Terms of Service

1. The Service

1.1 What the Service does

The Service captures and organizes a business's operating context from documents, guided intake, AI-guided interviews, and connected services; generates Business Intelligence, Business Findings, Strategic Insights, and competitor research from that context using artificial intelligence; provides conversational Workstreams grounded in that context; and, on every plan, includes a defined number of hours with a human Execution Partner who helps the Customer plan, record decisions, and monitor execution.

1.2 No long-term commitment

Every plan is month to month. There is no annual contract, no minimum term, and no cancellation penalty. You may cancel at the end of any monthly billing period, and if you cancel within your first 30 days you receive a full refund of everything you have paid, as described in Section 8.6.

1.3 Plans and Orders

The features, number of user seats, Execution Partner hours, competitor and Competition Hub search limits, and prices for each plan are shown at signup and in your account settings (each purchase, an "Order"). The Order forms part of these Terms. If a signed Order or customer agreement expressly conflicts with these Terms, the signed document controls for that specific term only.

1.4 Changes to the Service

We may modify, add, or remove features of the Service. We will not materially reduce the core functionality of your paid plan during a paid subscription period without notice and an opportunity to cancel. Features described as beta, preview, or coming soon are not part of the paid Service until released.

2. Accounts and users

2.1 Account administrator

The individual who creates the Customer account is its initial administrator. Administrators may invite additional users up to the seat limit of the plan (pending invitations count toward the limit), assign roles, connect and disconnect integrations, and manage content. The Customer is responsible for all activity under its account and by its users.

2.2 User obligations

Each user must be at least 18 years old, must provide accurate information, and must keep login credentials confidential. Seats are assigned to named individuals and may not be shared. You must notify us promptly at support@simplegenius.com of any unauthorized use of your account.

2.3 Simple Genius administrative access

You acknowledge and agree that Simple Genius support staff and your Execution Partner will have access to your account's business content for the purposes described in the Privacy Policy, including delivering Execution Partner hours, resolving support requests, re-running processing of uploaded files and connected services, regenerating findings, and correcting company records. Support staff may view the Service as one of your users in a read-only, time-limited mode that is recorded in our audit logs.

3. Customer content

3.1 Ownership

You retain all rights in the documents, data, transcripts, messages, and other materials you or your users provide to the Service or authorize the Service to collect from connected services ("Customer Content"). You also own the Business Intelligence, Business Findings, Strategic Insights, Workstream outputs, and other records the Service generates specifically for your account from your Customer Content ("Output"). Simple Genius claims no ownership of Customer Content or Output.

3.2 Our permission to handle your content

To run the Service we have to store your content on our servers, send it to the AI features you use, and show the results back to you and your users. You give us permission to do those things, and only those things, for the purpose of providing, securing, and supporting the Service for you. We do not acquire any other right to your content, we do not use it for any other customer, and our permission ends when you delete the content or close your account, subject to the retention periods in the Privacy Policy.

3.3 Your responsibilities for content

You represent and warrant that you have all rights, consents, and authority needed to provide Customer Content to the Service and to authorize the connections you enable, including any notice or consent required from your employees, customers, participants in meetings recorded by a connected meeting-recording tool, or other individuals whose information is included. You are responsible for obtaining consent from interview participants to take part in an AI-guided interview that is transcribed where the law requires it. You will not upload content that is unlawful, infringing, or that you are contractually prohibited from disclosing.

3.4 Sensitive information

The Service is designed for business operating information. Do not upload protected health information subject to HIPAA, payment card numbers, government identification numbers, financial account credentials, or other similarly sensitive categories of personal information unless we have agreed in writing to support that data. We are not responsible for sensitive information provided in violation of this section.

3.5 No training on your content

We do not use Customer Content or Output to train general-purpose artificial intelligence models. AI processing is performed on Amazon Web Services through Amazon Bedrock, under terms that prohibit using your content to train models and prohibit retention of your prompts and outputs by AWS or the model vendors. We may use aggregated, de-identified usage information that does not identify you or any individual to operate and improve the Service.

