Agreement and accounts
These Terms of Service (the "Terms") are a legally binding agreement between Spritz Solutions, LLC ("Spritz," "we," "us," or "our") and the person or organization accessing our websites, software platform, applications, beta services, and related products or services (collectively, the "Services"). By accessing or using the Services, you agree to these Terms. If you use the Services for an organization, you represent that you are authorized to bind that organization, and "you" includes that organization.
A Customer is an organization that subscribes to, purchases, evaluates, or contracts for Services. A User is an individual authorized by a Customer. Certain Customers may participate in a prerelease, pilot, demonstration, or beta program under a separate 90-Day Beta Evaluation Agreement (a "Beta Agreement").
You must have legal capacity to enter these Terms. Users must provide accurate account information, safeguard credentials, use reasonable security practices, and promptly report suspected unauthorized access. Customers are responsible for their Users and for promptly removing access that is no longer appropriate.
Customer data
"Customer Data" means data, content, records, communications, and materials submitted to or generated through the Services by or for a Customer, including information about members, congregants, visitors, donors, volunteers, employees, participants, families, or other individuals. As between Spritz and Customer, Customer retains its rights in Customer Data. Customer grants Spritz a nonexclusive right to host, copy, transmit, display, modify, and process Customer Data as reasonably necessary to provide, secure, support, and improve the Services, comply with Customer instructions, and fulfill applicable agreements.
Customer is responsible for the accuracy and legality of Customer Data and for all required rights, notices, consents, permissions, and lawful bases. Customer determines its purposes for using personal information, controls authorized access, responds to individuals, and complies with privacy, communications, employment, nonprofit, church, education, and other applicable laws.
Beta evaluations
3.1 Separate Beta Agreement
If Spritz grants a Customer beta or evaluation access, the Beta Agreement governs the scope, term, user limit, confidentiality, feedback, beta-specific data handling, and termination. If these Terms conflict with a signed Beta Agreement, the Beta Agreement controls for the beta evaluation.
3.2 Ninety-Day Access
Unless a signed Beta Agreement states otherwise, beta access lasts ninety (90) consecutive calendar days, is provided without a subscription fee, is limited to internal evaluation, testing, training, and feedback, and automatically ends at expiration. Beta access does not automatically convert to a paid subscription, and either party may decline to proceed.
3.3 Prerelease Nature
Beta Services are under development, may be incomplete, may contain errors, and may change materially without notice. Spritz may add, modify, limit, suspend, or remove features, integrations, data formats, and functionality. No service-level commitment, uptime promise, response time, backup commitment, compatibility guarantee, or obligation to correct errors applies to Beta Services.
3.4 Evaluation Restrictions
Beta Services may be used only by authorized evaluators for internal evaluation. You may not use them for production operations, emergencies, life-safety purposes, high-risk decisions, resale, service-bureau use, public benchmarking, or development or training of a competing product unless Spritz expressly agrees in writing.
3.5 Test Data
Beta participants should use synthetic, minimized, or non-sensitive test data whenever practical. Unless Spritz approves otherwise in writing, do not submit full payment-card information, Social Security numbers, government identification numbers, HIPAA-regulated protected health information, FERPA-regulated education records, biometric identifiers, third-party passwords, or other highly sensitive or specially regulated information.
3.6 Feedback
If you provide suggestions, defect reports, ideas, or other feedback, you grant Spritz a perpetual, irrevocable, worldwide, royalty-free, transferable, sublicensable right to use, reproduce, modify, incorporate, commercialize, and otherwise exploit that feedback without restriction or payment. Spritz will not publicly identify you as its source without permission.
Acceptable use and human judgment
You will not, and will not permit others to:
- use the Services unlawfully or to infringe, harass, defame, threaten, discriminate against, exploit, or harm any person;
- send spam or unlawful marketing communications or use messaging without required consent;
- upload malware, bypass security, disrupt the Services, or access systems or data without authorization;
- reverse engineer, decompile, disassemble, discover source code or underlying models, or create derivative works except where a restriction is prohibited by law;
- share credentials, sublicense access, remove proprietary notices, or exceed account or usage limits;
- scrape or extract data at scale without permission, or use the Services or outputs to train or improve a competing product; or
- rely on engagement indicators or automated outputs as definitive assessments of a person or for medical, legal, employment, credit, housing, insurance, eligibility, emergency, or other high-impact decisions.
The Services may generate summaries, engagement scores, classifications, alerts, recommendations, trends, or other automated outputs. These tools may be inaccurate, incomplete, or biased and are intended only to assist human decision-making. They are not definitive assessments of character, beliefs, intentions, commitment, worth, or future behavior. Customers must apply appropriate human review and remain responsible for decisions and communications based on outputs.
