1. Acceptance
By registering for an account or using the ExactlyHow Operational Knowledge & Business Continuity Platform (the "Services"), you agree to be bound by these Terms of Service ("Terms"). If you are entering into these Terms on behalf of an organization or other legal entity, you represent that you have the authority to bind that entity to these Terms.
2. Eligibility
You must be at least 18 years old to use the Services. By agreeing to these Terms, you represent and warrant that you meet this age requirement.
3. Organization Accounts
When you create an Organization Workspace, you become the initial Administrator for that organization. The Organization assumes responsibility for all activities occurring under its workspace and for the Operational Knowledge generated by its authorized users.
4. User Accounts
Users must provide accurate, current, and complete information during registration. Account sharing is strictly prohibited. ExactlyHow utilizes Role-Based Permissions (e.g., Creator, Editor, Viewer), and the Organization is responsible for appropriately assigning these roles.
5. Customer Responsibilities
The Customer is solely responsible for the content of all Process Documentation, Attachments, Comments, and Version History maintained within the Process Library. The Customer must ensure its use of the Services complies with all applicable laws and regulations.
6. Subscription Services
ExactlyHow provides software as a service (SaaS). Subscriptions are continuous and automatically renew unless properly canceled. Access to features like Process Ownership Transfer depends on your active subscription tier.
7. Billing
Fees are billed in advance on a monthly or annual basis and are non-refundable except as expressly provided in these Terms. You are responsible for all applicable taxes.
8. Free Plan
We offer a Free plan with limited features for small teams. ExactlyHow reserves the right to modify, suspend, or terminate the Free plan or its features at our sole discretion upon reasonable notice.
9. Paid Plans
Paid plans grant access to advanced features. For per-user pricing (e.g., Creator/Editor seats), billing is calculated based on the maximum number of assigned paid roles during the billing cycle. Viewer roles remain unbilled.
10. Custom Agreements
Custom commercial agreements are governed by these Terms along with an active Order Form. In the event of a conflict between these Terms and an executed Order Form, the Order Form will prevail.
11. Acceptable Use
Your use of the Services must comply with our Acceptable Use Policy. Violation of this policy may result in immediate account suspension or termination.
12. Intellectual Property
ExactlyHow retains all rights, title, and interest in and to the Services, including all underlying software, algorithms, interfaces, and branding.
13. Customer Content Ownership
Customers own their operational knowledge. You retain all rights, title, and interest in the Process Documentation, files, and data you submit to the Service. ExactlyHow owns the software and claims no ownership over your intellectual property or institutional knowledge.
14. License Granted
By submitting Customer Content to the Services, you grant ExactlyHow a worldwide, non-exclusive, royalty-free license to host, copy, transmit, and display the content solely for the purpose of providing and operating the Services for you.
15. Confidentiality
ExactlyHow treats all Customer Content as highly confidential. We will not disclose your Operational Knowledge to third parties except as compelled by law or as expressly permitted by you.
16. Availability
We strive to provide maximum uptime and Business Continuity. However, the Services may occasionally be unavailable due to maintenance, updates, or unforeseen technical issues.
17. Backups
ExactlyHow maintains automated backups of the Service infrastructure. However, the Customer is encouraged to regularly utilize the Export functions to maintain local copies of critical Process Documentation.
18. Security
ExactlyHow implements commercially reasonable and enterprise-standard technical and organizational measures to protect Customer Data from unauthorized access, disclosure, or destruction.
19. Suspension
We reserve the right to suspend your access to the Services if you breach these Terms, if your account poses a security risk, or for prolonged non-payment.
20. Termination
Either party may terminate these Terms for cause upon written notice. You may cancel your subscription at any time via the Organization Settings portal.
21. Data Export
Upon termination, you will have a limited window of 30 days to export your Searchable Operational Knowledge and attachments before the data is securely deleted from our active systems.
22. Disclaimer
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
23. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, EXACTLYHOW SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, OR USE.
24. Indemnification
You agree to defend, indemnify, and hold harmless ExactlyHow from any claims, damages, or liabilities arising out of your violation of these Terms or your Customer Content.
25. Governing Law
These Terms shall be governed by and construed in accordance with the laws of the State of Texas, USA, without regard to its conflict of law principles.
26. Dispute Resolution
Any dispute arising under these Terms will be resolved through binding arbitration in Austin, Texas, except that either party may seek injunctive relief in any court of competent jurisdiction.
27. Changes to Terms
ExactlyHow reserves the right to modify these Terms. We will provide reasonable advance notice of any material changes via email or an in-app notification.
28. Contact
If you have any questions regarding these Terms, please contact our legal team at legal@exactlyhow.io.