Welcome to Spotwizz. These Terms of Service ("Terms") govern your access to and use of the Spotwizz platform, website, and services (collectively, the "Services"). By accessing or using our Services, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Services. Please read these Terms carefully before using our Services.
Spotwizz provides Customer Relationship Management (CRM) software as a service. These Terms constitute a legally binding agreement between you, either an individual or an entity ("you," "your," or "User"), and Spotwizz Inc. ("Spotwizz," "we," "us," or "our") regarding your use of our Services. By registering for an account, accessing, or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms.
1. Account Registration and Eligibility
1.1. To access and use certain features of our Services, you must register for a Spotwizz account. During registration, you will be required to provide certain information, such as your name, email address, and company details. You agree to provide accurate, current, and complete information and to update such information to keep it accurate, current, and complete.
1.2. You represent and warrant that: (a) you are at least 18 years of age or the age of legal majority in your jurisdiction, whichever is greater; (b) you have the legal capacity and authority to enter into these Terms; (c) if you are registering on behalf of a company or legal entity, you have the authority to bind such entity to these Terms; and (d) your use of the Services will not violate any applicable law, regulation, or third-party right.
1.3. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account or any other breach of security. We will not be liable for any loss or damage arising from your failure to comply with this section.
2. Service Packages and Billing
2.1. Spotwizz offers three service packages with different features and pricing. Each package comes with a 14-day free trial period. Detailed descriptions of each package and their respective pricing are available on our website at https://spotwizz.com.
2.2. Free Trial: Upon registration, you will have access to a 14-day free trial of the package you selected. No payment information is required to start your free trial. At the end of the trial period, your account will be automatically suspended unless you subscribe to a paid plan.
2.3. Subscription: To continue using our Services after the free trial period, you must subscribe to one of our paid plans. Subscriptions are billed on a monthly or annual basis, depending on the billing cycle you select at the time of subscription.
2.4. Payment: You agree to pay all fees associated with your subscription plan. All payments are non-refundable except as expressly provided in these Terms or required by applicable law. We use third-party payment processors to process payments, and your use of such services is subject to their terms of service.
2.5. Taxes: All fees are exclusive of taxes, which we will charge as applicable. You are responsible for paying all taxes associated with your purchase of our Services.
2.6. Changes to Pricing: We reserve the right to change our pricing at any time. If we change the pricing for your subscription, we will provide notice at least 30 days before the change takes effect. Your continued use of the Services after the price change becomes effective constitutes your agreement to pay the updated price.
2.7. Cancellation: You may cancel your subscription at any time through your account settings or by contacting us at [email protected]. If you cancel your subscription, you will continue to have access to the Services until the end of your current billing period, after which your account will be downgraded or terminated.
3. User Content and Licenses
3.1. User Content: Our Services allow you to store, manage, and share content, including but not limited to customer data, communications, and other materials ("User Content"). You retain all rights to your User Content, subject to the licenses granted below.
3.2. License to Spotwizz: You grant Spotwizz a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, adapt, publish, distribute, and display your User Content solely for the purpose of providing and improving the Services and as otherwise permitted by these Terms and our Privacy Policy.
3.3. Representations and Warranties: You represent and warrant that: (a) you own or have the necessary rights, licenses, consents, and permissions to use and authorize us to use your User Content as described in these Terms; (b) your User Content does not infringe or violate the intellectual property rights, privacy rights, or other rights of any third party; and (c) your User Content complies with all applicable laws and regulations.
3.4. User Content Restrictions: You agree not to upload, store, or share any User Content that: (a) is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise objectionable; (b) infringes any patent, trademark, trade secret, copyright, or other intellectual property right; (c) violates any third-party right, including privacy rights; (d) contains viruses, corrupted data, or other harmful files; or (e) violates any applicable law or regulation.
3.5. No Monitoring Obligation: We do not monitor or control User Content and, as such, do not guarantee the accuracy, integrity, or quality of such content. You understand that by using the Services, you may be exposed to User Content that is offensive, indecent, or objectionable.
4. Acceptable Use Policy
4.1. Prohibited Activities: You agree not to engage in any of the following prohibited activities when using our Services:
(a) Violating any applicable law, regulation, or third-party right;
(b) Using the Services for any illegal purpose or to promote illegal activities;
(c) Attempting to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running the Services;
(d) Taking any action that imposes, or may impose, an unreasonable or disproportionately large load on our infrastructure;
(e) Uploading invalid data, viruses, worms, or other software agents through the Services;
(f) Collecting or harvesting any personally identifiable information from the Services;
(g) Using the Services for any commercial solicitation purposes without our prior written consent;
(h) Impersonating another person or otherwise misrepresenting your affiliation with a person or entity;
(i) Interfering with the proper working of the Services;
(j) Accessing any content on the Services through any technology or means other than those provided or authorized by the Services;
(k) Bypassing the measures we may use to prevent or restrict access to the Services.