Privacy and security
Our Privacy Policy explains how Spritz handles information. Spritz uses reasonable administrative, technical, and organizational safeguards, but no service is completely secure. Customers and Users are responsible for credentials, devices, permissions, configurations, integrations, and their own security practices. The Services may interoperate with third-party services selected by Customer; third-party terms and privacy practices apply to those services.
Ownership and payment
Spritz and its licensors own the Services, software, documentation, interfaces, designs, models, workflows, know-how, trademarks, and related intellectual property and improvements. Except for the limited right to use the Services under the applicable agreement, no rights are granted by implication, estoppel, or otherwise. You may not use Spritz marks without written permission.
Paid Services, subscription term, fees, renewal, payment, usage limits, and cancellation are governed by the applicable order form or subscription agreement. Beta participation does not create an obligation to purchase and does not authorize continued access after expiration. You are responsible for applicable taxes other than taxes based on Spritz's net income.
Confidentiality
Nonpublic product plans, beta features, security information, pricing, business information, and Customer Data may be confidential. Each party will use the other party's confidential information only for the applicable relationship, protect it using reasonable care, and disclose it only to personnel and advisors with a need to know and confidentiality duties. Publicly available, lawfully received, previously known, and independently developed information is excluded. A signed Beta Agreement or other contract may contain more specific confidentiality terms and will control for its subject matter.
Termination and data
Spritz may suspend or terminate access for nonpayment, breach, unlawful use, security risk, harm, legal request, or excessive beta usage. At expiration or termination, access ends and outstanding amounts remain due. Customers should export available Customer Data before termination.
For Stoplight, records are kept for as long as a church wants them, because they are the church's records. When a church stops using Stoplight and requests deletion, we delete its Stoplight data within 90 days of the request, except where we are required to keep something by law. Deleted records are removed from backups within 30 days.
Warranties and liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, BETA SERVICES ARE PROVIDED "AS IS," "AS AVAILABLE," AND WITH ALL FAULTS. OTHER SERVICES ARE PROVIDED SUBJECT TO THE WARRANTIES, IF ANY, EXPRESSLY STATED IN A SIGNED AGREEMENT. SPRITZ DISCLAIMS ALL OTHER EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, SECURITY, AVAILABILITY, AND ERROR-FREE OPERATION.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR LOST PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITY, OR DATA. UNLESS A SIGNED AGREEMENT STATES A DIFFERENT CAP, SPRITZ'S TOTAL AGGREGATE LIABILITY ARISING FROM THE SERVICES WILL NOT EXCEED THE GREATER OF (A) AMOUNTS PAID TO SPRITZ FOR THE AFFECTED SERVICES DURING THE TWELVE MONTHS BEFORE THE EVENT OR (B) US $500; FOR NO-CHARGE BETA SERVICES, THE CAP IS US $500. These limits do not apply where prohibited by law.
You will defend, indemnify, and hold harmless Spritz and its affiliates, officers, directors, members, managers, employees, and agents from third-party claims and related losses arising from Customer Data, unlawful or unauthorized use, communications sent through the Services, infringement caused by your materials, or breach of these Terms. Spritz will provide prompt notice and reasonable cooperation, and you may not settle in a manner admitting fault by or imposing obligations on Spritz without consent.
Governing law and venue
These Terms are governed by Alabama law, without regard to conflict-of-laws rules. The state and federal courts located in Jefferson County, Alabama will have exclusive jurisdiction, and you consent to personal jurisdiction and venue there.
General terms and updates
The parties are independent contractors. Neither party may use the other's name or logo publicly without permission. You may not assign these Terms without Spritz's consent; Spritz may assign them in connection with a merger, reorganization, financing, change of control, or sale of relevant assets. Neither party is liable for delay caused by events beyond reasonable control. If a provision is unenforceable, it will be modified to the minimum necessary extent and the remainder continues. Failure to enforce is not a waiver. Electronic records and signatures are permitted.
Spritz may update these Terms. Material changes will be posted with a revised date and, where appropriate, notice will be provided through the Services or by email. Changes will not retroactively alter a signed Beta Agreement or order form unless permitted by that agreement. Continued use after the effective date of revised Terms constitutes acceptance where allowed by law.
Contact and legal notices
Questions or legal notices may be sent to Spritz Solutions, LLC at 3717 Spring Valley Rd, Birmingham, AL 35223 and [email protected]. Support requests may be sent to [email protected].