TERMS OF SERVICE

Last updated February 27, 2025

The Gist

We (the folks at Transitionary Software) are on a mission to help businesses transition to modern software solutions. We hope you love our products and services as much as we love creating them. These Terms of Service ("Terms") describe our commitments to you, and your rights and responsibilities when using our services. Please read them carefully and reach out to us if you have any questions. If you don't agree to these Terms, don't use our services.

1. Who's Who

"You" means any individual or entity using our Services. If you use our Services on behalf of another person or entity, you represent and warrant that you're authorized to accept the Agreement on that person's or entity's behalf, that by using our Services you're accepting the Agreement on behalf of that person or entity, and that if you, or that person or entity, violates the Agreement, you and that person or entity agree to be responsible to us. Transitionary Services, LLC ("Transitionary Software," "us," or "we") is a Delaware corporation located at 8 The Green STE A, Dover, DE 19901. These Terms govern your access to and use of the software, applications, and other products and services we provide through or for transitionarysoftware.com (our "Services").

2. Your Account

When using our Services requires an account, you agree to provide us with complete and accurate information and to keep the information current so that we can communicate with you about your account. We may need to send you emails about notable updates (like changes to our Terms of Service or Privacy Policy), or to let you know about legal inquiries or complaints we receive about the ways you use our Services so you can make informed choices in response. We may limit your access to our Services until we're able to verify your account information, like your email address. When you create an account with us, we consider that to be an inquiry about our products and services, which means that we may also contact you to share more details about what we have to offer. You can opt out of these marketing communications at any time. You're solely responsible and liable for all activity under your account. You're also fully responsible for maintaining the security of your account (which includes keeping your password secure). We're not liable for any acts or omissions by you, including any damages of any kind incurred as a result of your acts or omissions. Don't share or misuse your access credentials. And notify us immediately of any unauthorized uses of your account or of any other breach of security. If we believe your account has been compromised, we may suspend or disable it. If you'd like to learn about how we handle the data you provide us, please see our Privacy Policy.

3. Minimum Age Requirements

Our Services are not directed to children. You're not allowed to access or use our Services if you're under the age of 13. If you register as a user or otherwise use our Services, you represent that you're at least 13. You may use our Services only if you can legally form a binding contract with us. In other words, if you're under 18 years of age (or the legal age of majority where you live), you can only use our Services under the supervision of a parent or legal guardian who agrees to the Agreement.

4. Responsibility of Users

We haven't reviewed, and can't review, all of the content (like text, photos, videos, audio, code, computer software, items for sale, or other materials) posted to or made available through our Services by users or anyone else ("Content"). We're not responsible for any use or effects of Content or third-party websites. So, for example:

We don't have any control over third-party websites.
A link to or from one of our Services does not represent or imply that we endorse any third-party website.
We don't endorse any Content or represent that Content is accurate, useful, or not harmful. Content could be offensive, indecent, or objectionable; include technical inaccuracies, typographical mistakes, or other errors; or violate or infringe the privacy, publicity rights, intellectual property rights, or other proprietary rights of third parties.
You're fully responsible for the Content you post, and any harm resulting from that Content. It's your responsibility to ensure that your Content abides by applicable laws and by the Agreement.
We aren't responsible for any harm resulting from anyone's access, use, purchase, or downloading of Content, or for any harm resulting from third-party websites. You're responsible for taking the necessary precautions to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content.
We are not a party to, and will have no responsibility or liability for, any communications, transactions, interactions, or disputes between you and any other user or third party.

Please note that additional third-party terms and conditions may apply to Content you download, copy, purchase, or use.

5. Fees and Payment

Some of our Services are offered for a fee ("Paid Services"). By using a Paid Service, you agree to pay the specified fees. Depending on the Paid Service, there may be one-time fees, recurring fees, or revenue-based fees. For recurring fees, your subscription begins on your purchase date, and we'll bill or charge you in the automatically-renewing interval (such as monthly, annually, or biennially) you select, on a pre-pay basis until you cancel.

Taxes

To the extent permitted by law, or unless explicitly stated otherwise, all fees do not include applicable federal, provincial, state, local or other governmental sales, value-added, goods and services, harmonized or other taxes, fees, or charges ("Taxes"). You're responsible for paying all applicable Taxes relating to your use of our Services, your payments, or your purchases. If we're obligated to pay or collect Taxes on the fees you've paid or will pay, you're responsible for these Taxes, and we may collect payment from you.

Payment

You must provide accurate and up-to-date payment information. By providing your payment information, you authorize us to store it until you request deletion. If your payment fails, we suspect fraud, or Paid Services are otherwise not paid for or paid for on time, we may immediately cancel or revoke your access to Paid Services without notice to you.

Automatic Renewal

By enrolling in a subscription, you authorize us to automatically charge the then-applicable fees and Taxes for each subsequent subscription period until the subscription is canceled. If you received a discount or promotional offer, your subscription will automatically renew for the full price of the subscription at the end of the promotional period.

Refunds

While we may provide refunds at our discretion, there are no automatic refunds for Paid Services. If you believe you're entitled to a refund, please contact us.

