Terms of Service

These Terms of Service (the Terms) are a binding agreement between [LEGAL ENTITY NAME], [a … limited liability company / corporation] (we, us), and the organization that creates a workspace (the Customer, you). They cover the Viewshed platform, its websites, APIs and any public pages it serves (together, the Service).

By creating a workspace, accepting these Terms, or using the Service, you agree to them. If you are agreeing on behalf of an organization, you represent that you are authorized to bind it. If you do not have that authority, or do not agree, do not use the Service.

Section 18 contains an arbitration agreement and a class action waiver that affect your legal rights, including a 30-day right to opt out of arbitration. Please read it.

These Terms do not apply to members of the public who answer a survey or appear in a stakeholder list. They never see or accept these Terms. What happens to their information is described in our Privacy Policy, and responsibility for collecting it lawfully sits with the Customer under section 5.

• Authorized User — a person the Customer invites into its workspace.
• Respondent — a member of the public who submits a survey response, speaks to an AI ambassador, or otherwise supplies information through a public page.
• Customer Data — everything the Customer or its Authorized Users put into the Service, plus everything Respondents submit through it: survey definitions, responses, stakeholder records, uploaded files, showcase content, comments and notes.
• Personal Information — information that identifies, relates to or could reasonably be linked with a particular individual, as defined by applicable privacy law.

You must be at least 18 years old to hold an account, and you must not be barred from receiving the Service under US law. You are responsible for the accuracy of your account details, for the security of credentials, and for everything done through your workspace by your Authorized Users. Tell us promptly at [security@example.com] if you believe an account has been compromised.

Accounts are for named people. Do not share a single login between several people, and remove Authorized Users who no longer need access.

• Fees are stated and payable in US dollars. Paid plans are billed in advance on the interval shown at checkout, through our payment processor. Fees are exclusive of sales, use and similar taxes, which you are responsible for except for taxes on our income.
• Subscriptions renew automatically for the same interval, at the then-current price, until canceled. You may cancel at any time in the billing settings, effective at the end of the current paid period; cancellation takes a few clicks and does not require contacting us.
• Except where a non-waivable law requires otherwise, fees already paid are non-refundable, and canceling part-way through a period does not produce a partial refund.
• We may change prices for future periods on at least 30 days’ notice by email. Continuing to use the Service after a change takes effect is acceptance of the new price.
• If payment fails we may suspend the workspace after reasonable attempts to collect and notify you.
• Free trial. New workspaces begin with a 14-day trial of the PRO plan. No payment details are required to start it, and no charge is made when it ends. If you have not subscribed by then the workspace moves to the FREE plan and its lower limits; your content is not deleted, though you may be unable to add more until you are within those limits or upgrade.
• Free trials and free plans are provided without any warranty at all and may be changed or withdrawn at any time.

This section is the core of the agreement. The Service is a tool; you decide what to ask, whom to ask, whose contact details to upload and what to publish. Accordingly, as between you and us, you are responsible for:

• having the right to collect and use every piece of Personal Information you put into or gather through the Service, including stakeholder records you import;
• giving Respondents and stakeholders whatever notice, and obtaining whatever consent, applicable law requires — including telling them who is collecting the information and why;
• the content and lawfulness of your surveys and published pages, including any question that solicits sensitive information such as health, race or ethnicity, political opinions, religion, sexual orientation, immigration status, or the details of children;
• complying with the rules that apply to your own sector — public records and sunshine laws, open meetings, election and lobbying rules, procurement, ADA and Section 508 accessibility, records-retention schedules and statutory consultation requirements among them;
• responding to requests from individuals about their own information, since the relationship is with you rather than with us; and
• deciding what to make public. Showcases, portals, posters, live screens and shared infographics are public by design. Anything placed in them can be seen, indexed and copied by anyone with the link.

Use of the Service is subject to our Acceptable Use Policy, which forms part of these Terms. We may remove content or suspend access to address a violation, a security risk, or a legal demand — immediately where the risk is serious, and otherwise with notice.

As between you and us, you own Customer Data. You grant us a worldwide, non-exclusive, royalty-free license to host, store, transmit, display, adapt and process Customer Data strictly as needed to provide, secure and support the Service, and as instructed by you through your use of its features.

We do not sell Customer Data. We do not use Customer Data to train generally available machine-learning models. We may use aggregated, de-identified information that cannot reasonably be linked to you, an Authorized User or a Respondent to operate and improve the Service, and we will not attempt to re-identify it.

