Summary

You are responsible for the accuracy and legality of your invoices, payment requests, and any data you submit through the Service.
The Service is provided as-is without warranties of any kind, express or implied.
Subscriptions renew automatically until cancelled and are billed in advance for each billing period.
Your use must comply with all applicable laws, regulations, and these Terms.
We may suspend or terminate accounts that violate these Terms or pose security risks.
Our total liability is limited to the fees you have paid in the preceding 12 months.

Definitions

Service: The Conduitt platform, including the web application, API, integrations, and related services operated by Solomon AI Inc. at conduitt.io.
Account: Your registered user account that provides access to the Service, including all associated data and settings.
Customer: The individual or legal entity that creates an Account and agrees to these Terms.
Customer Data: All data, content, invoices, client records, files, and information you submit to or create within the Service.
User: Any individual authorized by the Customer to access and use the Service under the Customer's Account.
Billing Period: The recurring interval (monthly or annual) for which Service Fees are charged.
Service Fees: The charges payable by the Customer for use of the Service, as set out in the applicable plan.
Service Plan: The specific tier of service selected by the Customer, which determines features, usage limits, and pricing.

Eligibility and Accounts

To create an Account and use the Service, you must meet the following requirements.

You must be at least 18 years of age and have the legal capacity to enter into a binding contract.
If you are registering on behalf of a legal entity, you represent and warrant that you have the authority to bind that entity to these Terms.
You must provide accurate, current, and complete registration information and keep it up to date.
You may register using email and password or through a supported OAuth provider such as Google or GitHub.
Each User must have a separate set of login credentials. Sharing credentials between individuals is not permitted.

Account Responsibility

You are responsible for maintaining the security of your Account and for all activities that occur under it.

Keep your login credentials confidential and do not share them with unauthorized individuals.
Notify us immediately if you become aware of any unauthorized use of your Account or any security breach.
You are liable for all actions taken through your Account, whether or not authorized by you.
We may suspend or terminate your Account if we detect unauthorized access or suspicious activity.
We reserve the right to refuse registration or cancel Accounts at our discretion if information provided is inaccurate or incomplete.

Subscriptions and Billing

Access to paid features of the Service requires a subscription. The following terms apply to all paid plans.

Paid plans are billed on a recurring monthly or annual cycle. Fees are charged in advance at the beginning of each Billing Period.
Subscriptions renew automatically at the end of each Billing Period unless cancelled before the renewal date.
Service Fees for the first Billing Period may be reduced on a pro-rated basis from the date of subscription activation.
We may update pricing with at least 30 days' written notice before the next Billing Period. Continued use after a price change constitutes acceptance.
Refunds are not guaranteed and are handled on a case-by-case basis. Service Fees are non-refundable except where explicitly stated.
All amounts are exclusive of applicable taxes, including value-added tax (VAT), sales tax, and other government-imposed charges. You are responsible for all such taxes unless otherwise stated.
If you upgrade or downgrade your Service Plan during a Billing Period, the fee adjustment will be applied on a pro-rated basis.
We do not directly collect or store payment card information. Payment processing is handled by our third-party payment processor.
If payment fails or is overdue for more than 14 days, we may suspend your access to the Service until payment is received.

Trials and Promotional Access

We may offer trial periods, pilots, or promotional access at our discretion. The following terms apply.

Trials and promotional access may provide limited access to features and may have usage restrictions such as invoice limits or client caps.
We reserve the right to modify, limit, or discontinue trials or promotional access at any time without prior notice.
Trial periods, if offered, convert to paid subscriptions at the end of the trial unless cancelled.
Support during trials or promotional access is provided at our discretion and is not guaranteed.
We may restrict features, impose rate limits, or require payment to continue using the Service after promotional limits are reached.

Your Content and Data

You retain full ownership of your Customer Data. By using the Service, you grant us a limited, non-exclusive, worldwide license to host, process, store, and display your Customer Data solely to operate and improve the Service.

You are solely responsible for the accuracy, quality, and legality of the content you upload, create, or transmit through the Service.
You represent and warrant that you have all necessary rights, licenses, and permissions to submit your Customer Data.
We may remove or disable access to content that violates these Terms, infringes third-party rights, or is otherwise unlawful.
You are responsible for maintaining your own backups of Customer Data. While we take precautions to protect data, we do not guarantee that data will not be lost.
Upon termination of your Account, you may request export of your Customer Data for a period of 30 days. After that period, we will delete your data unless legally required to retain it.

