materials, scoring rubrics, and analytical models — including any refinements made to these during an engagement with you.

7.2 Deliverables

Specific reports, recommendations, analyses, and other documents prepared for you as part of an advisory engagement ("Deliverables") become your property upon receipt of full payment for the engagement. ForgeShift grants you a perpetual, non-exclusive, non-transferable licence to use, modify, and adapt Deliverables for your internal business purposes.

Where a Deliverable incorporates Background IP (as most Deliverables will, by nature), your right to use the Deliverable freely does not grant you any rights in the Background IP itself. You may use the Deliverable as a document — you may not extract or reuse the underlying framework or methodology as a standalone product.

You may incorporate Deliverables into your own internal training materials.

7.3 Generic Learnings

Generic Learnings developed by ForgeShift personnel during an engagement remain available to ForgeShift for use in future engagements, subject at all times to ForgeShift's confidentiality obligations with respect to your specific client information.

8. AI-Generated Content Disclaimer

Compass outputs — including all Bundles, templates, analyses, and recommendations — are generated by AI from the inputs you provide. They are starting drafts, not verified specifications.

Before using any Compass output in an operational context — particularly anything touching occupational health and safety, OEM specifications, or regulatory compliance — you must verify all values, intervals, specifications, and safety requirements with qualified maintenance, quality, and safety personnel.

ForgeShift is not responsible for outcomes arising from use of Compass outputs without appropriate expert verification.

9. Warranty Disclaimer

To the maximum extent permitted by applicable law (including Ontario and Canadian consumer protection legislation — where that legislation provides you with rights that cannot be excluded, those rights apply), the Services and Compass are provided "as is" and "as available." ForgeShift makes no warranty, express or implied, regarding:

• the accuracy, completeness, or fitness for any particular purpose of any output, analysis, or recommendation;
• merchantability or non-infringement; or
• uninterrupted, error-free, or secure access to our Services.

Where applicable consumer protection law overrides any part of this disclaimer, that law governs to that extent.

10. Limitation of Liability

To the maximum extent permitted by law, ForgeShift's total aggregate liability to you for any and all claims arising from or related to these Terms or the Services is capped at the greater of (a) CAD $1,000 or (b) the total fees you paid to ForgeShift in the twelve (12) calendar months immediately preceding the claim.

ForgeShift is not liable for any indirect, consequential, special, exemplary, or punitive damages — including lost profits, loss of data, or business interruption — even if ForgeShift has been advised of the possibility of such damages.

This limitation does not apply to: (a) gross negligence or willful misconduct by ForgeShift; (b) fraud; or (c) any liability that cannot be excluded or limited under applicable law.

11. Indemnification

You agree to indemnify, defend, and hold harmless ForgeShift and its directors, officers, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to your use of Deliverables or Compass outputs in your operations, your breach of these Terms, or your violation of applicable law.

ForgeShift will in turn indemnify you against third-party claims alleging that the Compass platform or ForgeShift-owned Background IP, as used by you in accordance with these Terms, infringes a third party's intellectual property rights.

12. Termination

Either party may terminate access to Compass at any time. Because Compass currently operates as a pay-per-Bundle tool without a recurring subscription, the practical effect of termination is that you stop using Compass. We reserve the right to suspend or restrict your access if we reasonably believe you have violated these Terms.

Sections 6, 7, 9, 10, 11, and 14 survive termination of these Terms. Your 90-day data export window under Section 6.4 begins on the date your access terminates.

13. Confidentiality

For advisory engagements that do not have a separate signed confidentiality agreement, the following applies: each party agrees to hold the other's non-public business information in confidence, to use it only for the purposes of the engagement, and not to disclose it to third parties without the other party's prior written consent. This obligation survives termination for a period of three years. It does not apply to information that is or becomes publicly known through no fault of the receiving party, or that the receiving party independently develops without reference to the disclosing party's information.

For Compass: your session data, inputs, and Knowledge Graph content are treated as confidential in accordance with our Privacy Policy.

14. Dispute Resolution and Governing Law

These Terms are governed by the laws of the Province of Ontario and the applicable federal laws of Canada, without regard to conflict-of-law principles. You agree that any dispute arising out of or in connection with these Terms or the Services will be subject to the exclusive jurisdiction of the courts of Ontario, sitting in Toronto.

Before initiating any legal proceeding, both parties agree to attempt to resolve any dispute in good faith through direct negotiation. Contact us at forgeshiftadvisory.com/#contact.

To the extent permitted by applicable Ontario law, you waive any right to bring or participate in a class action or class arbitration against ForgeShift.

15. Changes to These Terms

We may update these Terms from time to time. When we do, we will update the effective date at the top of this page. Continued use of the Services after a revision is posted constitutes your acceptance of the updated Terms.

For material changes that are adverse to you, we will notify customers who have an active account (i.e., who have purchased a Bundle and provided an email address) by email before the change takes effect.

16. General Provisions

Entire agreement. These Terms, together with our Privacy Policy and any applicable Statement of Work, constitute the entire agreement between you and ForgeShift with respect to the subject matter hereof and supersede all prior agreements and understandings.

Severability. If any provision of these Terms is found unlawful or unenforceable, 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 does not constitute a waiver of that right or provision.

Assignment. You may not assign or transfer any rights or obligations under these Terms without our prior written consent. ForgeShift may assign these Terms to an affiliate or in connection with a merger, acquisition, or sale of substantially all of our assets, without your consent and without notice.

Notices. Notices to ForgeShift should be sent via forgeshiftadvisory.com/#contact. We may provide notices to you via the email address you have provided to us or by posting on the Services.

Force majeure.Neither party is liable for delays or failures in performance caused by circumstances beyond that party's reasonable control.

Electronic acceptance.You acknowledge that your use of the Services, including clicking "Generate bundle" or submitting a contact form, constitutes your electronic acceptance of these Terms and has the same legal effect as a written signature.