Terms of Service

1. Acceptance of Terms

By accessing, browsing, or using SMBRegs ("Platform," "Service," or "we"), you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, you may not use our Service.

1.1 Updates to Terms

• We may modify these Terms at any time
• Changes will be posted on this page with an updated "Last Updated" date
• Material changes will be communicated via email or platform notification
• Continued use after changes constitutes acceptance of the new Terms

2. Description of Service

SMBRegs is a business compliance management platform that provides:

• Compliance Analysis: Personalized assessment of regulatory requirements
• Deadline Tracking: Automated reminders and calendar management
• Document Storage: Secure storage and organization of compliance documents
• Regulatory Database: Access to comprehensive regulatory information
• Dashboard Analytics: Progress tracking and compliance scoring

3. Account Registration and Eligibility

3.1 Eligibility Requirements

• You must be at least 18 years old to use SMBRegs
• You must have legal authority to bind your business to these Terms
• You must provide accurate and complete registration information
• You may not use SMBRegs if you are prohibited by law or have been previously banned

3.2 Account Responsibility

• You are responsible for maintaining the confidentiality of your account credentials
• You are liable for all activities that occur under your account
• You must notify us immediately of any unauthorized access or security breach
• You may not share your account or allow others to use your credentials

4. Subscription Plans and Billing

4.1 Subscription Plans

SMBRegs currently enforces four in-app subscription tiers with different features and pricing:

• Free: Limited access for compliance assessment and a single business profile
• Starter: Basic compliance management features
• Pro: Expanded limits and additional in-app features
• Business: Highest currently supported in-app runtime tier

From time to time, SMBRegs may also present additional checkout labels such as Growth or Enterprise. Unless we explicitly state otherwise in-product, those labels currently map to the same in-app Business access rather than a distinct higher runtime feature tier.

4.2 Billing and Payment

• Subscription fees are billed in advance on a monthly or annual basis
• Payment is due immediately upon subscription or renewal
• All fees are non-refundable except as required by law or stated in our refund policy
• We use third-party payment processors (Stripe) for secure payment handling
• You authorize us to charge your chosen payment method for applicable fees

4.3 Price Changes

• We may change subscription prices with 30 days' notice
• Price changes will not affect your current billing period
• Existing subscribers maintain their current rate for the remainder of their billing period
• You may cancel your subscription to avoid price increases

4.4 Refund Policy

• Free Plan: Free plan available with no credit card required
• 14-Day Refund: Full refund if cancelled within 14 days of first payment
• Pro-rated Refunds: Not provided for partial month cancellations
• Exceptional Circumstances: Evaluated case-by-case basis

5. Acceptable Use Policy

5.1 Permitted Uses

You may use SMBRegs only for legitimate business compliance purposes in accordance with these Terms and applicable laws.

5.2 Prohibited Uses

You may not:

• Violate any applicable laws, regulations, or third-party rights
• Upload malicious code, viruses, or harmful content
• Attempt to gain unauthorized access to our systems or other users' accounts
• Use our Service to store or transmit illegal, harmful, or offensive content
• Reverse engineer, decompile, or attempt to extract source code
• Resell, redistribute, or commercialize our Service without permission
• Create derivative works based on our intellectual property
• Use automated tools to scrape or extract data from our platform
• Interfere with or disrupt the integrity or performance of our Service
• Impersonate others or provide false information

6. Intellectual Property Rights

6.1 Our Rights

SMBRegs and all related content, features, and functionality are owned by Spoon Seller LLC and protected by copyright, trademark, and other intellectual property laws. This includes but is not limited to:

• Software code and architecture
• Regulatory database and analysis algorithms
• User interface design and graphics
• Text content, guides, and educational materials
• Trademarks, logos, and brand elements

6.2 Your Rights

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use SMBRegs for your business compliance needs.

6.3 Your Content

You retain ownership of content you upload to SMBRegs ("Your Content"), but grant us necessary rights to:

• Store, process, and display Your Content within the platform
• Back up and secure Your Content for service reliability
• Use aggregated, anonymized data for platform improvement

7. Privacy and Data Protection

Your privacy is important to us. Our collection, use, and protection of your personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference.

