Terms of Service
These Terms of Service (the "Terms") are an agreement between Aximetric LLC, a Pennsylvania limited liability company doing business as SolvitFSM ("SolvitFSM", "we", "us"), and the company or organization that subscribes to the Service ("Customer", "you"). By signing an Order Form, creating an account, or using the Service, you agree to these Terms on behalf of your organization and confirm that you have authority to do so.
1. Definitions
- Service means the SolvitFSM software platform, including the staff application, customer portal, mobile application, integrations, documentation and support.
- Order Form means a signed order form, pilot agreement or online checkout that identifies the plan, users, add-ons, fees and term. Each Order Form is governed by these Terms.
- Customer Data means all data you or your Users enter into or upload to the Service, including data about your customers, equipment, work orders, invoices and payments.
- User means an individual you authorize to log in to the staff application. Customer portal logins for your own customers are not Users.
2. Accounts and Users
You are responsible for your Users, for keeping login credentials confidential, and for all activity under your account. You must tell us promptly about any unauthorized use. You may add or remove Users at any time; fees are based on the number of active Users.
3. Subscription, fees and billing
- Fees are stated in the Order Form and on our pricing page, per User per month, with a minimum of three Users. All Users in a company are on the same plan.
- Annual plans are billed once per year in advance. Monthly plans are billed monthly in advance. Add-ons are billed per company per month. Usage above the included allowances (email, SMS, storage) is billed monthly in arrears at the published rates.
- Upgrades and added Users take effect immediately and are prorated. Downgrades take effect at the next billing cycle.
- Fees are exclusive of taxes. You are responsible for any sales, use or similar taxes other than taxes on our income.
- Invoices are due within 15 days. If an invoice is more than 15 days overdue we may suspend access after written notice until it is paid. Suspension does not delete Customer Data.
- We may change prices with at least 30 days written notice. Changes apply at your next renewal, or at the end of any price lock stated in your Order Form.
- Fees charged by third parties (for example Stripe processing fees or e-signature provider fees) are set by those providers and are not our fees.
- If you accept payments through the Service, we may charge a platform fee on those payments at the rate stated in your Order Form or shown in the Service. We will give you at least 30 days written notice before introducing a platform fee or increasing its rate.
4. Pilots and trials
If an Order Form describes a pilot or trial period, the Service is provided during that period as is, for evaluation. Any success criteria in the Order Form are goals, not guarantees. Either party may end a pilot on written notice; pilot fees already paid are not refunded unless the Order Form says otherwise. At the end of a pilot the subscription continues on the terms stated in the Order Form unless you cancel in writing before the pilot ends.
5. Customer Data
- You own it. Customer Data belongs to you. We claim no ownership in it.
- Our license. You grant us a license to host, copy, process, transmit and display Customer Data only as needed to provide the Service, prevent or address problems, and comply with law.
- Aggregated data. We may use data about how the Service is used, and Customer Data in aggregated and de-identified form that cannot identify you or your customers, to operate, improve and benchmark the Service.
- Export. You can export your data at any time using the Service's export features, and you may request a full export of your data from us at no charge for 30 days after your subscription ends.
- Deletion. We delete Customer Data from production systems within 90 days after your subscription ends, and from backups on the normal backup rotation, unless we are required by law to keep it.
- Accuracy. You are responsible for the accuracy and legality of Customer Data and for having the rights and consents needed to give it to us.
6. Your responsibilities and acceptable use
You agree to use the Service only for lawful business purposes and not to: send messages through the Service to people who have not consented to receive them or in violation of the TCPA, CAN-SPAM or similar laws; upload malicious code; attempt to gain unauthorized access to the Service or other customers' data; resell or provide the Service to third parties; or reverse engineer the Service. You are responsible for the content of emails, text messages, invoices and other communications sent to your customers through the Service.
7. Third-party services
The Service integrates with third-party services that you choose to enable, such as Stripe (payments), Intuit QuickBooks Online (accounting), Twilio (SMS and phone verification), DocuSign and SignNow (e-signature), Google Maps and Amazon Web Services. Your use of those services is governed by their own terms, and you are responsible for your accounts with them and any fees they charge. We are not responsible for the availability, accuracy or conduct of third-party services, and an interruption caused by a third-party service is not a breach of these Terms.