Some features use third-party AI models to conduct interview conversations, extract themes, translate surveys, draft summaries and compare interview notes against survey results. These features are optional and are off until you enable them.

• AI output can be wrong, incomplete or misleading, including where it appears confident. It is a draft for a person to check, never a finding in itself.
• You are responsible for reviewing AI output before relying on it, publishing it, or presenting it as the view of a community.
• AI output is not legal, financial, medical, planning or professional advice of any kind.
• Where a feature is enabled, the text it processes is sent to the AI provider listed in our sub-processor list. Tell Respondents when they are speaking to an AI; the platform does so by default and you must not disable or obscure that disclosure.

We aim to keep the Service available and to warn you before disruptive changes, but we do not commit to any particular uptime, response time or retention of features unless we have agreed one with you in a separate written order. We may modify, add or remove functionality.

We and our licensors own the Service, including its software, design, templates and documentation. Nothing here transfers that ownership. You may not copy, decompile, reverse engineer, resell or create derivative works from the Service except to the extent that restriction is unenforceable where you are. Feedback you send us may be used freely and without obligation.

Copyright complaints. We respond to notices that comply with the Digital Millennium Copyright Act. If you believe material on a page we serve infringes your copyright, send a notice to [dmca@example.com] identifying the work, the material and its location, your contact details, a statement of good-faith belief that the use is unauthorized, a statement under penalty of perjury that the notice is accurate and that you are authorized to act, and your signature. We will remove or disable the material, tell the customer that published it, and pass on any counter-notice. We terminate repeat infringers.

Each of us may receive information the other treats as confidential. The receiving party will use it only to perform this agreement and will protect it with at least reasonable care. This does not apply to information that is public through no fault of the receiving party, was already known to it, is independently developed, or must be disclosed by law — in which case the receiving party will give notice where it is lawfully able to.

These Terms run until the workspace is closed. Either of us may terminate for material breach that is not cured within 30 days of notice. We may suspend immediately where use threatens the security or integrity of the Service or exposes us to legal liability.

For 30 days after termination you may export Customer Data through the Service’s export features. After that we may delete it, and we will do so within a further 90 days except where retention is required by law or is in encrypted backups that expire on their normal cycle. Sections 7, 10, 11, 13, 14, 15, 17, 18, 19 and 20 survive termination.

To the fullest extent permitted by law, the Service is provided “as is” and “as available”, without warranty of any kind, express, implied or statutory. We specifically disclaim implied warranties of merchantability, fitness for a particular purpose, title, quiet enjoyment and non-infringement, and any warranty arising from a course of dealing or usage of trade.

We do not warrant that the Service will be uninterrupted, timely, secure or error-free; that defects will be corrected; that it will meet your requirements; or that any result, analysis, score, chart, translation or AI output will be accurate, complete or fit for a decision you take. Engagement data describes who chose to respond, which is not the same as the population you are consulting, and we make no representation that it is representative.

Some states do not allow the exclusion of implied warranties, so parts of this section may not apply to you.

To the fullest extent permitted by law, neither party is liable for indirect, incidental, special, consequential, exemplary or punitive damages, nor for lost profits, lost revenue, lost goodwill, lost or corrupted data, business interruption, or the cost of substitute services — even if told such damages were possible and even if a limited remedy fails of its essential purpose.

Our total aggregate liability arising out of or relating to the Service or these Terms, whatever the theory of liability, will not exceed the greater of (a) the fees you paid us for the Service in the twelve months immediately before the event giving rise to the claim, or (b) one hundred US dollars (US$100). For a free trial or free plan, that cap is US$100.

Any claim must be brought within one year after it arose, or it is permanently barred, except where a longer period is required by law.

You will defend, indemnify and hold us harmless from any third-party claim, and any resulting loss, damage, fine, penalty, settlement and reasonable attorneys’ fees, arising out of or relating to: Customer Data; your surveys, outreach or published pages; your breach of section 5 or the Acceptable Use Policy; your infringement of another’s rights; or your failure to comply with any law applicable to your collection or use of Personal Information.

We will tell you promptly about the claim, let you control the defense (except that any settlement affecting our rights needs our consent, not unreasonably withheld), and give you reasonable cooperation at your expense.