4.2. Enforcement: We reserve the right, but are not obligated, to investigate and take appropriate legal action against anyone who, in our sole discretion, violates this Acceptable Use Policy, including removing the offending content from our Services, suspending or terminating the account of such violators, and reporting you to law enforcement authorities.
5. Intellectual Property Rights
5.1. Spotwizz Property: The Services, including all designs, text, graphics, pictures, information, data, software, and other files, and the selection and arrangement thereof (collectively, "Spotwizz Materials"), are the proprietary property of Spotwizz or our licensors and are protected by intellectual property laws. You are granted a limited, non-exclusive, non-transferable, and revocable license to access and use the Spotwizz Materials solely for the purpose of using the Services in accordance with these Terms.
5.2. Restrictions: Except as expressly permitted in these Terms, you may not:
(a) Modify, copy, create derivative works of, or reverse engineer any portion of the Services;
(b) Access the Services in order to build a similar or competitive website, product, or service;
(c) Remove, alter, or obscure any copyright, trademark, or other proprietary rights notice on or in the Services;
(d) Use any meta tags or other hidden text utilizing our name or trademarks;
(e) Use the Services or any Spotwizz Materials in any manner that infringes upon or violates the rights of any third party;
(f) Use the Services in any way not expressly authorized by these Terms.
5.3. Feedback: If you provide us with any feedback, suggestions, or ideas regarding the Services ("Feedback"), you grant us a perpetual, worldwide, royalty-free, irrevocable, sublicensable, and transferable right to use, modify, create derivative works from, distribute, and display such Feedback in any manner and for any purpose.
5.4. Trademarks: Spotwizz, the Spotwizz logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Spotwizz or our affiliates or licensors. You may not use such marks without our prior written permission.
6. Data Protection and Privacy
6.1. Privacy Policy: Our Privacy Policy, available at https://spotwizz.com/privacy, describes how we collect, use, and disclose information about you when you use our Services. By using our Services, you consent to the collection, use, and disclosure of your information as described in our Privacy Policy.
6.2. Data Processing Agreement: If you are subject to the European Union's General Data Protection Regulation (GDPR) or similar regulations and use our Services to process personal data of individuals in the applicable jurisdiction, we will enter into a Data Processing Agreement (DPA) with you. Please contact us at [email protected] to request a DPA.
6.3. Security: We implement appropriate technical and organizational measures to protect your data, but we cannot guarantee that unauthorized third parties will never be able to defeat our security measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.
7. Disclaimers
7.1. THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. SPOTWIZZ DOES NOT WARRANT THAT (A) THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE; (B) ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR (C) THE RESULTS OF USING THE SERVICES WILL MEET YOUR REQUIREMENTS.
7.2. SPOTWIZZ DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION OF PROBLEMS CAUSED BY VIRUSES OR OTHER HARMFUL COMPONENTS.
7.3. SPOTWIZZ IS NOT RESPONSIBLE FOR ANY CONTENT UPLOADED, POSTED, OR OTHERWISE TRANSMITTED THROUGH THE SERVICES BY USERS OR THIRD PARTIES. YOU ACKNOWLEDGE THAT SPOTWIZZ DOES NOT PRE-SCREEN CONTENT, BUT THAT SPOTWIZZ AND ITS DESIGNEES SHALL HAVE THE RIGHT (BUT NOT THE OBLIGATION) TO REMOVE ANY CONTENT THAT VIOLATES THESE TERMS OR IS OTHERWISE OBJECTIONABLE.
7.4. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
8. Limitation on Liability
8.1. IN NO EVENT SHALL SPOTWIZZ, ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (B) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES; (C) ANY CONTENT OBTAINED FROM THE SERVICES; AND (D) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.
8.2. IN NO EVENT SHALL SPOTWIZZ'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, THE SERVICES EXCEED THE AMOUNT PAID BY YOU TO SPOTWIZZ FOR THE SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
8.3. THE LIMITATIONS OF THIS SECTION SHALL APPLY TO ANY THEORY OF LIABILITY, WHETHER BASED ON WARRANTY, CONTRACT, STATUTE, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, AND WHETHER OR NOT SPOTWIZZ HAS BEEN INFORMED OF THE POSSIBILITY OF ANY SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
8.4. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
9. Indemnification
9.1. You agree to defend, indemnify, and hold harmless Spotwizz, its affiliates, and their respective officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to:
(a) Your violation of these Terms;
(b) Your User Content;
(c) Your use of the Services; or
(d) Your violation of any rights of another.