3.6 Data security

The Service's application servers, databases, file storage, and backups are hosted within Amazon Web Services in the United States. Your content is encrypted in transit using TLS and encrypted at rest, including in backups. Each Customer's data is logically separated by account, and every request is checked against the user's account membership so that no other Customer's users or queries can reach it. Access by Simple Genius personnel is role-based, limited to the purposes described in Section 2.3, protected by two-factor authentication, and recorded in audit logs. Passwords are managed by our identity provider and integration tokens by our integration provider; neither is stored in our database. System secrets are stored encrypted. We monitor production systems continuously and will notify you without undue delay if we become aware of a security incident affecting your content. Additional detail is in the Privacy Policy.

4. Artificial intelligence and business decisions

4.1 Nature of AI Output

Output is generated by artificial intelligence from the information available to the Service at the time. It may contain errors, omissions, outdated information, or statements that appear confident but are incorrect. You must review Output before relying on it.

4.2 Your decisions are yours

The Service and Execution Partner support are tools to help you understand your business and act on your priorities. All business decisions, including decisions about hiring, pricing, spending, financing, strategy, and operations, are made and implemented by you. Simple Genius does not guarantee any revenue, cost saving, valuation, growth, financing, or other business result.

4.3 Not professional advice

The Service and Execution Partner support are not legal, tax, accounting, investment, insurance, medical, or other licensed professional advice, and do not create a professional-client relationship. Consult a qualified professional for matters requiring licensed advice.

4.4 Competition Hub

Competition Hub compiles publicly available information about competitors you identify, including public web pages, social-media profiles and posts, job listings, advertising, and search data obtained through third-party data providers. We do not verify third-party information and are not responsible for its accuracy. You will use competitor information lawfully and will not use the Service to harass, defame, or infringe the rights of any third party.

5. Execution Partner support

5.1 Included hours

Each plan includes the number of Execution Partner hours shown in your Order for the first month and for each subsequent month. Hours are used for scheduled sessions, session preparation, recording of decisions and commitments, and monitoring of execution. Hours are provided during normal United States business hours and are scheduled by mutual agreement. Sessions are conducted outside the platform; hours are tracked by Simple Genius and are not displayed in the Service.

5.2 Unused hours and additional work

Included hours do not roll over from month to month. Work beyond the included hours, and any implementation, content creation, or other services outside the scope described in Section 5.1, is available only by separate written agreement and at rates agreed in advance. We will not bill for additional hours without your prior approval.

5.3 Assignment

We assign Execution Partners and may reassign them. When an Execution Partner is reassigned, the record of decisions and commitments remains with your account so the relationship does not depend on any one individual.

6. Integrations

6.1 Third-party services

The Service can connect to third-party services you authorize, as listed on the Integrations page of the Service. Your use of those services is governed by their own terms. We are not responsible for the availability, accuracy, or conduct of third-party services, or for changes they make that affect the Service.

6.2 Scope of authorization

By connecting a service, you authorize Simple Genius to access the information described in the Privacy Policy for the enabled feature. Connections are read-only. Connecting a service does not authorize Simple Genius to send messages, modify records, make payments, or take other actions in the third-party service on your behalf unless a feature expressly states that it does and you enable it.

6.3 Revocation

You may disconnect any integration at any time in the Service or through the third-party provider. Disconnection stops future access and removes the raw records synced from that service; Business Intelligence and other Output derived from them remain Customer Content until you edit or delete them.

7. Acceptable use

You will not, and will not permit anyone to:

• Use the Service in violation of applicable law or these Terms.
• Attempt to access another customer's account or data, or probe, scan, or test the vulnerability of the Service without our written permission.
• Reverse engineer, decompile, or attempt to extract the source code, models, prompts, or methods of the Service.
• Use automated means to extract Output at scale, or use the Service to build a competing product.
• Circumvent seat limits, usage limits, or Competition Hub scan limits.
• Upload malicious code or interfere with the operation of the Service.
• Use the Service to generate content that is defamatory, deceptive, discriminatory, or that infringes any right of a third party.

We may investigate suspected violations and may suspend access as described in Section 11.

8. Fees and payment

8.1 Fees

You agree to pay the one-time setup fee and recurring subscription fee for your plan as shown in your Order. Fees are in United States dollars and exclusive of taxes. You are responsible for applicable sales, use, and similar taxes other than taxes on our income.