Many of our customers are cities, counties, agencies, districts and other public bodies whose own law restricts what they can agree to. Where you are such a body and a provision of these Terms is prohibited by a statute, constitution, charter or regulation that applies to you, that provision does not apply to the extent of the conflict, and the rest of these Terms stand. In particular:

• where you cannot lawfully indemnify a vendor, section 15 does not apply to you, and you remain responsible for your own acts and omissions to the extent your law allows;
• where you cannot lawfully agree to arbitration or to the law of another state, sections 18 and 19 do not apply to you and disputes proceed under your own law and venue;
• where your obligations are subject to appropriation of funds, non-appropriation terminates the subscription at the end of the funded period without penalty, on written notice; and
• you are responsible for your own public records, open meetings, retention and accessibility obligations in respect of anything you collect or publish through the Service. Tell us at [legal@example.com] if you need help producing records in response to a request.

You represent that you are not located in, organized under the laws of, or ordinarily resident in a country or region subject to comprehensive US sanctions, and that you are not on any US government restricted-party list. You will not export, re-export or make the Service available in violation of US export control or sanctions laws, and you will not use it for any purpose prohibited by them.

The Service is “commercial computer software” and “commercial computer software documentation” as those terms are used in 48 C.F.R. 12.212 and 48 C.F.R. 227.7202. US Government end users acquire only the rights set out in these Terms, consistent with those regulations.

Read this section carefully. It affects how disputes between us are resolved.

Talk to us first. Before starting arbitration or any proceeding, each of us will try in good faith to resolve the dispute by contacting the other — you at [legal@example.com], us at the address in section 20 — describing the dispute and the relief sought, and allowing 30 days.

Arbitration. If that fails, any dispute arising out of or relating to these Terms or the Service will be resolved by binding individual arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before one arbitrator, seated in [COUNTY] County, [STATE] or, at your election, by telephone, video or on the documents alone. The Federal Arbitration Act governs this agreement to arbitrate. The arbitrator decides all issues except that a court decides whether the class action waiver below is enforceable. Judgment on the award may be entered in any court of competent jurisdiction.

Exceptions. Either party may bring an individual claim in small claims court, and either party may seek injunctive or other equitable relief in court to protect intellectual property or confidential information, without first arbitrating.

Class action waiver. Disputes will be brought only in an individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, private-attorney-general or representative proceeding. The arbitrator may not consolidate more than one person’s claims or preside over any form of representative proceeding. If this paragraph is found unenforceable, the whole of the arbitration agreement in this section is void and disputes proceed in the courts identified in section 19.

Jury trial waiver. If for any reason a dispute proceeds in court rather than arbitration, each party knowingly and irrevocably waives any right to a trial by jury, to the fullest extent permitted by law.

These Terms are governed by the laws of the State of [STATE], without regard to its conflict of laws rules. Subject to section 18, the state and federal courts located in [COUNTY] County, [STATE] have exclusive jurisdiction, and each party consents to personal jurisdiction there. The UN Convention on Contracts for the International Sale of Goods does not apply. Nothing here deprives a public body of protections it cannot waive under its own law — see section 16.

• Changes.We may update these Terms. For material changes we will give at least 30 days’ notice by email or in the product before they take effect. Continuing to use the Service afterwards is acceptance; if you object, stop using the Service and cancel. Changes to section 18 do not apply to a dispute of which we already have notice.
• Data protection. Where we handle Personal Information on your behalf, our Data Processing Agreement applies and forms part of these Terms. If it conflicts with these Terms on the handling of Personal Information, it prevails.
• Assignment.Neither party may assign this agreement without the other’s consent, except to a successor in a merger, acquisition or sale of substantially all assets.
• Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control.
• Independent contractors. Nothing here creates a partnership, joint venture, agency or employment relationship, and there are no third-party beneficiaries.
• Severability and waiver. If a provision is unenforceable it is limited or severed to the minimum extent necessary and the rest stands. A failure to enforce is not a waiver.
• Entire agreement. These Terms, the Acceptable Use Policy, the Privacy Policy and the Data Processing Agreement are the whole agreement between us about the Service and replace anything said before. Any purchase order or vendor form you issue is for your administrative convenience only, and its terms do not apply.
• Notices. We may notify you by email or in the product. Notify us at [legal@example.com], or in writing to [LEGAL ENTITY NAME], [STREET ADDRESS], [CITY, STATE ZIP], United States.