Terms of Service
1. Our Service
1.1. Scope
The Service provides tools for managing organizational workflows, security rules, event states, incident responses, and compliance-related policies. Features may include event history, user access management, incident tracking, reporting dashboards, and integrations with third-party systems.
1.2. Modifications
We may change, suspend, or discontinue any features of the Service at any time. The Terms will apply to any changed version.
1.3. Misuse
If we reasonably suspect that you are misusing the Service (including manipulating incidents, bypassing compliance rules, or using the system to create fraudulent records), we may suspend or terminate your access immediately.
1.4. Responsibility
You are solely responsible for actions taken in your account, including how your organization configures rules, states, and compliance workflows within the Service.
2. Subscription & Payment
2.1 Access to the Service is subscription-based. Details such as subscription tier, number of licensed users, pricing, and term length will be set out in the Order Form.
2.2. Subscription fees must be paid in advance and are non-refundable unless otherwise stated in these Terms.
2.3. We may change subscription pricing with at least thirty (30) days’ notice.
2.4. You are responsible for any applicable taxes other than those based on our net income.
3. Term & Termination
3.1. The Agreement begins on the effective date of your subscription and renews automatically for successive terms unless either party provides written notice of non-renewal at least thirty (30) days before renewal.
3.2. You may cancel your subscription at any time; however, prepaid fees are non-refundable. Access will continue until the end of your billing cycle.
3.3. We may suspend or terminate your access for breach of these Terms, failure to pay, or non-compliance with security or usage rules.
3.4. Upon termination, you must immediately cease all use of the Service and delete any data exported in violation of these Terms.
4. Acceptable Use
You agree not to:
- Circumvent security or compliance checks built into the platform.
- Interfere with incident management states, reporting accuracy, or organizational rules.
- Use the Service to store or distribute unlawful content.
- Attempt to access data you are not authorized to view.
- Reverse engineer, scrape, or bulk-extract Service data.
Any violation may result in suspension or permanent termination.
5. Security & Compliance
5.1. Security Commitments
We maintain appropriate technical and organizational measures to safeguard the Service, including encryption in transit, access controls, and monitoring.
5.2. Shared Responsibility
While we provide security controls within the Service, you are responsible for configuring organizational rules, managing user permissions, and ensuring compliance with applicable security standards (e.g., SOC 2, ISO 27001, GDPR, or other regional requirements).
5.3. Incidents
In the event of a security incident affecting the Service, we will notify you promptly as required by applicable law and cooperate in remediation.
6. Intellectual Property
6.1. All intellectual property rights in the Service are owned by CenterSeat.
6.2. You retain ownership of content you submit, but grant us a non-exclusive license to use it for operating the Service.
6.3. You may not resell, sublicense, or commercially exploit the Service or its data.
7. Confidential Information
Both parties agree to protect each other’s confidential information with the same care used for their own. Confidential information excludes information that is public, independently developed, or lawfully obtained from a third party.
8. Data Protection
8.1. If you process personal data through the Service, you agree to comply with all applicable privacy and data protection laws.
8.2. Where required, a separate Data Processing Agreement (DPA) will govern our processing of Customer Data.
9. Limitation of Liability
9.1. The Service is provided “as is” without warranty of uninterrupted or error-free operation.
9.2. Our liability for any claims under this Agreement will not exceed the total fees paid by you in the twelve (12) months preceding the claim.
9.3. We are not liable for indirect or consequential damages such as loss of data, business, or profits.
10. Governing Law
These Terms are governed by the laws of [insert jurisdiction], without regard to conflict-of-law principles.
11. Dispute Resolution
Any disputes shall first be attempted through good-faith negotiations. If unresolved, they will be settled by binding arbitration under the rules of [Arbitration Body] in [Location].
12. General
12.1. We may reference your name and logo for marketing purposes unless you opt out in writing.
12.2. Failure to enforce any right does not waive it.
12.3. Neither party will be liable for delays caused by events outside reasonable control (force majeure).
12.4. These Terms, together with your Order Form, represent the entire agreement between the parties.