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Terms of Service / Organization Terms

Lunch Money’s Organization Terms of Service

This Organization Terms of Service ("Agreement") is entered into by and between you (the "Organization," "you," or "your"), the organization purchasing subscriptions to our Services for your Personnel, and Lunchbag Labs Inc. ("we," "us," or the "Company"). It governs your purchase of subscriptions to our Services, which include the use of our budgeting software and such other services as we may agree to provide under this Agreement (collectively, our "Services"). This Agreement does not replace the relationship each individual user has with us under our Terms of Service (the "Consumer Terms"), available at https://lunchmoney.app/terms/consumer/, our Privacy Policy, available at https://lunchmoney.app/privacy, or such other terms that may supplement the relationship between us and them.

BY PURCHASING THE SERVICES OR BY CLICKING TO ACCEPT THESE TERMS, YOU ACCEPT AND AGREE TO BE BOUND AND COMPLY WITH THESE TERMS AND CONDITIONS AND ALL OTHER TERMS AND POLICIES INCORPORATED HEREIN BY REFERENCE. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, YOU MUST NOT ACCESS, USE OR MAKE ANY PURCHASES THROUGH THE SERVICES.

The individual purchasing the Services on behalf of a business (i.e. the Organization) acknowledges the Organization referenced in this Agreement refers to the business on whose behalf these Services are purchased and represents and warrants that they have authority to bind the organization.

The Services and Your Discount Code

Following your purchase, we issue you a discount code (your "Discount Code") that your Personnel will use to access our Services.

You may distribute the Discount Code to your then-current employees, contractors, or other group members whom you designate ("Personnel"), and the Discount Code will provide such Personnel with access to our Services. We monitor uses of your Discount Code and will notify you if such uses approach or exceed your purchased License count; once your License limit is reached, further use of your Discount Code may be blocked unless you purchase additional Licenses.

Each Discount Code is valid for the Subscription Term in which we issue it, unless we agree otherwise. We may invalidate a Discount Code at any time if we reasonably believe it is being used in a manner that harms us, our users or others.

We aim to provide continuous access to the Services, but they may sometimes be unavailable. We will not be liable to you if access is interrupted for a period of time, and we may change the Services in our reasonable discretion.

Your Users and Our Consumer Terms

Each individual who uses your Discount Code to access our Services must accept our Consumer Terms and Privacy Policy when they sign up (collectively "Organizational Users" and each an "Organizational User"). The Consumer Terms and our Privacy Policy will govern each Organizational User’s individual relationship with us, just as this Agreement and our Privacy Policy govern our relationship with you. Organizational Users are responsible for abiding by the agreements governing our relationship with them, and you agree that any action we take to enforce our agreements will not constitute a breach of this Agreement.

Privacy and Reporting

The Services involve Organizational Users’ personal information, including financial information that Organizational Users upload to our platform ("Financial Account Data"). The integrity of our relationship with you and your Organizational Users depends on us not sharing Organizational User information with you. Accordingly, we will not provide you with any information about how an Organizational User uses our Services, their Financial Account Data, transactions, account balances, holdings, in-app activity, or any coaching interactions ("Organizational User Personal Data"). Instead, we will provide you with regular reports that provide aggregated information showing the total number of Licenses redeemed during the Subscription Term and the number of unused Licenses you have purchased. "Licenses" mean the number of subscriptions to our Services that you have purchased for your Personnel.

You may also request, from time to time, written confirmation of which Licenses have been redeemed and by whom. We will only provide limited administrative information, such as an Organizational User’s name, email address, and discount-code redemption status, in accordance with our Privacy Policy.

As is necessary, you are responsible for obtaining any consent necessary to facilitate the relationship between us, you and your Personnel and otherwise complying with applicable law when you distribute the Discount Code to your Personnel.

Departing Personnel and Continuity of Organizational User Access

A new Discount Code is issued for each Subscription Term, and the prior Term’s code expires at the end of that Term. You decide, in your sole discretion, which of your then-current Personnel are eligible for each new Discount Code.

An Organizational User who redeems their License during a prior Subscription Term will keep access to their account regardless of changes in their relationship with you, subject to our Consumer Terms and Privacy Policy. If you do not renew this Agreement, or if an Organizational User is no longer one of your Personnel when a new Discount Code is issued, the Organizational User’s subscription may continue at our then-current default direct-billing rate, and we will bill the Organizational User directly (if they agree to purchase a subscription) as described in our Consumer Terms.

Prohibited Uses

You agree that you will not, and will not permit any third party, to:

Fees, Payment, and Renewal

FEES AND BILLING

You agree to pay the fees quoted at the time of purchase (the "Fees"), in the billing currency chosen by you (CA$, US$, or €). To obtain access to our Services for your Personnel, our Fees must be paid on or before each Subscription Term. You are also responsible for paying applicable taxes (including HST, GST, PST, VAT, and other indirect or transactional taxes) associated with your purchase of the Services. Payments are processed by our third-party payment processors, and by providing payment information you authorize us and them to charge your payment method for all Fees due, including on each renewal date. Once a Subscription Term begins, Fees are non-refundable, including for any Licenses that are not redeemed during that Subscription Term.

