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Plain-language summary
These terms govern your use of HWCharts. The big picture: you (the organization) own your data, we host and operate the platform, you pay for what you use, and either of us can end the relationship cleanly at renewal. We keep the platform up. You don't try to break it. We honor our SLAs and security promises. You keep your account credentials safe. Either of us breaks the terms, the other can terminate.
1. Definitions
"Service" means the HWCharts platform, including all modules in your subscription. "Customer Data" means content uploaded by you or your users. "Order" means the form or contract that names your plan, term, and price.
2. The service
We grant you a non-exclusive, non-transferable right to access the Service for the term and seat count in your Order. You agree to use it in compliance with applicable law and our Acceptable Use Policy (referenced below).
3. Customer Data
You retain all rights to Customer Data. We process it strictly to provide the Service and per the BAA/DPA. We will not access Customer Data except to maintain the Service or at your written request.
4. Fees and payment
Fees are stated in your Order. Annual plans are invoiced up front; monthly plans on the first of each month. Past-due amounts accrue interest at 1.5%/mo or the maximum allowed by law, whichever is lower.
5. Term, renewal, and termination
Subscriptions auto-renew for an additional term equal to the prior term unless either party gives at least 30 days' notice before renewal. Either party may terminate for material breach not cured within 30 days of notice. On termination, we provide a 60-day window to export your data.
6. Service levels
If your Order includes a service level commitment, it is the one written in your Order, and the SLA credits it provides are your sole remedy for downtime. We have not set service levels for early access.
7. Acceptable use
You will not (a) reverse engineer the Service, (b) use it for unlawful purposes, (c) interfere with other tenants, or (d) upload malware. We may suspend access for serious or repeated violations after notice.
8. Confidentiality
Each party will protect the other's confidential information using reasonable care and only use it as necessary to perform under these terms.
9. Warranty and disclaimers
We warrant that the Service will perform materially in accordance with our documentation. EXCEPT FOR THE EXPRESS WARRANTIES IN THESE TERMS, THE SERVICE IS PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND.
10. Limitation of liability
Neither party will be liable for indirect, incidental, or consequential damages. Each party's total liability is capped at the fees paid in the 12 months preceding the claim, except for breach of confidentiality, indemnification obligations, and gross negligence.
11. Indemnification
Each party will defend the other against third-party claims arising from its breach of these terms, subject to prompt notice and reasonable cooperation.
12. Governing law
These terms are governed by the laws of the State of Delaware, USA, without regard to conflicts of law. Disputes will be resolved in the state or federal courts of Wilmington, Delaware.
13. Changes to these terms
We may update these terms periodically. Material changes will take effect 30 days after notice to your designated admin contacts.