Terms of Service

Effective Date: July 10, 2026

Agreement to Terms

These Terms of Service (the “Terms”) constitute a legally binding agreement between you and Neel Software Solutions Inc. (“we,” “us,” or “our”) governing your access to and use of the SHIFT mobile application for iOS and watchOS, together with the related cloud services we operate (collectively, the “App”). By downloading, accessing, or using the App, you agree to these Terms and to our Privacy Policy, which is incorporated herein by reference. If you do not agree, you must not use the App.

Eligibility

You must be at least the age of majority in your jurisdiction, and otherwise capable of forming a binding contract, to use the App. By using the App, you represent and warrant that you meet these requirements and that your use complies with all applicable laws and with the terms imposed by Apple Inc. in connection with the App Store.

License to Use the App

Subject to your compliance with these Terms, we grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable, and revocable license to download and use the App on Apple-branded devices that you own or control, for your personal or internal business purposes. All rights not expressly granted to you are reserved by us.

Accounts and Connectivity Requirements

An account is required to use the App. You sign in using a one-time passcode sent either to your email address (delivered by email) or to your phone number (delivered by SMS); creating an account and verifying a one-time passcode requires an active network connection and depends on services provided by Apple, Supabase, Inc., and our message-delivery providers. You agree to provide accurate account information, including a name for every account and, where you sign in with a phone number, a valid email address. Once you are signed in, the core timeline features of the App function offline and synchronize your changes when a connection is available; the vendor marketplace requires a connection.

After signing in and creating your profile, you create a numeric app passcode used to unlock the App, and you may additionally enable biometric unlock (Face ID or Touch ID). For convenience, the App may not require re-authentication if you return to it within a short period after leaving it; you remain responsible for the physical security of your device during that period. You are responsible for your device, for maintaining access to the email address or phone number used to receive one-time passcodes, for keeping your app passcode confidential, and for the security of your account. We do not guarantee the availability, reliability, or performance of third-party services on which the App depends.

Purchases and Payment

The App offers optional paid access to “SHIFT Pro” through the Apple App Store, available either as a monthly or annual auto-renewing subscription or as a one-time lifetime purchase (a non-consumable in-app purchase). The following terms apply:

• Payment is charged to your Apple ID account upon confirmation of purchase;
• Auto-renewing subscriptions automatically renew unless cancelled at least twenty-four (24) hours before the end of the then-current period;
• You may manage or cancel a subscription through your App Store account settings;
• The lifetime option is a single, non-recurring in-app purchase that does not renew; and
• You may restore an eligible purchase on another device using the same Apple ID.

Prices and offerings may change; any change will apply only to billing periods following the change. All payments are processed by Apple, and refunds are handled by Apple in accordance with the App Store terms. We do not receive or store your payment-card details.

Free and Pro Tiers

The App provides a free tier with limited functionality, including a limited number of active events and a cap on the number of blocks per event, and a paid tier that removes those limitations and unlocks additional features such as the watchOS companion, widgets and Live Activities, templates, and document export. Inviting vendors to a timeline, the vendor marketplace, and community templates are available on the free tier. The specific limits applicable to each tier are presented within the App and may be modified over time. We may also grant complimentary access to Pro features to selected accounts at our discretion, and may modify or withdraw such complimentary access at any time.

User Content and Responsibilities

You retain all rights in the timelines, notes, contact details, and other content you create or input in the App (“User Content”). When you sign in, your User Content is stored on your device and on our backend (provided by Supabase) in order to provide synchronization and sharing; we process it solely to provide the App and do not sell it or use it for advertising.

You are solely responsible for the accuracy of your User Content and for ensuring that you have all necessary rights and permissions to store and share any third-party information, including vendor contact details such as telephone numbers and email addresses. You agree to use such information only for the legitimate coordination of your events and in compliance with applicable law.

Sharing and Collaboration

The App allows you to invite vendors and other collaborators to a timeline, on a read-only basis, by sending an invitation to the phone number or email address you specify. The invited person obtains access when they sign in and claim the invitation, after which they may view the shared timeline and acknowledge changes. You are responsible for selecting recipients and for the consequences of sharing, and you may revoke access to a shared timeline at any time.

