Terms of Service

1. Agreement to Terms

By accessing or using the SOPHWARE website and services ("Services"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, please do not use our Services.

2. Description of Services

SOPHWARE provides product engineering, platform modernization and integration, applied AI in lending workflows, and technology strategy and delivery, including:

• Product engineering
• Platform modernization and integration
• Applied AI in lending workflows
• Technology strategy and delivery for a defined period of a build

3. Eligibility

You must be at least 18 years old and have the authority to enter into these Terms on behalf of yourself or your organization. By using our Services, you represent and warrant that you meet these requirements.

4. Use of Services

4.1 Permitted Use

You may use our Services only for lawful purposes and in accordance with these Terms.

4.2 Prohibited Activities

You agree not to:

• Use the Services for any illegal purpose or in violation of any laws
• Attempt to gain unauthorized access to our systems or networks
• Interfere with or disrupt the Services or servers
• Transmit viruses, malware, or other harmful code
• Collect or harvest information from the Services without permission
• Impersonate any person or entity
• Use automated systems to access the Services without our consent

5. Intellectual Property Rights

5.1 Our Content

The Services and all content, including text, graphics, logos, and software, are owned by SOPHWARE or our licensors and protected by copyright, trademark, and other intellectual property laws.

5.2 Your Content

You retain ownership of any content you provide to us. By submitting content, you grant us a non-exclusive, worldwide, royalty-free license to use, reproduce, and display your content solely for the purpose of providing our Services.

5.3 Work Product

Intellectual property rights for work product developed under a service engagement will be governed by the applicable service agreement or statement of work.

6. Service Agreements

Specific services will be governed by separate service agreements or statements of work that will include terms regarding:

• Scope of work and deliverables
• Fees and payment terms
• Confidentiality obligations
• Intellectual property ownership
• Termination provisions

7. Fees and Payment

Fees for our Services will be outlined in separate service agreements. Unless otherwise specified:

• All fees are in USD and exclusive of taxes
• Payment is due according to the terms in your service agreement
• Late payments may incur interest charges
• You are responsible for all taxes associated with the Services

8. Confidentiality

We understand that you may share confidential information with us. We will maintain the confidentiality of your information and use it only for providing Services to you. Specific confidentiality terms will be outlined in applicable service agreements or NDAs.

9. Warranties and Disclaimers

9.1 Services Warranty

We will perform Services in a professional and workmanlike manner consistent with industry standards.

9.2 Disclaimer

EXCEPT AS EXPRESSLY PROVIDED, THE SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SOPHWARE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, DATA LOSS, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES.

OUR TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNT YOU PAID FOR THE SERVICES IN THE 12 MONTHS PRECEDING THE CLAIM.

11. Indemnification

You agree to indemnify and hold harmless SOPHWARE from any claims, damages, losses, or expenses arising from your use of the Services, violation of these Terms, or infringement of any rights of another.

12. Termination

We may terminate or suspend your access to the Services immediately, without prior notice, for any reason, including breach of these Terms. Upon termination, your right to use the Services will immediately cease.

13. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of [Your State/Country], without regard to its conflict of law provisions.

Any disputes arising from these Terms or the Services shall first be attempted to be resolved through good faith negotiations. If negotiations fail, disputes shall be resolved through binding arbitration.

14. Changes to Terms

We reserve the right to modify these Terms at any time. We will notify you of any changes by posting the new Terms on this page and updating the "Last Updated" date. Your continued use of the Services after changes constitutes acceptance of the modified Terms.

15. Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force.

16. Entire Agreement

These Terms, together with any applicable service agreements, constitute the entire agreement between you and SOPHWARE regarding the Services and supersede all prior agreements and understandings.

17. Contact Information

If you have questions about these Terms, please contact us:

• Email: legal@sophware.io
• Website: Schedule a conversation