PRICE-LOCK

The Fees are determined by the Subscription Tier and number of Licenses to our Services you purchase for your Personnel. Provided that this Agreement is continuously renewed, we will not increase your per-License Fee in subsequent Renewal Terms. If this Agreement is not continuously renewed, or if you purchase a different Subscription Tier in a Renewal Term, the per-License Fees for your next Subscription Term (and each of its continuously-renewed Renewal Terms, if any) will be the per-License Fees then in effect for the applicable Subscription Tier, unless we agree otherwise in writing. "Subscription Tier" means the applicable subscription plan for the Services, as determined by the features included, applicable discounts, or other pricing criteria.

ROLLOVER CREDIT

If your Personnel redeem fewer Licenses than you purchase during a Subscription Term and you purchase at least the same number of Licenses (when renewing this Agreement) for the immediately-following Renewal Term, your unused Licenses will roll over to that Renewal Term as additional Licenses (your "Rollover Credits"). If, for a Renewal Term, you purchase fewer Licenses than purchased in the immediately preceding Subscription Term, your unused Licenses will expire, and you will not be entitled to any Rollover Credits.

Rollover Credits do not carry forward beyond one Renewal Term (i.e. the Renewal Term immediately following the Subscription Term in which you earned those Rollover Credits), and they are not refundable or exchangeable for cash.

RENEWAL AND CANCELLATION

Your initial Subscription Term begins on the date you first purchase Licenses and continues for a period of 12 months unless otherwise specified (the "Initial Term"). After the Initial Term, this Agreement automatically renews for successive 12-month periods (each, a "Renewal Term" and, together with the Initial Term, each a "Subscription Term") unless you cancel before the next renewal date, and we will provide notice of a forthcoming renewal at least 30 days before each Renewal Term begins. Fees are non-refundable and your payment obligations are non-cancellable, except as expressly provided in this Agreement or as we may otherwise agree from time to time.

Intellectual Property

The Services, all functions, features, content, software, code, designs, trademarks (including “Lunchbag Labs,” “Lunch Money,” and our smiling coin logo), and other intellectual property associated with the Services are owned by us or our licensors, and we expressly reserve all rights not expressly granted to you in this Agreement.

With your permission, we may also feature the feedback you provide on our website or in our promotional materials. If you grant us permission to reference you on our website or in our promotional materials, you hereby confirm that such permission provides us with a limited, non-exclusive, royalty-free licence to use, display, publish, reproduce and transmit your name, trademarks, trade names, logos, service marks and feedback for the purpose of identifying our relationship with you and promoting our Services. We may also grant you permission to reference our relationship with you on your website or promotional materials upon request. For the purposes of this agreement, "feedback" means the reviews, commentary, endorsements or other similar references (in any medium or format) to our relationship with you.

If you grant us permission to use your intellectual property as described in this section, we agree to abide by the quality requirements that you impose on such use, which you determine. Similarly, if we allow you to use our intellectual property for the purposes of promoting our relationship with you, you agree to adhere to the quality requirements that we may impose on such use, and your use of any such intellectual property remains subject to our control. Either party may revoke the permissions granted in this section at any time, following which the other party shall make reasonable efforts to remove the applicable materials from its website and/or promotional materials.

Data Protection

You are responsible for obtaining and maintaining all consents, authorizations, and notices required under applicable privacy and data protection laws (including PIPEDA and any other privacy law applicable to your Personnel and Organizational Users) for: (i) your disclosure of Personnel information to us in connection with this Agreement; (ii) our collection, use, and processing of that information to monitor use of your Discount Code and confirm which Licenses have been redeemed; and (iii) any sharing of information between you and us regarding Personnel or Organizational Users, including confirmation of which of your Personnel hold active Licenses.

Each party will cooperate with the other to facilitate compliance with applicable data protection laws and will maintain reasonable administrative, physical and technical safeguards over personal information shared between the parties, taking into account the nature of such information.

Confidentiality

Each of us may receive confidential or proprietary information from the other in connection with this Agreement. Confidential information includes anything marked or identified as confidential at the time of disclosure or that a reasonable person would consider confidential given the nature of the information or the circumstances.

Confidential information does not include information that was already public as of the time of its disclosure, becomes public without breach by the recipient, was already in the recipient’s lawful possession, is rightfully obtained from a third party without confidentiality obligations, or is independently developed without reference to the discloser’s confidential information.

Each of us will use the same degree of care to protect the other’s confidential information as we use to protect our own confidential information of like kind (and at least reasonable care) and use it only for the purposes of this Agreement. You or us may disclose the other’s confidential information to the extent legally required, with prompt notice (where legally permitted) and reasonable assistance, at the discloser’s expense, in opposing or limiting the disclosure.

Termination

Either of us may terminate this Agreement on written notice if the other materially breaches it and fails to cure the breach within 30 days of receiving written notice. Either of us may also terminate on written notice if the other becomes insolvent, makes a general assignment for the benefit of creditors, has insolvency proceedings commenced against it that are not dismissed within 60 days, or ceases operations.