7.1 Data Security

• We implement industry-standard security measures to protect your data
• All data is encrypted in transit and at rest
• We use industry-standard security measures and rely on hosted providers with published security programs
• We perform ongoing security maintenance and vulnerability review

8. Service Availability and Support

8.1 Service Level

• We aim to keep the service available but do not guarantee any specific uptime percentage unless separately agreed in writing
• Scheduled maintenance will be announced in advance when possible
• We may temporarily suspend service for security or maintenance purposes

8.2 Customer Support

• General Support: Available via email during business hours
• Priority Support: Faster response times for Pro and Business plan subscribers
• Faster Response Times: Higher-tier plans receive faster support response times
• Response Times: Support timing varies by queue, plan, and business hours

9. Disclaimers and Limitations

9.1 Information Accuracy

• We strive to provide accurate regulatory information but cannot guarantee completeness or currency
• Regulations change frequently and may not be immediately updated in our database
• You are responsible for verifying current requirements with official sources
• SMBRegs supplements but does not replace professional compliance advice

9.2 Service Limitations

SMBRegs is provided "as is" and "as available" without warranties of any kind, either express or implied, including but not limited to:

• Merchantability, fitness for a particular purpose, or non-infringement
• Uninterrupted, error-free, or secure operation
• Complete accuracy or reliability of information
• Compatibility with all devices, browsers, or operating systems

10. Limitation of Liability

To the maximum extent permitted by law:

• Our total liability for any claim related to SMBRegs will not exceed the amount you paid us in the 12 months preceding the claim
• We will not be liable for indirect, incidental, special, consequential, or punitive damages
• We are not responsible for compliance failures, penalties, or legal issues arising from your use of our Service
• You assume full responsibility for compliance with applicable laws and regulations

11. Indemnification

You agree to defend, indemnify, and hold harmless Spoon Seller LLC, its officers, directors, employees, and agents from any claims, damages, losses, or expenses (including reasonable attorneys' fees) arising from:

• Your use or misuse of SMBRegs
• Your violation of these Terms or applicable laws
• Your breach of any representation or warranty
• Content you submit or upload to the platform
• Your business compliance or legal obligations

12. Termination

12.1 Termination by You

• You may cancel your subscription at any time through your account settings
• Cancellation takes effect at the end of your current billing period
• You remain responsible for all charges incurred before cancellation
• You may request account deletion, which will permanently remove your data

12.2 Termination by Us

We may suspend or terminate your account immediately if you:

• Violate these Terms or our Acceptable Use Policy
• Fail to pay subscription fees when due
• Engage in fraudulent or illegal activities
• Compromise the security or integrity of our Service

12.3 Effect of Termination

• Your right to access SMBRegs will cease immediately
• We will retain your data according to our retention policy
• You may request data export before account deletion
• Provisions that by nature should survive termination will continue to apply

13. Dispute Resolution

13.1 Governing Law

These Terms are governed by and construed in accordance with the laws of the United States and the State of [STATE], without regard to conflict of law principles.

13.2 Dispute Resolution Process

1. Informal Resolution: Contact us at hello@smbregs.com to resolve disputes informally
2. Mediation: If informal resolution fails, we agree to participate in mediation
3. Arbitration: Binding arbitration for disputes not resolved through mediation
4. Small Claims Court: Either party may file in small claims court for qualifying disputes

14. General Provisions

14.1 Entire Agreement

These Terms, together with our Privacy Policy and any additional agreements, constitute the entire agreement between you and SMBRegs.

14.2 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

14.3 Assignment

You may not assign or transfer your rights under these Terms without our written consent. We may assign our rights and obligations without restriction.

14.4 Force Majeure

Neither party will be liable for delays or failures in performance resulting from circumstances beyond their reasonable control.

15. Contact Information

If you have questions about these Terms of Service:

These Terms of Service were last updated on February 13, 2025. Previous versions are available upon request.