Terms of Service

“Authorized Users” means Customer’s employees, contractors, or agents who are authorized to access the Services.
“Customer” means the organization identified in an Order Form or otherwise using the Services.
“Customer Data” means data, information, or content submitted to the Services by Customer or its Authorized Users.
“Order Form” means a written or electronic ordering document referencing these Terms.
“Services” means the software-as-a-service platform and related services provided by Company.
“Subscription Term” means the period specified in the applicable Order Form.

Subject to these Terms and any applicable Order Form, Company grants Customer a limited, non-exclusive, non-transferable right to access and use the Services during the Subscription Term for internal business purposes.
Customer may allow Authorized Users to access the Services in accordance with these Terms.
Customer is responsible for all activities conducted through its accounts.

Customer agrees not to:
- Reverse engineer, copy, or modify the ServicesResell or sublicense the Service
- Interfere with the security or integrity of the Services
- Circumvent usage limits or technical protections
- Use the Services in violation of applicable laws
Customer also agrees not to upload or transmit:
- Malicious code
- Content that infringes intellectual property rights
- Content that violates applicable laws or regulations
-Company may suspend access to the Services if it reasonably believes Customer is violating this section.

Customer is responsible for:
- Maintaining the confidentiality of account credentials
- 0Ensuring Authorized Users comply with these Terms
- Ensuring Customer Data is lawful and authorized for use
Customer remains solely responsible for the accuracy and legality of Customer Data.

If Customer purchases a paid subscription, Customer agrees to pay all fees specified in the applicable Order Form.
Unless otherwise stated:
- Fees are billed in advanc
- Fees are non-refundable
- Payments are due within 30 days of invoice
‍Customer is responsible for all applicable taxes.Company may suspend Services if payment obligations are overdue.

Customer retains ownership of all Customer Data submitted to the Services.
Customer grants Company a limited license to process Customer Data solely for the purpose of:
- Providing the Services
- Maintaining and improving the Services
- Supporting Customer use of the Services
Company will implement reasonable technical and organizational safeguards to protect Customer Data.Company may generate aggregated or anonymized data derived from Customer Data for product improvement and analytics.

Each party agrees to protect the other party’s Confidential Information using reasonable care.
Confidential Information includes:
- non-public technical information
- product documentation
- pricing information
- business plans
Confidential Information may be used only for purposes of performing under these Terms.
This obligation continues for three (3) years after termination of the agreement.

Company retains all right, title, and interest in and to:
- the Services
- software and technology used to provide the Services
- documentation
- all related intellectual property rights
No rights are granted except as expressly stated in these Terms.
Customer retains ownership of Customer Data.

Customer may provide feedback regarding the Services.
Customer grants Company a perpetual, irrevocable, royalty-free license to use and incorporate such feedback into its products and services without restriction.

Company will use commercially reasonable efforts to maintain the availability of the Services.
However, the Services may be temporarily unavailable due to:
- scheduled maintenance
- technical issues
- circumstances outside Company’s control
Company does not guarantee uninterrupted service unless specified in a separate Service Level Agreement (SLA).

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”
COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF:
- MERCHANTABILITY
- FITNESS FOR A PARTICULAR PURPOSE
- NON-INFRINGEMENT
Company does not warrant that the Services will be error-free or uninterrupted.

To the maximum extent permitted by law:
Company’s total liability arising out of or relating to these Terms will not exceed the fees paid by Customer in the twelve (12) months preceding the claim.
In no event will either party be liable for:
- indirect damages
- consequential damages
- loss of profits
- loss of data

Customer agrees to indemnify and hold Company harmless from claims arising from:
- Customer’s misuse of the Services
- Customer Data
- violation of applicable laws by Customer
Company will promptly notify Customer of any such claim.

These Terms remain in effect while Customer uses the Services.
Either party may terminate:
- if the other party materially breaches these Terms and fails to cure within 30 days, or
- as otherwise permitted in an Order Form.
Upon termination:
- Customer access to the Services will cease
- Company may delete Customer Data after 30 days

Company may suspend access to the Services if:
- Customer violates these Terms
- Customer fails to pay fees
- necessary to protect the security of the Services
Company will make reasonable efforts to notify Customer of any suspension.

Company may update these Terms from time to time.
If material changes are made, Company will provide reasonable notice.
Continued use of the Services after updated Terms become effective constitutes acceptance of the changes.

These Terms are governed by the laws of the State of California, excluding conflict of law principles.
Any disputes arising under these Terms will be resolved in the courts located in California.

Assignment
Customer may not assign these Terms without Company’s consent.
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Force Majeure
Neither party will be liable for delays caused by events beyond reasonable control.
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Entire Agreement
These Terms, together with any Order Forms, constitute the entire agreement between the parties.
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Waiver
Failure to enforce any provision does not waive the right to enforce it later.