The Vendor Marketplace

The App includes a marketplace that connects event planners with vendors. You may participate as a planner, a vendor, or both, based on the account type you select. If you offer your services as a vendor, you may create a public profile and listing; if you are a planner, you may search for vendors, save them, send service requests, and exchange messages within the App.

We are not a party to, and are not responsible for, any dealings between users. The marketplace is a venue that helps planners and vendors find and contact one another. Any agreement, booking, payment, service, or other arrangement between a planner and a vendor is solely between those users. We do not provide event services, do not employ or endorse any vendor, do not vet or guarantee any user’s identity, qualifications, licensing, insurance, availability, pricing, or the quality, safety, or legality of any services, and do not guarantee that any request will result in a booking. You are solely responsible for your own decisions, for evaluating and verifying other users, and for any contracts you enter into. Statistics and badges shown on a vendor profile or a community template (such as events completed through the App, average ratings, the number of times a template has been applied, a “Verified — run in Shift” indicator, or an “Official” indicator denoting a template published by us) are derived from activity within the App and are provided for information only, without warranty. An “Official” template is one we authored; it is not a representation that the template has been run, and it carries the “Verified” indicator only if it was published from a completed event.

If you are a vendor, you represent and warrant that the information in your profile is accurate and not misleading, that you have the right to offer the services you list and to use any content you upload (including your profile photo, portfolio photographs and videos, and any community template you publish), and that you will honour your dealings with planners in good faith and in compliance with applicable law. You are responsible for your own tax, licensing, insurance, and regulatory obligations.

Vendor business contact details. To be listed in the marketplace you must provide a business email address and a business telephone number, and you must keep them accurate. These details are not shown in the public directory. By accepting a planner’s service request, you consent to those details being disclosed to that planner and added to that planner’s event, so that the planner can contact you about the engagement. If you decline a request or do not respond to it, they are not disclosed to that planner. You may change these details at any time, and you may unlist your profile at any time; a profile cannot remain listed without them.

If you are a planner, you may use a vendor’s business contact details only to communicate with that vendor about the engagement for which they accepted your request. You must not use them for marketing, add them to any mailing or calling list, disclose them to third parties, or use them in any manner prohibited by applicable law, including anti-spam and telemarketing laws. Misuse of another user’s contact details is a breach of these Terms and may result in termination of your account.

User Content, Reviews, Community Templates, and Objectionable Content

The App lets you create and submit content that may be visible to other users, including vendor profiles, profile photos, portfolio photographs and videos, service requests, messages, reviews and ratings, and community templates you publish; this is part of your User Content. You retain your rights in your User Content, and you grant us a worldwide, non-exclusive, royalty-free licence to host, store, reproduce, and display it solely to operate, provide, secure, and improve the App and the marketplace, and to display public content (such as vendor profiles, reviews, and published community templates) to other users.

Reviews must reflect your own genuine, first-hand experience with a vendor through the App. You agree not to post fake, incentivized, traded, or manipulated reviews, and not to review your own listing or those of competitors to gain an unfair advantage.

Community templates. The App lets you publish an event template — a reusable run-sheet of block titles, durations, and ordering — to a shared community library, where it is publicly visible to other users together with your name or business name. A template you publish must be your own work and must not contain any other person’s confidential or personal information, including client names. You must not publish a template to impersonate or disparage another user, to advertise, or to circumvent these Terms. You may unpublish or delete your templates at any time, and we may remove any template in accordance with this section.

There is no tolerance for objectionable content or abusive behaviour. You agree not to upload, post, send, or otherwise submit any content, or engage in any conduct, that is unlawful, fraudulent, defamatory, harassing, threatening, hateful, obscene, pornographic, or that infringes any third party’s intellectual-property or privacy rights, or that impersonates any person. We reserve the right (but assume no obligation) to review, moderate, refuse, remove, or disable access to any User Content, and to restrict, suspend, or terminate any account, at our discretion, including for violations of these Terms.

The App provides tools to report objectionable content — including vendor profiles, portfolio photographs and videos, reviews, messages, and community templates — and to block other users. We act on reports of objectionable content and will remove offending content and eject offending users where appropriate; we aim to address reports of objectionable content within twenty-four (24) hours. By using the marketplace you agree there is no tolerance for objectionable content or abusive users.