9.2. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.
10. Term and Termination
10.1. Term: These Terms will remain in full force and effect while you use the Services or maintain an account with us.
10.2. Termination by You: You may terminate these Terms at any time by canceling your account and ceasing all use of the Services. If you terminate these Terms, you will not be entitled to any refund of any fees paid.
10.3. Termination by Spotwizz: We may suspend or terminate your access to the Services, your account, or these Terms at any time, for any reason, without prior notice or liability, including, but not limited to, if you breach any provision of these Terms.
10.4. Effects of Termination: Upon termination of these Terms:
(a) Your license to use the Services will immediately terminate;
(b) Your account and right to access and use the Services will terminate;
(c) We may, but are not obligated to, delete your User Content; and
(d) All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
10.5. Data Retention: Following termination or deactivation of your account, we may retain your User Content for a commercially reasonable time for backup, archival, or audit purposes. Any continued use of User Content after termination or deactivation of your account will be in accordance with our Privacy Policy.
11. Copyright Policy
11.1. DMCA Notice: If you believe that any content on our Services infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our Copyright Agent with the following information in writing:
(a) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
(b) A description of the copyrighted work that you claim has been infringed;
(c) A description of where the material that you claim is infringing is located on the Services;
(d) Your address, telephone number, and email address;
(e) A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
(f) A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf.
11.2. Counter-Notice: If you believe that your content that was removed or to which access was disabled is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to post and use the material in your content, you may send a counter-notice containing the following information to our Copyright Agent:
(a) Your physical or electronic signature;
(b) Identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled;
(c) A statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and
(d) Your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of the federal court in which your address is located, or if your address is outside of the United States, for any judicial district in which Spotwizz is located, and a statement that you will accept service of process from the person who provided notification of the alleged infringement.
11.3. Copyright Agent: Our designated Copyright Agent can be reached at:
Spotwizz Inc.
Attn: Copyright Agent
Email: [email protected]
11.4. Repeat Infringers: We will terminate the accounts of repeat infringers in appropriate circumstances.
12. Governing Law and Dispute Resolution
12.1. Governing Law: These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the State of California, United States, without giving effect to any choice or conflict of law provision or rule.
12.2. Arbitration: Any dispute arising out of or in connection with these Terms, including any question regarding its existence, validity, or termination, shall be referred to and finally resolved by arbitration in San Francisco, California in accordance with the rules of the American Arbitration Association then in effect, which rules are deemed to be incorporated by reference in this clause. The number of arbitrators shall be one. The language to be used in the arbitral proceedings shall be English.
12.3. Exceptions: Notwithstanding the foregoing, you and Spotwizz agree that nothing herein will be deemed to waive, preclude, or otherwise limit either party's right to (a) bring an individual action in small claims court; (b) pursue enforcement actions through applicable federal, state, or local agencies where such actions are available; (c) seek injunctive relief in a court of law; or (d) file suit in a court of law to address intellectual property infringement claims.
12.4. Class Action Waiver: YOU AND SPOTWIZZ AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Spotwizz agree otherwise, the arbitrator may not consolidate more than one person's claims with your claims and may not otherwise preside over any form of a representative or class proceeding.
12.5. Time Limitation: You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to these Terms or the use of the Services must be filed within one (1) year after such claim or cause of action arose or be forever barred.
13. General
13.1. Entire Agreement: These Terms, together with the Privacy Policy and any other legal notices published by Spotwizz on the Services, shall constitute the entire agreement between you and Spotwizz concerning the Services and supersede all prior terms, agreements, discussions, and writings regarding the subject matter.
13.2. Amendment: We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion. By continuing to access or use our Services after those revisions become effective, you agree to be bound by the revised terms.
13.3. Waiver: Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Spotwizz.
13.4. Severability: If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect.
13.5. Assignment: You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. Any attempt by you to assign or transfer these Terms without such consent will be null and of no effect. We may assign or transfer these Terms, at our sole discretion, without restriction.
13.6. No Agency: No agency, partnership, joint venture, or employment is created as a result of these Terms, and you do not have any authority of any kind to bind Spotwizz in any respect whatsoever.
13.7. Force Majeure: We will not be liable for any delay or failure to perform resulting from causes outside our reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
13.8. Export Control: You agree to comply with all applicable export and re-export control laws and regulations, including the Export Administration Regulations maintained by the U.S. Department of Commerce, trade and economic sanctions maintained by the Treasury Department's Office of Foreign Assets Control, and the International Traffic in Arms Regulations maintained by the Department of State.
13.9. Contact Information: If you have any questions about these Terms, please contact us at [email protected].
