Terms of Service

Effective date: [EFFECTIVE_DATE]

Agreement to terms

These Terms of Service ("Terms") govern your access to and use of the website located at https://www.integrationguard.com (the "Site") and the services provided by IntegrationGuard, Inc. ("IntegrationGuard," "we," "us," or "our"), including our business-to-business software-as-a-service platform and related offerings such as our web dashboard, APIs, and command-line interfaces (collectively, the "Service").

By accessing or using the Site or Service, or by creating an account, you agree to these Terms. If you are using the Service on behalf of an organization, you represent that you have authority to bind that organization, and "you" includes that organization.

If you do not agree, do not use the Site or Service.

Eligibility

The Service is intended for business use. You must be at least the age of majority in your jurisdiction and able to form a binding contract. The Service is not intended for individuals under 13.

Accounts and access

You may need to create an account to use certain features. You agree to provide accurate information and keep it updated. You are responsible for maintaining the confidentiality of your credentials, all activity under your account (except to the extent caused by our breach of these Terms), and promptly notifying us of unauthorized access or security issues.

We may suspend or disable accounts that violate these Terms or threaten the security or integrity of the Service.

The Service

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Service during the subscription or ordering term for your internal business purposes.

We may modify, suspend, or discontinue features of the Service (including for security, legal, or operational reasons). We will provide reasonable notice where practicable for material adverse changes, consistent with our policies and applicable law.

Acceptable use

You agree not to:

  • Use the Service in violation of law or third-party rights.
  • Attempt to probe, scan, or test vulnerabilities without authorization, or breach security or authentication measures.
  • Interfere with or disrupt the Service, networks, or systems.
  • Use the Service to distribute malware, engage in phishing, or conduct fraudulent activity.
  • Reverse engineer, decompile, or attempt to extract source code except to the extent permitted by applicable law.
  • Use automated means to access the Service in a manner that imposes an unreasonable load, or circumvent rate limits or access controls.
  • Misrepresent your identity or affiliation.
  • Collect or process personal information through the Service in violation of privacy laws or without appropriate rights or permissions.

Customer data; privacy

Depending on your configuration, you may submit or connect data to the Service ("Customer Data"). As between you and IntegrationGuard, you retain rights in your Customer Data. You grant us a license to host, process, transmit, and display Customer Data solely to provide the Service, secure it, support you, and comply with law.

You represent that you have provided any required notices and obtained any required consents for Customer Data, including any personal information contained in logs or metadata from your integrations.

Our processing of personal information in connection with the Service is described in our Privacy Policy.

Third-party services

The Service may integrate with third-party services (for example, cloud providers, identity providers, notification tools). Your use of third-party services is governed by their terms and privacy policies. We are not responsible for third-party services.

If you purchase paid offerings, payments may be processed by a third-party payment processor (for example, Stripe). Payment information is subject to the processor's terms and privacy notice.

Fees, taxes, and billing

If you purchase paid offerings, fees, billing cycles, and payment methods are described in your order form, checkout flow, or [PRICING_TERMS_LOCATION]. Unless stated otherwise, fees are non-refundable except as required by law or expressly stated in writing.

You are responsible for applicable taxes (excluding taxes based on our net income). If payment fails, we may suspend access until payment is resolved.

Intellectual property

The Service, Site, software, documentation, and branding are owned by IntegrationGuard and its licensors and are protected by intellectual property laws. Except for the limited rights expressly granted in these Terms, no rights are granted.

If you provide suggestions or feedback, you grant us a perpetual, irrevocable, royalty-free license to use that feedback without obligation to you.

Confidentiality

Each party may receive non-public information of the other ("Confidential Information"). The receiving party will use reasonable care to protect Confidential Information and use it only for purposes of these Terms. Exceptions include information that is public through no fault of the receiving party, independently developed, rightfully received from a third party, or required to be disclosed by law (with notice where permitted).

Disclaimers

THE SERVICE AND SITE ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS.

Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW: IN NO EVENT WILL INTEGRATIONGUARD BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR BUSINESS OPPORTUNITY, EVEN IF ADVISED OF THE POSSIBILITY.

IN NO EVENT WILL OUR AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE EXCEED THE GREATER OF (A) [AMOUNT_OR_FEE_CAP] OR (B) THE AMOUNTS YOU PAID TO US FOR THE SERVICE IN THE [NUMBER] MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

Some jurisdictions do not allow certain limitations; in those cases, our liability is limited to the maximum extent permitted.

Indemnity

You will defend, indemnify, and hold harmless IntegrationGuard and its affiliates, officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your Customer Data; (b) your use of the Service in violation of these Terms or law; or (c) a dispute between you and your customers or users.

Term and termination

These Terms begin when you first use the Service and continue until terminated.

We may suspend or terminate access if you materially breach these Terms and fail to cure within a reasonable period if curable. You may stop using the Service at any time.

Upon termination, your right to access the Service ends. Sections intended to survive (including intellectual property, disclaimers, limitation of liability, indemnity, governing law, and dispute resolution) will survive.

Data upon termination

After termination, we may delete Customer Data in accordance with our retention practices and Privacy Policy. You are responsible for exporting any data you need before termination [DATA_EXPORT] [DELETION_TIMELINE].

Governing law

These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Dispute resolution; venue

Before filing a claim, you agree to contact us at [LEGAL_NOTICE_EMAIL] to attempt to resolve the dispute informally.

Subject to applicable law, you and IntegrationGuard agree that the state and federal courts located in Delaware will have exclusive jurisdiction for any dispute arising out of or relating to these Terms or the Service, and you consent to personal jurisdiction there.

Export compliance

You agree to comply with applicable export and sanctions laws. You represent that you are not prohibited from using the Service. [EXPORT_COMPLIANCE_PROGRAM]

General

Assignment: You may not assign these Terms without our consent. We may assign in connection with a merger, acquisition, or sale of assets.

Entire agreement: These Terms and any order terms constitute the entire agreement regarding the Service.

Severability: If a provision is invalid, the remainder remains in effect.

No waiver: Failure to enforce a provision is not a waiver.

Force majeure: We are not liable for delays or failures due to events beyond our reasonable control.

Notices to you: We may provide notices via email, the Service, or the Site.

Notices to IntegrationGuard: Send legal notices to [LEGAL_NOTICE_EMAIL] (or privacy@integrationguard.com if the same).

Contact

IntegrationGuard, Inc. Site: https://www.integrationguard.com. Email: [LEGAL_NOTICE_EMAIL].