8.2 Billing

Subscription fees are billed monthly in advance, beginning on the date your account is activated, and are processed by Stripe using the payment method you provide. You authorize us to charge that payment method for all fees due. The setup fee is billed at activation and is waived if you re-subscribe within 60 days of cancelling a previous subscription. Your subscription continues month to month and has no minimum term. Fees for additional seats or agreed additional work are billed in the next billing cycle.

8.3 Plan changes

You may upgrade at any time; the price difference is prorated for the current period and invoiced immediately. Downgrades are arranged through support and take effect at the start of the next billing period. Reducing seats below the number of active users requires removing users first.

8.4 Late payment and suspension

If payment fails, we will notify you and our payment processor will retry the charge. We may suspend access to the Service while fees remain unpaid until payment is received. You remain responsible for fees accrued during suspension.

8.5 Price changes

We may change subscription prices with at least 30 days' notice before the change takes effect for your account. If you do not agree to the new price, you may cancel before it takes effect.

8.6 30-day full refund

If you cancel within 30 days of your account activation date for any reason, we will refund in full every amount you have paid us, including the setup fee and the first month's subscription fee, to your original payment method within ten business days. After the first 30 days, you may still cancel at the end of any monthly billing period under Section 11.2; fees already paid for the current month are not refunded, and no further fees are charged.

9. Confidentiality

Each party may receive non-public information of the other that is marked or reasonably understood to be confidential ("Confidential Information"). Customer Content and Output are your Confidential Information. The non-public features, methods, prompts, and pricing of the Service are our Confidential Information. The receiving party will use Confidential Information only to perform under these Terms, will protect it with at least reasonable care, and will disclose it only to personnel and service providers who need it and are bound by comparable obligations. These obligations do not apply to information that is public through no fault of the receiving party, was already known to it, is independently developed, or must be disclosed by law, in which case the receiving party will give notice where legally permitted. Confidentiality obligations survive for five years after termination, and indefinitely for trade secrets.

10. Intellectual property

Simple Genius and its licensors own all rights in the Service, including software, models, prompts, methods, designs, templates, documentation, and the Simple Genius name and marks. Except for the rights expressly granted in these Terms, no license is granted to you. If you provide suggestions or feedback about the Service, we may use them without obligation to you.

11. Term, suspension, and termination

11.1 Term

These Terms begin when you first accept them and continue until your account is closed. Subscriptions are month to month with no minimum term and renew automatically each month until cancelled.

11.2 Cancellation by you

You may cancel your subscription at any time, for any reason, through the billing portal in account settings or by emailing support@simplegenius.com. Cancellation takes effect at the end of the current monthly billing period, you retain access until then, and you will not be charged again. If you cancel within your first 30 days, Section 8.6 applies and you receive a full refund.

11.3 Suspension and termination by us

We may suspend or terminate your access immediately if you materially breach these Terms, if your use presents a security risk to the Service or others, if required by law, or for nonpayment under Section 8.4. Where practical, we will give notice and an opportunity to cure before terminating for breach. We may also discontinue the Service entirely on at least 60 days' notice, in which case we will refund any prepaid fees for the period after discontinuation.

11.4 Effect of termination

On termination or closure, your right to use the Service ends. For 30 days after closure you may request, by contacting us, an export of your Customer Content and Output in a commonly used format. After that period we delete your account data as described in the Privacy Policy. Sections 3.1, 4, 8 (for amounts owed), 9, 10, 11.4, 12, 13, 14, and 15 survive termination.

12. Warranties and disclaimers

12.1 Our warranties

We warrant that the Service will perform materially as described in these Terms and in the feature descriptions shown within the Service and that we will provide Execution Partner support in a professional manner. Your exclusive remedy for breach of this warranty is for us to correct the nonconformity or, if we cannot, to refund prepaid fees for the affected period and terminate the affected subscription.

12.2 Disclaimer

EXCEPT AS EXPRESSLY STATED IN SECTION 12.1, THE SERVICE AND ALL OUTPUT ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY LAW, SIMPLE GENIUS DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTY THAT OUTPUT WILL BE ACCURATE, COMPLETE, OR RELIABLE, THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT USE OF THE SERVICE WILL PRODUCE ANY PARTICULAR BUSINESS RESULT.

13. Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY LAW, SIMPLE GENIUS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST BUSINESS OPPORTUNITIES, BUSINESS INTERRUPTION, OR LOSS OF DATA, ARISING OUT OF OR RELATED TO THESE TERMS, THE SERVICE, ANY OUTPUT, OR ANY EXECUTION PARTNER SUPPORT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE FULLEST EXTENT PERMITTED BY LAW, THE TOTAL CUMULATIVE LIABILITY OF SIMPLE GENIUS AND ITS MEMBERS, EMPLOYEES, CONTRACTORS, AND EXECUTION PARTNERS, FOR ALL CLAIMS OF ANY KIND ARISING OUT OF OR RELATED TO THESE TERMS, THE SERVICE, ANY OUTPUT, OR ANY EXECUTION PARTNER SUPPORT, WHETHER IN CONTRACT, TORT, WARRANTY, STATUTE, OR OTHERWISE, WILL NOT EXCEED THE TOTAL FEES YOU HAVE ACTUALLY PAID TO SIMPLE GENIUS UNDER THESE TERMS. THIS CAP IS AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES AND APPLIES EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. THE 30-DAY FULL REFUND IN SECTION 8.6 IS YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SERVICE DURING YOUR FIRST 30 DAYS.

14. Indemnification

You will defend and indemnify Simple Genius and its members, employees, contractors, and Execution Partners against claims, damages, and expenses (including reasonable attorneys' fees) arising from Customer Content, your breach of Section 3.3, 3.4, or 7, or your use of Output in violation of law or the rights of a third party.

We will defend and indemnify you against third-party claims alleging that the Service, as provided by us and used in accordance with these Terms, infringes a United States patent, copyright, or trademark or misappropriates a trade secret. If such a claim is made, we may modify the Service, obtain a license, or terminate the affected Service and refund prepaid fees for the remaining period. This obligation does not apply to claims arising from Customer Content, third-party services, or combinations with materials not provided by us.

The indemnified party will give prompt notice of the claim, allow the indemnifying party to control the defense and settlement (provided no settlement admits fault or imposes obligations on the indemnified party without its consent), and provide reasonable cooperation.

15. General terms

15.1 Governing law and venue

These Terms are governed by the laws of the State of South Carolina, without regard to its conflict of laws rules. Any dispute arising out of or relating to these Terms or the Service will be brought exclusively in the state or federal courts located in Greenville County, South Carolina, and each party consents to personal jurisdiction there. Either party may seek injunctive relief in any court of competent jurisdiction to protect its Confidential Information or intellectual property.

15.2 Notices

We will send notices to the email address of your account administrator. You will send notices to Simple Genius LLC by email at support@simplegenius.com. Notices are effective when sent by email with confirmation of delivery or three business days after mailing.

15.3 Changes to these Terms

We may update these Terms. For material changes we will notify your account administrator at least 30 days before the change takes effect. Continued use of the Service after the effective date constitutes acceptance. If you do not agree, you may cancel before the change takes effect.

15.4 Assignment

You may not assign these Terms without our written consent, except to a successor in a merger or sale of substantially all of your assets who assumes these Terms. We may assign these Terms to an affiliate or a successor to our business.

15.5 Force majeure

Neither party is liable for delay or failure to perform (other than payment obligations) caused by events beyond its reasonable control, including natural disasters, acts of government, labor disputes, internet or utility failures, or failures of third-party services.

15.6 Relationship of the parties

The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship. Execution Partners act on behalf of Simple Genius and are not your employees.

15.7 Entire agreement; severability; waiver

These Terms, together with your Order, the Privacy Policy, and any signed customer agreement, are the entire agreement between the parties regarding the Service and supersede all prior proposals and communications. If any provision is held unenforceable, it will be modified to the minimum extent necessary and the remainder will remain in effect. A party's failure to enforce a provision is not a waiver of its right to do so later.

15.8 Contact

Simple Genius LLC

Greenville, South Carolina, United States

support@simplegenius.com