Terms of Service

1. Acceptance of Terms

By creating an account, accessing, or using the Service in any way, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference. These Terms form a legally binding agreement between you and us. If you use the Service on behalf of an organization, you represent that you have authority to bind that organization, and “you” includes that organization.

2. Eligibility

You must be at least 18 years old (or the age of majority in your jurisdiction) and capable of forming a binding contract to use the Service. You are responsible for ensuring that your use complies with all laws applicable to you.

3. Nature of the Service; Beta and Availability

The Service is provided to assist with planning and running live event run-of-show timing. The Service may be offered on a pre-release, beta, evaluation, or “proof-of-concept” basis and may contain errors, defects, or interruptions. We do not guarantee that the Service will be uninterrupted, timely, secure, error-free, or that any timing, countdown, cue, or synchronization function will be accurate or available at any given moment. You are solely responsible for maintaining independent backups and contingency procedures for any live production.

4. Accounts and Security

You are responsible for safeguarding your account credentials and for all activity under your account. You agree to provide accurate information and to notify us promptly of any unauthorized use. We are not liable for any loss or damage arising from your failure to protect your credentials.

5. License and Acceptable Use

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to use the Service. You agree not to:

• use the Service for any unlawful, infringing, harmful, or fraudulent purpose;
• reverse engineer, decompile, scrape, or attempt to derive source code, except as permitted by law;
• interfere with, disrupt, overload, or circumvent the security or integrity of the Service;
• upload malware or any content that is illegal, infringing, defamatory, or violates third-party rights;
• resell, sublicense, or provide the Service to third parties except as expressly permitted;
• use the Service to build a competing product or to benchmark without our written consent.

We may suspend or terminate access immediately, without notice or liability, for any actual or suspected violation.

6. Your Content and Data

You retain ownership of the event, runsheet, cue, and other content you submit (“Your Content”). You grant us a worldwide, non-exclusive, royalty-free license to host, store, process, transmit, and display Your Content solely to operate and improve the Service. You represent that you have all rights necessary to submit Your Content and that it does not violate any law or third-party right. You are solely responsible for Your Content and for any consequences of importing, sharing, displaying, or distributing it (including via monitor, speaker, or shared links).

7. Intellectual Property

The Service, including its software, design, text, graphics, and trademarks, is owned by us or our licensors and is protected by intellectual-property laws. Except for the limited license granted above, no rights are granted to you. All feedback you provide may be used by us without restriction or obligation.

8. Third-Party Services

The Service relies on third-party providers (including, without limitation, cloud hosting, database, authentication, and infrastructure providers). We do not control and are not responsible for third-party services, their availability, or their acts or omissions. Your use of third-party services may be subject to their own terms.

9. Disclaimer of Warranties

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL MEET YOUR REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, BE SECURE, OR THAT DEFECTS WILL BE CORRECTED. NO ADVICE OR INFORMATION OBTAINED FROM US CREATES ANY WARRANTY NOT EXPRESSLY STATED HEREIN.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL WE OR OUR AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR FOR BUSINESS INTERRUPTION, EVENT FAILURE, MISSED CUES, TIMING INACCURACIES, OR PRODUCTION LOSS, ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU PAID TO US FOR THE SERVICE IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED US DOLLARS (US $100). Some jurisdictions do not allow certain limitations, so some of the above may not apply to you; in such cases our liability is limited to the maximum extent permitted by law.

11. Indemnification

You agree to defend, indemnify, and hold harmless us and our affiliates, officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) Your Content; (b) your use of or inability to use the Service; (c) your violation of these Terms or any law; or (d) your violation of any third-party right. We may assume the exclusive defense of any matter subject to indemnification, in which case you agree to cooperate with us.

12. Termination

You may stop using the Service at any time. We may suspend or terminate your access at any time, with or without cause or notice. Upon termination, the license granted to you ends and we may delete Your Content. Sections that by their nature should survive termination (including Sections 6–11 and 13–16) will survive.

13. Changes to the Service and Terms

We may modify, suspend, or discontinue all or part of the Service at any time. We may update these Terms from time to time; the “Last updated” date reflects the latest version. Your continued use after changes become effective constitutes acceptance of the revised Terms.

14. Governing Law and Dispute Resolution

These Terms are governed by the laws of [Governing Jurisdiction], without regard to conflict-of-law rules. Any dispute will be resolved exclusively in the courts located in [Venue] (or, where applicable and elected by us, by binding arbitration), and you consent to personal jurisdiction there. To the extent permitted by law, you and we waive any right to a jury trial and to participate in a class or representative action. Any claim must be brought within one (1) year after it arises, or it is permanently barred.

15. Miscellaneous

If any provision is found unenforceable, the remaining provisions remain in full force, and the unenforceable provision will be modified to the minimum extent necessary. Our failure to enforce any right is not a waiver. You may not assign these Terms without our consent; we may assign freely. These Terms, together with the Privacy Policy, constitute the entire agreement between you and us regarding the Service and supersede all prior agreements. Nothing herein creates an agency, partnership, or employment relationship.

16. Contact

Questions about these Terms may be sent to [legal@your-domain.com].