Terms & Conditions

You must be 18 or older and provide accurate registration information. You are responsible for keeping your credentials secure and for all activity under your account. Notify us promptly at security@spell.solutions if you suspect unauthorised access.

Tenant administrators may add, remove, or change permissions of users within their tenant. You agree to honour role-based access controls.

Access to the Service is provided under a subscription described in your order form or accepted plan. Fees are billed in advance for the subscription period. Unless stated otherwise, fees are non-refundable. You authorise us (or our payment processor) to charge the payment method on file.

We may change fees and plans on 30 days’ notice; changes do not apply mid-term to existing subscriptions.

You retain ownership of all data, files, and records you submit to the Service (“Customer Content”). You grant us a limited, non-exclusive licence to host, copy, transmit, and display Customer Content solely as needed to operate, support, and improve the Service for you.

You represent that you have all rights necessary to submit Customer Content and that it does not infringe rights of others or violate law.

You will not (and will not permit others to): (a) reverse engineer, decompile, or circumvent the Service’s technical limitations; (b) use the Service to send spam, malicious code, or unlawful content; (c) interfere with or disrupt the Service or its infrastructure; (d) probe, scan, or test the vulnerability of the Service without prior written consent; (e) misuse audit-trail or e-signature features in ways that violate regulatory requirements applicable to you.

We target 99.9% monthly availability for the production Service, excluding scheduled maintenance and force-majeure events. Standard support is via email at support@spell.solutions with target first-response within one business day.

Each party will protect the other’s confidential information using at least the same care it uses for its own confidential information of like importance, and not less than a reasonable standard of care. Customer Content is your confidential information.

Either party may terminate for material breach not cured within 30 days of written notice. We may suspend access immediately if your use poses a security risk, violates law, or materially threatens the Service. On termination, you may export Customer Content for 30 days; thereafter we delete it per our retention policy in the Privacy Policy.

We warrant that the Service will materially conform to its documentation. EXCEPT AS EXPRESSLY STATED, THE SERVICE IS PROVIDED “AS IS” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. The Service is a tool that helps you manage quality records; it does not provide regulatory or legal advice.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR LOST PROFITS OR REVENUES, ARISING FROM THE SERVICE. Each party’s aggregate liability under these Terms will not exceed fees paid or payable for the Service in the 12 months preceding the event giving rise to liability.

You will indemnify us against third-party claims arising from your Customer Content or your breach of these Terms. We will indemnify you against third-party claims that the Service, as provided, infringes their intellectual property, subject to standard procedures and exclusions.

These Terms are governed by the laws of the State of Texas, USA, without regard to conflict-of-laws rules. The exclusive venue for disputes will be the state and federal courts located in Harris County, Texas.

We may update these Terms; material changes will be posted with an updated effective date and, where appropriate, notified via email or in-app banner. Continued use after the effective date constitutes acceptance.

Spell Solutions, 1000 Main Street, Suite 2300, Houston, TX 77002, USA. legal@spell.solutions.