9. Security, availability and support
- We maintain reasonable administrative, technical and physical safeguards designed to protect Customer Data, including a separate database per customer, encryption in transit, role-based permissions, optional multi-factor authentication, and daily backups.
- We target 99.5% monthly availability of the Service, excluding scheduled maintenance. We will give at least 48 hours notice of scheduled maintenance whenever practical. Availability targets are goals and are not a warranty or a basis for credits unless a separate service level agreement is signed.
- Support is provided by email (and by phone where your plan includes it) Monday to Friday, 9:00 am to 5:00 pm Eastern, excluding US holidays. Target first response times are stated on the pricing page for each plan. These are targets, not guarantees, and refer to response, not resolution.
- We will notify you without undue delay, and in any case within 72 hours, if we become aware of a security incident that affects your Customer Data.
10. Confidentiality
Each party will keep the other party's non-public business, technical and financial information confidential, use it only for purposes of this agreement, and protect it with at least reasonable care. This does not apply to information that is public through no fault of the receiving party, already known to it, independently developed, or required to be disclosed by law (with notice where allowed). Customer Data is your confidential information. The Service, its design and pricing details in a non-public Order Form are our confidential information.
11. Intellectual property
We own the Service and all related software, designs, documentation and improvements. These Terms grant you a limited, non-exclusive, non-transferable right to use the Service during your subscription. If you give us suggestions or feedback, we may use it without obligation to you. No other rights are granted.
12. Term and termination
- The subscription runs for the term in the Order Form and renews automatically for the same term unless either party gives written notice of non-renewal at least 30 days before the renewal date. Month-to-month subscriptions may be cancelled by either party with 30 days written notice.
- Either party may terminate for material breach if the breach is not cured within 30 days after written notice. We may terminate or suspend immediately for non-payment after the notice in Section 3, or for a violation of Section 6 that threatens the Service or other customers.
- On termination, your right to use the Service ends, unpaid fees for the remainder of a committed term become due, and Section 5 (export and deletion) applies. Sections 5, 8, 10, 11, 13, 14, 15 and 17 survive termination.
13. Warranties and disclaimer
We warrant that the Service will perform materially as described in its documentation. Your sole remedy for a breach of this warranty is for us to correct the problem or, if we cannot, to terminate the affected subscription and refund prepaid fees for the remaining term. EXCEPT AS STATED IN THIS SECTION, THE SERVICE IS PROVIDED "AS IS" AND WE DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE.
14. Limitation of liability
TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST DATA OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY. OUR TOTAL LIABILITY ARISING OUT OF OR RELATED TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE FEES YOU PAID US IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM. These limits do not apply to a party's breach of Section 10, your payment obligations, or a party's indemnification obligations.
15. Indemnification
You will defend and indemnify us against third-party claims arising from Customer Data, your communications to your customers through the Service, or your use of the Service in violation of these Terms or the law. We will defend and indemnify you against third-party claims that the Service, as provided by us, infringes a United States patent, copyright or trademark, provided you notify us promptly and let us control the defense. If such a claim is made we may modify the Service, obtain a license, or terminate the affected subscription and refund prepaid fees for the remaining term.
16. Changes to the Service and these Terms
We improve the Service continuously and may add, change or retire features. We will not materially reduce the core functionality of your plan during a paid term without notice. We may update these Terms with at least 30 days notice by email or in the Service; continued use after the effective date is acceptance. If you object to a material change you may terminate and receive a prorated refund of prepaid fees.
17. Governing law and disputes
These Terms are governed by the laws of the State of Pennsylvania, without regard to its conflict of laws rules. Before starting any formal proceeding, the parties will try in good faith to resolve the dispute through discussion between their principals for at least 30 days. Any action must be brought in the state or federal courts located in Allegheny County, Pennsylvania, and each party consents to that jurisdiction.
18. General
- These Terms and the Order Form are the entire agreement and replace all prior discussions. If they conflict, the Order Form controls.
- Neither party may assign this agreement without the other's consent, except to a successor in a merger or sale of substantially all its assets.
- Neither party is liable for delays caused by events beyond its reasonable control.
- Notices must be in writing: to us by email at [email protected] or by mail at the address stated in your Order Form; to you at the billing email on your account.
- If any provision is unenforceable, the rest remains in effect. A waiver must be in writing. The parties are independent contractors.
Contact
Aximetric LLC d/b/a SolvitFSM
Wexford, Pennsylvania
[email protected]