Terms of Service

Introduction

This is a legal agreement ("Terms," "Agreement," or "Terms of Service") between you and Software Programming Group LLC ("SPG," "we," "our," or "Company") governing your use of the Smart Investor Deck product, software, services, and websites (collectively, the "Service").

Smart Investor Deck is an AI-powered business document creation solution allowing customers to create executive summaries, business plans, investor presentations, and other business documents with customizable templates, real-time editing, and AI-driven insights.

By accessing or using Smart Investor Deck, you agree to these Terms. If you do not agree, please stop using the Service immediately.

We may modify these Terms from time to time. Any changes will be posted at https://www.smartinvestordeck.ai/terms-condition.

Definitions

• Applicable Law: All applicable federal and state statutes, acts, rules, and regulations.
• Applicable Data Protection Law: Laws regarding data protection, including US state-specific laws (CCPA/CPRA, VCDPA, CPA, CTDPA, UCPA), international regulations (GDPR, PIPEDA), and industry-specific regulations.
• AI-Driven Insights: Analysis, suggestions, and recommendations generated by the Solution's artificial intelligence components.
• Beta Products: Pre-released versions of the Solution provided for testing.
• Business Day: Any day except weekends and US public holidays.
• Collaboration Features: Tools allowing multiple users to work together on documents.
• Document: Any business document, presentation, executive summary, business plan, or other material created using the Solution.
• Intellectual Property: All intellectual property rights, whether registered or unregistered.
• Personal Data: Information relating to an identifiable person as per applicable data protection laws.
• SaaS: Software as a service.
• Scheduled Maintenance: Routine maintenance for which you'll receive advance notice.
• Templates: Pre-designed document layouts and formats.
• Third-Party Services: External services integrated with the Solution.
• Update/Upgrades: Revisions or new versions that enhance functionality.
• User Content: Data, information, or materials you provide to the Solution.

License Grant

We grant you a limited, non-exclusive, non-transferable, revocable license to use Smart Investor Deck during the subscription term. This license doesn't transfer ownership or proprietary rights to you.

The service is provided via a SaaS model. Your subscription begins on the date you accept these Terms, and fees will be charged accordingly, regardless of implementation delays.

Your continued use constitutes acceptance of any Updates or Upgrades. Use is also subject to our Privacy Policy at https://www.smartinvestordeck.ai/privacy-policy

License and Use Restrictions

You must provide necessary information to use the service. The service is non-exclusive, and we retain the right to modify it at our discretion.

You agree not to:

• Sell, sublicense, transfer, or exploit the service
• Disable or circumvent security features
• Modify or create derivative works
• Reverse engineer or access for competitive purposes
• Store or transmit unlawful, infringing, or malicious content
• Interfere with service performance
• Gain unauthorized access
• Create fraudulent or misleading business documents
• Use templates in violation of securities laws
• Share access credentials with unauthorized users

Violations may result in termination of access.

Document Creation and AI-Driven Insights

Document Creation and Editing

The service provides tools and templates for business document creation. You acknowledge that:

• Templates are starting points and should be customized for your specific business
• You are solely responsible for the accuracy and appropriateness of final documents
• You must review all content, including AI-generated suggestions, before distribution

AI-Driven Insights and Suggestions

The service may provide AI-generated insights and recommendations. You acknowledge that:

• These insights are for informational purposes only and don't constitute financial, investment, legal, or business advice
• We don't guarantee accuracy, reliability, or completeness of AI-Driven Insights
• You should independently verify all AI-generated content
• You remain solely responsible for business decisions based on these insights

Financial Projections and Market Analysis

For tools creating financial projections and market analysis, you acknowledge that:

• Projections and analyzes are estimates based on your data, not guarantees of performance
• You are responsible for compliance with accounting standards and securities regulations
• The service doesn't provide auditing, accounting, or securities compliance services

No Investment Advice

The service doesn't provide investment advice or recommendations. We are not a registered investment adviser, broker-dealer, or financial institution.