We may suspend your access and invalidate your Discount Code if you fail to pay any Fees when due or if you breach this Agreement in a manner that creates risk of harm to us, the Services, or other users, and creating the risk of such harm shall be deemed a material breach incapable of cure.

On termination or expiration, your Discount Code will be invalidated and your Organizational Users (who enrolled in our Services before termination) will keep their accounts as described above.

Disclaimer of Warranties

EXCEPT AS EXPRESSLY SET OUT ABOVE, TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, THE SERVICES AND ALL ASSOCIATED CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ANY WARRANTY ARISING FROM A COURSE OF DEALING, USAGE OF TRADE, OR THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE.

THE SERVICES DO NOT PROVIDE FINANCIAL, INVESTMENT, TAX, OR LEGAL ADVICE, AND YOU WILL NOT REPRESENT OTHERWISE TO ANY PERSONNEL, ORGANIZATIONAL USER, OR OTHER PERSON. THE SERVICES ARE A TOOL TO ASSIST ORGANIZATIONAL USERS IN ORGANIZING AND TRACKING THEIR PERSONAL FINANCIAL INFORMATION AND DO NOT REPLACE PROFESSIONAL FINANCIAL OR LEGAL ADVICE. YOU ACKNOWLEDGE THAT ORGANIZATIONAL USERS ARE SOLELY RESPONSIBLE FOR THEIR OWN FINANCIAL DECISIONS AND FOR SEEKING ADVICE FROM QUALIFIED PROFESSIONALS WHERE APPROPRIATE.

Limitation on Liability

TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL WE BE LIABLE TO YOU OR ANY THIRD PARTY UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, AGGRAVATED, PUNITIVE, OR EXEMPLARY DAMAGES; (b) INCREASED COSTS, DIMINUTION IN VALUE, OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (c) LOSS OF GOODWILL OR REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY, OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER WE WERE ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR THEY WERE OTHERWISE FORESEEABLE. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL OUR TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT EXCEED THE TOTAL AMOUNTS PAID BY YOU TO US UNDER THIS AGREEMENT IN THE 3 MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

Indemnification

You agree to defend us and our directors, officers, employees, and agents from and against any third-party claim arising from your distribution of the Discount Code or breach of this Agreement, your breach of any law applicable to your performance of this Agreement (including privacy or employment law applicable to your distribution of the Discount Code), any representation by you that the Services constitute financial, investment, tax, or legal advice, or the information you provided us.

Force Majeure

We will not be liable for any failure or delay in performance under this Agreement (other than payment obligations) to the extent caused by events beyond our reasonable control, including acts of God, natural disasters, war, terrorism, civil disturbance, government action, epidemic or pandemic, labour disputes, or interruptions of internet or third-party service providers.

Updates to This Agreement

We may update these Terms periodically, so we encourage you to check our Services for updates. We will provide 30 days advance written notice of any material changes to this Agreement, and all revisions become effective immediately at the time we post them, unless we state otherwise. Your continued use of the Services after such updated Terms come into force means you accept and agree to the changes, and you will be bound by such updated Terms going forward.

Governing Law and Jurisdiction

This Agreement is governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without giving effect to any choice or conflict of law principles. The United Nations Convention on the International Sale of Goods does not apply. Any action or proceeding arising out of or relating to this Agreement will be brought exclusively in the courts of the Province of Ontario or the Federal Court of Canada (as applicable), and each of us irrevocably submits to the exclusive jurisdiction of those courts.

Before initiating any action or proceeding (other than a claim for injunctive or equitable relief), the parties will attempt in good faith to resolve any dispute through discussion between senior representatives, for at least 30 days from the date one of us gives the other written notice of the dispute.

Waiver, Severability, Survival & Entire Agreement

Our failure to enforce any provision of this Agreement will not constitute a waiver of future enforcement of that provision. If any provision of this Agreement is invalid, illegal, or unenforceable, that provision will be deemed severed and will not affect the validity or enforceability of the remaining provisions.

This Agreement, together with our Privacy Policy and the Consumer Terms (to the extent applicable as described above), is the entire agreement between you and us with respect to its subject matter and supersedes all prior or contemporaneous understandings, agreements, representations, and warranties, written or oral, regarding that subject matter. If this Agreement conflicts with any other contract between you and us, this Agreement controls.

Any right or obligation in this Agreement which, by its nature, should survive termination or expiration of this Agreement, will survive any such termination or expiration of this Agreement.

Our Relationship with You

This Agreement does not create a partnership, joint venture, agency, fiduciary, or employment relationship between us and you. You may not assign this Agreement or delegate any of your obligations, by operation of law or otherwise, without our prior written consent. We may assign this Agreement or delegate any of our obligations without your consent. Any purported assignment in breach of this paragraph is void. Additionally, this Agreement does not confer any rights or remedies upon any person other than the parties hereto and their respective successors and permitted assigns.

Contact

All feedback, comments, requests for technical support, and other communications relating to the Services should be directed to us using the following information:

Mailing Address: Lunchbag Labs Inc., 1222-68 Abell Street, Toronto, Canada M6J0B1

Email: [email protected].

Last Modified: May 25, 2026