Acceptable Use

You agree not to:

• Use the App in violation of any applicable law or the rights of any third party;
• Post or transmit objectionable content, harass or abuse other users, or use the marketplace or messaging for spam, solicitation unrelated to a request, or any unlawful purpose;
• Misrepresent your identity, qualifications, or affiliation, or post false or manipulated reviews or listings;
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the App, except to the extent this restriction is prohibited by applicable law;
• Scrape, harvest, or collect other users’ information from the marketplace, or contact users for purposes other than legitimate coordination of an event;
• Interfere with or disrupt the integrity or performance of the App or the services on which it relies, or attempt to gain unauthorized access to them; or
• Misuse contact information or other data made available within the App.

Intellectual Property

The App, including its underlying technology and the SHIFT Ripple Engine, together with all associated designs, text, graphics, and trademarks, is owned by Neel Software Solutions Inc. and is protected by intellectual-property laws. These Terms do not grant you any right, title, or interest in the App other than the limited license expressly set forth herein.

Third-Party Services

The App integrates with services provided by Apple (including WeatherKit, MapKit, the App Store, and the Apple Push Notification service) and by other third parties (including Supabase, Inc., which provides our cloud backend; Resend and Twilio, which deliver one-time passcodes by email and SMS; TelemetryDeck; and sunrise-sunset.org). Your use of those services may be subject to additional terms imposed by the respective providers. We are not responsible for third-party services or their availability.

Disclaimer of Warranties

THE APP IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE APP WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR THAT DATA WILL SYNCHRONIZE WITHOUT DELAY OR LOSS.

Sunset, golden-hour, weather, and travel-time information is provided by third parties for convenience only, may be inaccurate or unavailable, and must not be relied upon for time-critical or safety-related decisions. The App is a planning aid and does not guarantee any outcome; you remain responsible for exercising your own professional judgment.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL NEEL SOFTWARE SOLUTIONS INC. BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, OR FOR ANY LOSS OF PROFITS, DATA, GOODWILL, OR BUSINESS, ARISING OUT OF OR RELATING TO YOUR USE OF OR INABILITY TO USE THE APP, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE APP WILL NOT EXCEED THE GREATER OF THE AMOUNT YOU PAID FOR THE APP IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM OR FIVE U.S. DOLLARS (US$5.00). SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Indemnification

You agree to indemnify, defend, and hold harmless Neel Software Solutions Inc. from and against any claims, liabilities, damages, losses, and expenses, including reasonable legal fees, arising out of or in any way connected with your User Content, your use or misuse of the App, or your violation of these Terms or of applicable law.

Termination

You may stop using the App at any time by deleting it from your devices, and you may permanently delete your account and associated server-side data directly within the App, under Settings → Account → Delete Account. We may suspend or terminate your access to the App, in whole or in part, if you materially breach these Terms or use the App in a manner that may cause harm. Provisions that by their nature should survive termination, including those concerning intellectual property, disclaimers, limitation of liability, and indemnification, will survive.

Governing Law and Dispute Resolution

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict-of-laws principles, except to the extent that mandatory consumer-protection laws of your place of residence apply. Before initiating any formal proceeding, you agree to first contact us and attempt in good faith to resolve the dispute informally. Any dispute that cannot be resolved informally will be subject to the exclusive jurisdiction of the courts located in the Province of Ontario, Canada, to the extent permitted by applicable law.

Changes to These Terms

We may modify these Terms from time to time. When we do, we will revise the Effective Date shown above and, where the changes are material, provide notice within the App. Your continued use of the App after the changes take effect constitutes your acceptance of the revised Terms.

Miscellaneous

These Terms, together with the Privacy Policy, constitute the entire agreement between you and Neel Software Solutions Inc. regarding the App and supersede any prior agreements. If any provision is held to be unenforceable, that provision will be limited or severed to the minimum extent necessary, and the remaining provisions will remain in full force and effect. Our failure to enforce any provision is not a waiver of that provision. You may not assign these Terms without our prior written consent; we may assign them in connection with a merger, acquisition, or sale of assets.

Contact Us

Questions regarding these Terms may be directed to Neel Software Solutions Inc. at legal@shifttimeline.app.