Subscription Tiers and Features

1. Tiered Services: We offer various subscription tiers with different features and limitations, detailed on our website or your order form.
2. Feature Modifications: We may add, modify, or remove features from any tier, provided such changes don't materially decrease functionality during your paid subscription without a proportionate refund.
3. Usage Limits: Each tier includes specific limits (users, documents, storage, export formats). Exceeding these limits may result in additional charges or service limitations.
4. Collaborative Features: Features like multiple user editing vary by subscription tier, with additional fees for extra users.
5. Export and Format Options: Available export formats and branding options vary by tier, with premium options limited to higher-tier subscriptions.
6. Upgrades and Downgrades: You may upgrade anytime with prorated fees. Downgrades may be limited to the end of your current term.
7. Enterprise Features: Custom templates, advanced analytics, and specialized integrations may be limited to enterprise plans or separate add-ons.

Payment Terms

You agree to pay subscription and usage fees, plus applicable taxes. We may suspend access for non-payment, and overdue payments may incur interest. Unless specified otherwise, payment obligations are non-cancelable, and fees are non-refundable.

Service Level Agreement

We commit to making the service available with a Monthly Uptime Percentage of at least 99.5%. If we don't meet this commitment, you'll be eligible for Service Credits as follows:

• Less than 99.5% but equal to or greater than 99.0% uptime: 10% of monthly subscription fee
• Less than 99.0% but equal to or greater than 95.0% uptime: 25% of monthly subscription fee
• Less than 95.0% uptime: 50% of monthly subscription fee

To receive credits, submit a claim to support@smartinvestordeck.ai within 30 days of the incident.

Term and Termination

This Agreement remains in effect until terminated and automatically renews unless revoked in writing.

Voluntary Termination

You may delete your account anytime by contacting support@smartinvestordeck.ai. This action may be non-reversible. Fees paid before termination are non-refundable.

Company Termination

We may terminate or suspend your account without notice for:

• Violations of this Agreement
• Your termination request
• Legal requirements or orders
• Unlawful service provision
• Technical or security issues
• Fraudulent or illegal activities
• Non-payment (with 30 days' notice for non-material breaches)

We may also terminate with 30 days' notice if your account is inactive for one year or if we discontinue the service. In such cases, we'll provide a pro-rata refund of prepayments.

Effects of Termination

Upon termination, you lose access to the service and your content. After a period, we'll delete your account data.

Suspension of Access

We may suspend access if:

• Your usage poses a security risk
• You're delinquent in payment
• You breach these Terms
• Your usage suggests fraud or abuse
• You create potentially fraudulent or misleading documents

During suspension, you remain responsible for all fees.

Requirements for Use

Age

The service is only for individuals 18 or older. We don't knowingly collect information from minors.

Devices and Accounts

You need compatible devices, internet access, and certain software. Meeting these requirements is your responsibility.

Limitations on Use

You must use the service only for permitted purposes and in compliance with applicable laws and regulations.

Availability

The service may not be available in all languages or countries. You're responsible for compliance with local laws.

Service Changes

We may modify the service with 30 days' notice of material adverse changes. If we make such changes, you may terminate and receive a pro-rata refund.

Acceptable Use Policy

1. Resource Utilization : Excessive use affecting system performance may be limited.
2. User Accounts : Each account must correspond to one individual. Credential sharing is prohibited.
3. Automated Access : Unauthorized automated scripts or bots are prohibited.
4. Penetration Testing : Security testing requires prior written consent.
5. Usage Monitoring : We may monitor use to ensure compliance and optimize performance.
6. Fair Usage Limits : We may establish limits on features like storage or editing sessions.
7. Prohibited Content : Don't use the service for content that:
• Is fraudulent or misleading to investors
• Contains material misrepresentations
• Violates securities laws
• Infringes intellectual property
• Is illegal, harmful, or objectionable
• Promotes illegal activities
• Contains malicious code
8. Violations : Policy violations may result in suspension or termination.

API Usage and Limitations

If the service provides APIs:

1. Usage Limits : We may set and enforce API request limits.
2. Modifications : We may modify, deprecate, or discontinue APIs with reasonable notice.
3. Security : You must keep credentials confidential and protect against unauthorized access.
4. Rate Limiting : We may rate limit API usage, with potential suspension for exceeding limits.
5. Monitoring : We may monitor API usage for quality and compliance.

Collaboration Features

Collaborative Editing

When multiple users collaborate on documents, you acknowledge:

• Content created by multiple collaborators may result in joint ownership
• You're responsible for managing access permissions
• We're not responsible for ownership or content disputes

User Management

When adding users to collaborate, you're responsible for:

• Ensuring all users comply with these Terms
• Managing access appropriately
• Removing access promptly when needed

Export and Sharing

When exporting or sharing documents, you acknowledge:

• We can't control document distribution after export
• You're responsible for sharing only with authorized recipients
• You must comply with laws regarding business and financial information distribution

Templates and Pre-Designed Content

Template License

We grant a limited license to use templates for creating documents. This doesn't transfer template ownership.