Acceptable Use

You agree to use the Service only for lawful purposes and in accordance with these Terms. You must not:

Use the Service for any unlawful, harmful, fraudulent, or deceptive activity, including sending fraudulent invoices or impersonating others.
Attempt to interfere with, disrupt, or compromise the integrity or security of the Service or any related systems.
Access, collect, or store data belonging to other users without their explicit consent.
Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Service, except where permitted by applicable law.
Transmit any viruses, malware, worms, or other malicious code through the Service.
Send unsolicited commercial communications (spam) or use the Service for bulk messaging without recipient consent.
Use the Service in a manner that could damage, disable, overburden, or impair our servers or networks.
Obtain or attempt to obtain unauthorized access to any systems, data, or accounts connected to the Service.
Conduct security testing, penetration testing, or vulnerability scanning against the Service without our prior written authorization.
Use the Service to store, process, or transmit content that is defamatory, obscene, or infringes the intellectual property rights of others.

Invoices, Payments, and Tax Disclaimer

Conduitt is a software tool for creating and managing invoices. It is not a financial institution, legal advisor, tax advisor, or payment processor. You are solely responsible for the accuracy, legality, and compliance of all invoices and payment requests created through the Service.

We do not verify, validate, or audit the correctness of invoice amounts, tax calculations, or compliance with local regulations.
Payment processing is handled by third-party providers. Your use of payment services is subject to those providers' terms and conditions.
We are not responsible for payment disputes, chargebacks, failed transactions, or delays in payment processing.
You are responsible for ensuring that your invoices comply with all applicable tax laws, accounting standards, and regulatory requirements in your jurisdiction.
The Service does not constitute financial, legal, or tax advice. You should consult qualified professionals for such matters.
Any currency conversion rates displayed are for informational purposes only and may differ from actual rates applied by financial institutions.

Third-Party Services

The Service integrates with and relies on third-party services for certain functionality. Your use of those services is governed by their respective terms and policies.

We are not responsible for the availability, accuracy, performance, or security of third-party services.
Your interaction with third-party services, including any data you share with them, is at your own risk.
If a third-party service becomes unavailable or changes its terms, we may modify or discontinue affected features of the Service.
Third-party services may include payment processors, email delivery providers, hosting providers, analytics tools, and authentication services.

API Access

We provide API access to allow programmatic interaction with the Service. The following terms apply to API usage.

API access is subject to rate limits and usage quotas as described in our documentation. Excessive or abusive API usage may result in throttling or suspension.
We reserve the right to determine what constitutes excessive or abusive API usage and to take appropriate action.
We will make a reasonable attempt to notify you via email before suspending API access for usage violations.
API keys and authentication credentials must be kept confidential and must not be shared or embedded in client-side code.
We may modify, deprecate, or discontinue API endpoints with reasonable notice. We will communicate breaking changes through our documentation and changelog.
We are not responsible for the operation or availability of third-party APIs that integrate with our Service.

Privacy and Data Protection

Our Privacy Policy explains how we collect, use, store, and protect personal data. Our Data Processing Agreement governs how we process data on your behalf. By using the Service, you agree to both the Privacy Policy and, where applicable, the Data Processing Agreement.

Intellectual Property

The Service, including its design, code, branding, trademarks, and documentation, is the intellectual property of Solomon AI Inc., except where otherwise noted.

You may not copy, modify, distribute, sell, or lease any part of the Service or its content without our prior written permission.
Certain components of the Service may use third-party libraries governed by their respective licenses. Those components are identified in our documentation.
Self-hosted deployments are governed by the applicable license agreement and do not grant any rights to the Conduitt brand, trademarks, or managed service features.
You may not use the Conduitt name, logo, or branding in a way that implies endorsement or affiliation without written permission.
Any feedback, suggestions, or ideas you submit about the Service may be used by us without obligation to you.
We may use your company name, logo, and a brief description of your use case in marketing materials. You may request removal at any time by contacting us in writing.

Confidentiality

Each party agrees to hold the other party's confidential information in strict confidence and to not disclose it to third parties except as necessary to perform obligations under these Terms.

Confidential information does not include information that is publicly available, was already known to the receiving party, was independently developed, or was lawfully obtained from a third party.
Confidential information may be disclosed if required by law, regulation, or court order, provided the disclosing party gives reasonable prior notice where permitted.
Each party shall take reasonable steps to prevent unauthorized access to or disclosure of the other party's confidential information.
Obligations of confidentiality survive the termination of these Terms for a period of two years.

Service Levels and Support

We aim to provide reliable access to the Service and responsive support. The following terms apply.

