Terms of service and privacy notice.

This is a working draft. The structure is settled. Clauses marked [TO CONFIRM: …] are waiting on a fact or on counsel, and nothing here is binding until the draft label is removed.

§1

Scope and parties

These terms govern access to and use of the Signed Off platform (the "Service") by the organization that accepts them (the "Customer") and its authorized users. The Service is provided by Signed Off ("we", "us"). [TO CONFIRM: legal entity name and form]

§2

Definitions

"Circle-up" means a processed filing together with its items, circles, review decisions and deliverables. "Customer Data" means the Customer’s circle-ups, review decisions and deliverables, and the account information of its users. "Filing Data" means the public SEC filings processed by the Service.

§3

Accounts and access

The Customer is responsible for its users and for keeping credentials confidential. Where single sign-on is enabled, the Customer’s identity provider governs authentication. Organization admins manage members and their roles.

We may suspend access where we reasonably believe there is a security risk. [TO CONFIRM: suspension and notice terms]

§4

Customer Data and privacy

Customer Data belongs to the Customer and is private to the Customer’s organization. We process it only to provide the Service.

We do not use Customer Data to train models.

§5

Personal data

We collect the personal data needed to operate accounts, such as name and work email. [TO CONFIRM: full list of personal data collected and the legal bases]

Individuals may ask to access, correct or delete their personal data. [TO CONFIRM: privacy contact and request process]

§6

Retention and deletion

This clause will state how long Customer Data is kept and how it is deleted. [TO CONFIRM: retention periods and deletion process]

§7

Intellectual property

We retain all rights in the Service. The Customer retains all rights in Customer Data. Filing Data is public and belongs to neither party.

§8

Fees

Pricing is usage-based. [TO CONFIRM: fee schedule, billing and payment terms]

§9

Warranties and disclaimers

The Service is a tool that supports professional judgment. It does not provide legal, accounting or audit advice, and its output is not a comfort letter or any professional opinion. Circles are recommendations and remain subject to reviewer decision.

[TO CONFIRM: warranty and disclaimer wording]

§10

Limitation of liability

[TO CONFIRM: liability cap and exclusions]

§11

Term and termination

[TO CONFIRM: term, renewal and termination]

§12

Governing law

[TO CONFIRM: governing law and venue]

§13

Changes to these terms

We will tell Customers about material changes to these terms before they take effect. [TO CONFIRM: notice period and method]