Template Restrictions

You may not:

• Extract templates from the service
• Sell or distribute templates as standalone products
• Claim template ownership
• Use templates to create competing content

Pre-Designed Content

For suggested text, graphics, charts, or financial models, you acknowledge:

• This content is a starting point requiring customization
• We don't guarantee accuracy or suitability
• You must review and verify all pre-designed content

Representations and Warranties

Both parties represent they have legal capacity to enter this agreement and have obtained necessary approvals.

You further warrant that:

• You can fulfill financial obligations
• You've obtained necessary third-party approvals
• You comply with applicable laws
• You won't create fraudulent or misleading documents
• You won't violate securities laws

User Content and Conduct

Content

"Content" means any information generated or encountered through the service. You're solely responsible for content you provide, and we don't guarantee accuracy or quality of any content.

Your Conduct

You agree not to use the service to:

1. Share unlawful, harassing, or objectionable content
2. Harass others
3. Impersonate others
4. Infringe intellectual property
5. Send spam or unauthorized messages
6. Forge headers ("spoofing")
7. Transmit malware
8. Interfere with service operation
9. Create misleading financial information
10. Violate securities regulations
11. Engage in illegal activity
12. Collect information on other users for prohibited activities

Content Removal

We may screen, move, refuse, or remove content that violates this Agreement.

Account Access

We may access your account information and content if legally required or to enforce this Agreement.

Confidentiality

Definition

"Confidential Information" means non-public information designated as confidential or reasonably understood to be confidential.

Exclusions

Information that is public, previously known, received from third parties without breach, or independently developed.

Obligations

Recipients will:

• Protect confidentiality with reasonable care
• Use information only within the scope of this Agreement
• Limit access to those who need it and are bound by similar obligations

Compelled Disclosure

If legally compelled to disclose, the recipient will provide notice when permitted and assistance contesting disclosure.

Duration

Confidentiality obligations continue for five years after termination, except for trade secrets which continue as long as they remain trade secrets.

Third-Party Applications

We make no warranties regarding third-party applications. You acknowledge that third-party services have their own terms, and we're not liable for issues arising from them.

Data Protection and Privacy

General Provisions

You're responsible for compliance with data protection laws and obtaining user consents. We'll process personal data only as necessary and according to our Privacy Policy.

We'll implement appropriate security measures to protect personal data.

Document Content and Business Information

When creating business documents with sensitive information, you acknowledge:

• Our systems may process document content to provide features
• You're responsible for accuracy and regulatory compliance
• You must obtain permissions before including third-party data
• You should exercise caution with confidential information

US Privacy Compliance

We commit to compliance with relevant state privacy laws.

International Data Transfers

Cross-border transfers may have additional requirements. We'll implement appropriate safeguards where applicable.

Data Processing Agreement

Where required by law, we'll enter a separate Data Processing Agreement.

Data Backup

We'll make reasonable efforts to back up your data. However, you're responsible for maintaining your own backups of critical documents.

Intellectual Property Rights

All intellectual property rights in the service remain our property. You don't acquire rights except the limited license granted.

You retain ownership of content you submit. By submitting content, you grant us a worldwide, royalty-free license to use, reproduce, and display it solely for providing and improving the service.

Templates, pre-designed content, layouts, and formatting options are our intellectual property or our licensors'. Your license to use these is limited to the purposes in this Agreement.

User Feedback and Suggestions

If you provide feedback about the service, you:

1. Acknowledge it's voluntary and not confidential
2. Grant us worldwide, perpetual, royalty-free rights to use, reproduce, and display the feedback
3. Waive moral rights to the extent permitted by law

We're not obligated to implement feedback or provide credit. This provision survives termination.

Beta Features

1. Beta Features : Features labeled "alpha," "beta," "preview," etc., are provided "as-is" without warranty.
2. No Production Use : Don't use beta features in production or business-critical functions.
3. Feedback : If you use beta features, you agree to provide reasonable feedback when requested.
4. Automatic Updates : Beta features may be updated or removed without notice.
5. Confidentiality : Don't disclose specific beta feature information without our consent.