6. Intellectual Property

The Agreement doesn't transfer any Transitionary Software or third-party intellectual property to you, and all right, title, and interest in and to such property remains (as between Transitionary Software and you) solely with Transitionary Software. Transitionary Software, and all other trademarks, service marks, graphics, and logos used in connection with our Services are trademarks or registered trademarks of Transitionary Software (or Transitionary Software's licensors). Other trademarks, service marks, graphics, and logos used in connection with our Services may be the trademarks of other third parties. Using our Services doesn't grant you any right or license to reproduce or otherwise use any Transitionary Software or third-party trademarks.

7. Third-Party Services

While using the Services, you may enable or use services, products, software, embeds, or applications provided by a third party ("Third-Party Services"). If you use any Third-Party Services, you understand that:

Third-Party Services aren't vetted, endorsed, or controlled by Transitionary Software.
Any use of a Third-Party Service is at your own risk, and we won't be responsible or liable to anyone for Third-Party Services.
Your use of a Third-Party Service is subject to that Third Party's terms of service and privacy policy.
Some Third-Party Services may request or require access to your data. If you use the Third-Party Service or grant them access, the data will be handled in accordance with the Third Party's privacy policy and practices.
Third-Party Services may not work appropriately with our Services, and we may not be able to provide support for issues caused by any Third-Party Services.
If you have questions or concerns about how a Third-Party Service operates or need support, contact the Third Party directly.

8. Changes

We may modify the Terms from time to time, for example, to reflect changes to our Services (e.g., adding new features or benefits to our Services or retiring certain features) or for legal, regulatory, or security reasons. If we do this, we'll provide notice of the changes, such as by posting the amended Terms and updating the "Last Updated" date or, if the changes, in our sole discretion, are material, we may notify you through our Services or other communications. Any changes will apply on a going-forward basis, and, unless we say otherwise, the amended Terms will be effective immediately. By continuing to use our Services after we've notified you, you agree to be bound by the new Terms. You have the right to object to any changes at any time by ceasing your use of our Services and canceling any subscription you have.

9. Termination

We may terminate your access to all or any part of our Services at any time, with or without cause or notice, effective immediately, including if we believe, in our sole discretion, that you have violated this Agreement, any service guidelines, or other applicable terms. We have the right (though not the obligation) to (i) reclaim your username or website's URL due to prolonged inactivity, (ii) refuse or remove any content that, in our reasonable opinion, violates any part of this Agreement or any Transitionary Software policy, or is in any way harmful or objectionable, (iii) ask you to make adjustments, restrict the resources your website uses, or terminate your access to the Services, if we believe your website's storage or bandwidth usage burdens our systems, or (iv) terminate or deny access to and use of any of our Services to any individual or entity for any reason. We will have no obligation to provide a refund of any fees previously paid. You can stop using our Services at any time, or, if you use a Paid Service, you can cancel at any time, subject to the Fees, Payment, and Renewal section of these Terms.

10. Disclaimers

Our Services are provided "as is." Transitionary Software and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, to the maximum extent allowed by applicable law, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Transitionary Software, nor its suppliers and licensors, makes any warranty that our Services will be error free or that access thereto will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services through, our Services at your own discretion and risk.

11. Limitation of Liability

In no event will Transitionary Software, or its suppliers, partners, or licensors, be liable (including for any third-party products or services purchased or used through our Services) with respect to any subject matter of the Agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed $50 or the fees paid by you to Transitionary Software under the Agreement during the twelve (12) month period prior to the cause of action, whichever is greater. Transitionary Software shall have no liability for any failure or delay due to matters beyond its reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.

12. Indemnification

You agree to indemnify and hold harmless Transitionary Software, its contractors, and its licensors, and their respective directors, officers, employees, and agents from and against any and all losses, liabilities, demands, damages, costs, claims, and expenses, including attorneys' fees, arising out of or related to your use of our Services, including but not limited to your violation of the Agreement or any agreement with a provider of third-party services used in connection with the Services, Content that you post, and any ecommerce activities conducted through your or another user's website.

13. Miscellaneous

Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without giving effect to any principles of conflicts of law. You agree that any action at law or in equity arising out of or relating to these Terms or Transitionary Software shall be filed only in the state or federal courts located in Delaware, and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action.

Entire Agreement

These Terms (including any policies, guidelines, or amendments that may be presented to you from time to time) constitute the entire agreement between you and Transitionary Software and govern your use of the Services, superseding any prior agreements between you and Transitionary Software.

Waiver and Severability

The failure of Transitionary Software to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of these Terms remain in full force and effect.

Assignment

Transitionary Software may assign or delegate these Terms and/or Transitionary Software's Privacy Policy, in whole or in part, to any person or entity at any time with or without your consent. You may not assign or delegate any rights or obligations under the Terms or Privacy Policy without Transitionary Software's prior written consent, and any unauthorized assignment and delegation by you is void.

No Agency

No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by these Terms.

Section Headings

The section headings in these Terms are for convenience only and have no legal or contractual effect.

Contact Information

If you have any questions about these Terms, please contact us at: Transitionary Services, LLC 8 The Green STE A Dover, DE 19901 Email: info@transitionarysoftware.com