We aim to provide reliable, high-availability access to the managed cloud service, excluding planned maintenance windows and events outside our control.
Planned maintenance will be communicated at least 24 hours in advance where possible. We schedule maintenance during off-peak hours.
We provide support via email, in-app messaging, and community channels during business hours.
Priority support may be available on higher-tier plans as described on our pricing page.
We are not responsible for service interruptions caused by third-party services, internet connectivity issues, or events outside our control.
Response times vary by plan tier and severity of the issue. We do not guarantee specific resolution times.

Suspension

We may suspend your access to the Service in the following circumstances.

If you violate these Terms or any applicable laws.
If your use of the Service poses a security risk to us or other users.
If payment for your subscription is overdue by more than 14 days.
If required by law, regulation, or a court order.
If we reasonably believe your Account has been compromised.
We will notify you of the suspension and the reason for it, except where prohibited by law or where doing so would compromise security.

Termination

Either party may terminate this agreement under the following conditions.

You may cancel your subscription at any time through your Account settings. Cancellation takes effect at the end of the current Billing Period.
We may terminate your Account immediately if you materially breach these Terms and fail to cure the breach within 30 days of written notice.
We may terminate your Account immediately without notice if required to comply with applicable law or if you engage in fraud, abuse, or activity that threatens the security of the Service.
We may terminate or discontinue the Service with 30 days' written notice.
Upon termination, all licenses granted under these Terms immediately cease.
You may request export of your Customer Data within 30 days of termination. After 30 days, we will delete all Customer Data unless legally required to retain it.
Termination does not affect accrued rights, obligations, or liabilities of either party.

Disclaimers

To the fullest extent permitted by applicable law, the following disclaimers apply.

The Service is provided on an "AS IS" and "AS AVAILABLE" basis without warranties of any kind, express or implied.
We disclaim all implied warranties, including warranties of merchantability, fitness for a particular purpose, title, and non-infringement.
We do not warrant that the Service will be uninterrupted, error-free, secure, or free of viruses or other harmful components.
You assume sole responsibility for the results obtained from your use of the Service and for any decisions made based on those results.
We are not responsible for errors, interruptions, or data loss arising from third-party services, software, or hardware that interact with the Service.
No advice or information, whether oral or written, obtained from us creates any warranty not expressly stated in these Terms.

Limitation of Liability

To the fullest extent permitted by applicable law, the following limitations apply.

Conduitt will not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, revenue, data, business, or anticipated savings.
Our total aggregate liability arising from or related to these Terms or the Service is limited to the total Service Fees you have paid to us in the 12 months preceding the event giving rise to the claim, or $1 if you have not paid any Service Fees.
These limitations apply regardless of the legal theory of liability (contract, tort, negligence, strict liability, or otherwise) and even if we have been advised of the possibility of such damages.
Nothing in these Terms limits liability for death or personal injury caused by negligence, fraud, or fraudulent misrepresentation, or any other liability that cannot be excluded by applicable law.

Indemnification

You agree to defend, indemnify, and hold harmless Solomon AI Inc. and its officers, directors, employees, and contractors from and against any claims, liabilities, damages, losses, and expenses arising from:

Your use of the Service or any activity under your Account.
Your violation of these Terms or any applicable law or regulation.
Your violation of any third-party rights, including intellectual property rights.
Any Customer Data you submit, upload, or transmit through the Service.
Your negligent or wrongful conduct in connection with the Service.

Events Outside Our Control

Neither party is liable for failure to perform obligations under these Terms if the failure results from events beyond the affected party's reasonable control, including natural disasters, pandemics, telecommunications failures, power outages, government actions, or acts of terrorism. This does not excuse payment obligations.

Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict-of-laws principles. You and Solomon AI Inc. submit to the exclusive jurisdiction and venue of the state and federal courts located in the State of Delaware for any dispute arising out of or relating to these Terms or the Service. Nothing in these Terms limits any non-waivable statutory rights you may have as a consumer.

Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, that provision shall be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible. The remaining provisions continue in full force and effect.

Entire Agreement

These Terms, together with the Privacy Policy and Data Processing Agreement, constitute the entire agreement between you and Conduitt regarding the Service. They supersede all prior agreements, understandings, and communications, whether written or oral, relating to the subject matter.

Changes to These Terms

We may update these Terms to reflect changes in our practices, the law, or market conditions. The current version is always available at conduitt.io/terms. We will use reasonable efforts to notify you of material changes at least 30 days before they take effect, via email or in-app notification. Continued use of the Service after changes take effect means you accept the updated Terms.

Contact Us

Email: [email protected]
Support: conduitt.io/support
GitHub: github.com/Oppulence-Engineering/oppulence-canvas

Terms and Conditions