Terms of Service

Effective Date: Feb 12, 2025

BY ACCEPTING THIS AGREEMENT OR ACCESSING OR USING THE SERVICE, YOU ARE AGREEING TO THE TERMS AND CONDITIONS OF THIS AGREEMENT.

IF YOU ARE USING ANY SERVICE AS AN EMPLOYEE, AGENT, OR CONTRACTOR OF A CORPORATION, PARTNERSHIP OR SIMILAR ENTITY, THEN YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO SIGN FOR AND BIND SUCH ENTITY IN ORDER TO ACCEPT THE TERMS OF THIS AGREEMENT. THE RIGHTS GRANTED UNDER THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON ACCEPTANCE BY SUCH AUTHORIZED PERSONNEL.

Modifications to this Agreement

From time to time, ScopeStack may modify this Agreement. Unless otherwise specified by ScopeStack, changes become effective for Customer upon renewal of the then-current Subscription Term or entry into a new Service Order Form after the updated version of this Agreement goes into effect. ScopeStack will use reasonable efforts to notify Customer of the changes through communications via Customer's Account, email or other means.

The "Effective Date" of this Agreement is the date which is the earlier of (a) Customer's initial access to any Service through any online provisioning, registration or order process or (b) the effective date of the first Service Order Form, as applicable, referencing this Agreement. This Agreement will govern Customer's initial purchase on the Effective Date as well as any future purchases made by Customer that reference this Agreement.

These Terms of Service (the "Agreement") is entered into by and between ScopeStack Corp., a Delaware corporation ("ScopeStack" or "Provider") and the person or entity placing an order for or accessing the Service ("Customer" or "you"). In consideration of the terms and conditions set forth below, the parties agree as follows:

1. Provision of Service

ScopeStack will make the Services and Software available to Customer pursuant to this Agreement, the Supplemental Terms (where applicable), the applicable SOF, and the Documentation, and provide such Services in accordance with this Agreement, including the Data Processing Addendum ("DPA"), the Professional Services Agreement ("PSA"), the BAA, if applicable (as defined below), the laws and government regulations applicable to ScopeStack' business, during each Subscription Term, and if applicable, the Privacy Notice. During the Subscription Term, ScopeStack grants to Customer a limited, non-exclusive right to access and use the Services and Software only for its internal business purposes, for up to the number of Users included in the Service Plan or otherwise noted in the SOF, including the right to download, install, and use the Mobile Apps in connection with the authorized use of the Services.

2. Responsibilities of Customer

a. Customer Account

Customer may need to register for an Account in order to place orders or access or receive the Services. Customer agrees to keep its Account information current, accurate, and complete so that ScopeStack may send notices, statements, and other information to Customer via email or through its Account, which notifications will be subject to this Agreement and the Privacy Notice. Customer will be responsible for maintaining the confidentiality of User login information and credentials for accessing the Services and will notify ScopeStack promptly of any loss, misuse, or unauthorized disclosure of such login information and/or credentials of which Customer becomes aware. ScopeStack and its Affiliates will not be liable for any damage or loss that may result from Customer's breach of the foregoing obligations.

b. Acceptable Use

Customer may only use the Services in accordance with the Documentation, subject to the use limitations indicated in any Service Order Form pursuant to which Customer subscribes to the Services, and the terms of this Agreement. Customer agrees to comply with the ScopeStack Acceptable Use and Conduct Policy (as defined below) which is hereby incorporated into this Agreement.

c. Use Restrictions

Customer agrees not to use the ScopeStack Technology (as defined below): (i) to process data on behalf of any third party other than Customer's Users and End Users; (ii) in violation of applicable law; (iii) to store or transmit any content that infringes upon any third party's intellectual property rights; (iv) for competitive intelligence or performance benchmarking purposes; (v) to license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the ScopeStack Technology available to any third party other than Users and End Users, and then only in furtherance of its permitted business purposes as expressly permitted by this Agreement; (vi) to falsely imply any sponsorship or association with ScopeStack; or (vii) to decompile, reverse engineer, disassemble, reproduce, or copy or otherwise access or discover the source code or underlying program of any portion of ScopeStack Technology.

3. Customer Data

a. Use of Customer Data

As between the parties, Customer and its licensors retain all right, title, and interest (including any and all intellectual property rights) in and to the Customer Data and any modifications made thereto in the course of the operation of the ScopeStack Technology. Subject to the terms of this Agreement, Customer hereby grants to ScopeStack and its Affiliates a non-exclusive, worldwide, royalty-free right to process the Customer Data solely to the extent necessary to provide, maintain, and improve the ScopeStack Technology and perform all related obligations owed to Customer under this Agreement, or as may be required by law. Customer is solely responsible for the accuracy, content, and legality of all Customer Data. Customer warrants that Customer has and will have sufficient rights in the Customer Data to grant the rights to ScopeStack under this Agreement. If Customer is subject to the US Health Insurance Portability and Accountability Act of 1996 and its implementing regulations ("HIPAA"), Customer may not upload protected health information ("PHI") as defined by HIPAA, unless Customer has entered into a business associate agreement with ScopeStack, which will govern the parties' respective obligations with respect to any PHI uploaded by Customer to the Services, Software, or Mobile Apps ("BAA").

b. Data Security

The parties will comply with the terms of the DPA, which is incorporated into this Agreement by this reference, with respect to the provision and processing of Personal Data as defined in the DPA. ScopeStack will use appropriate technical and organizational measures in the Services to protect the Customer Data from unauthorized access, processing, loss, or disclosure. ScopeStack measures are designed to provide a level of security appropriate to the risk of processing the Customer Data within the Services. Customer understands that ScopeStack and its Affiliates will process Customer Data in accordance with applicable data protection laws, this Agreement, including the DPA, and the Privacy Notice.

Contact Information

If you have any questions about these Terms of Service, please contact us at:

ScopeStack Corp.
PO BOX 26974
Greenville, SC 29616
Email: support@scopestack.io