Export Compliance

The service may be subject to US export control laws. You agree to comply with these laws and represent that:

You're not in an embargoed country

You're not on restricted parties lists

You won't use the service for prohibited purposes

These obligations survive termination.

Securities Law Compliance

No Investment Advice

The service doesn't provide investment advice or financial advisory services. We're not a registered investment adviser, broker-dealer, or financial institution.

User Responsibility

You're solely responsible for compliance with securities laws, including:

• Securities Act of 1933 and Securities Exchange Act of 1934
• State "blue sky" laws
• Anti-fraud provisions
• International securities regulations
• Regulation D, Regulation A, and other offering exemptions

Material Information

Documents intended for investors must contain all material information required by law and avoid material misstatements or omissions.

No Liability for Securities Compliance

We disclaim responsibility for securities law compliance. Our templates and AI insights don't ensure compliance and shouldn't be relied upon for this purpose.

Disclaimer of Warranties

TO THE EXTENT PERMITTED BY LAW:

We'll use reasonable skill and care, but WE DON'T GUARANTEE UNINTERRUPTED OR ERROR-FREE SERVICE.

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF MERCHANTABILITY, FITNESS FOR PURPOSE, OR NON-INFRINGEMENT.

WE DON'T WARRANT THAT (I) THE SERVICE WILL MEET YOUR REQUIREMENTS; (II) OPERATION WILL BE UNINTERRUPTED OR ERROR-FREE; (III) INFORMATION WILL BE ACCURATE; (IV) DEFECTS WILL BE CORRECTED; (V) AI INSIGHTS WILL BE ACCURATE OR SUITABLE; OR (VI) DOCUMENTS WILL ACHIEVE PARTICULAR OUTCOMES.

WE SPECIFICALLY DISCLAIM WARRANTIES RELATED TO FINANCIAL PROJECTIONS OR BUSINESS FORECASTS.

ANY DOWNLOADED MATERIAL IS AT YOUR OWN RISK.

Limitation of Liability

TO THE EXTENT PERMITTED BY LAW:

These limitations don't apply to (A) failure to use reasonable care; (B) gross negligence or fraud; or (C) personal injury.

WE'RE NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING LOST PROFITS, DATA LOSS, OR BUSINESS OPPORTUNITIES, EVEN IF ADVISED OF SUCH POSSIBILITY.

OUR TOTAL LIABILITY WON'T EXCEED FEES PAID DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY.

Electronic Contracting

Your electronic submissions constitute your agreement and intent to be bound by transactions. You'll need appropriate hardware and software to access and retain electronic records.

Indemnity

To the extent permitted by law, you'll defend and indemnify us against third-party claims relating to:

• Content you provide
• Your service use
• Violations of this Agreement
• Rights violations
• Documents you create
• Securities law violations
• Misrepresentations in documents
• Investment decisions based on service-created materials

This obligation survives termination.

Publicity

We may use your name and logo for marketing unless you specify otherwise in writing.

Force Majeure

Neither party is liable for delays due to causes beyond reasonable control, including natural disasters, strikes, or government actions.

Notices

We may provide notices via email, your account, or our website. Contact us at:

• Software Programming Group LLC
• Re: Smart Investor Deck
• 295 Durham Avenue, Suite D
• South Plainfield, NJ 07080
• Email: info@smartinvestordeck.ai

Dispute Resolution

Initial Resolution

1. Submit disputes to support@smartinvestordeck.ai
2. We'll acknowledge within 2 business days
3. Investigation completed within 15 business days
4. Written response with findings and resolution

Escalation

If unsatisfied:

1. Request supervisor escalation within 5 business days
2. Supervisor reviews within 10 business days
3. Final determination within 30 days

Alternative Dispute Resolution

If still unresolved:

1. Mandatory mediation with costs shared equally
2. Binding arbitration in New Brunswick, NJ if mediation fails
3. Small claims option for eligible disputes

Class actions are waived. Either party may seek injunctive relief for intellectual property rights.

Governing Law

This Agreement is governed by New Jersey law. You submit to the jurisdiction of courts in New Brunswick, NJ.

Severability

If any provision is found invalid, the court should try to honor the parties' intentions, and remaining provisions remain in effect.

Complete Agreement

This Agreement constitutes the entire agreement regarding the service and supersedes prior understandings. Modifications require writing and our signature.