Terms of Service

These Terms of Service ("Terms") are a binding agreement between you (and the business you represent, "you" or "Customer") and Atrovia Corporation ("Atrovia," "we," "us," or "our") governing your access to and use of the Atrovia platform, including the Marketing and CRM & Sales products and related services (collectively, the "Services").

By creating an account, clicking "I agree," or using the Services, you agree to these Terms and to our Privacy Policy. If you do not agree, do not use the Services. If you use the Services on behalf of a business, you represent that you are authorized to bind that business to these Terms.

1. Eligibility & Accounts

You must be at least 18 years old and able to form a binding contract to use the Services. You are responsible for the information you provide, for keeping your login credentials secure, and for all activity that occurs under your account. Notify us promptly at Support@atrovia.co of any unauthorized use. You are responsible for the acts of the users you invite to your account.

2. The Services

Atrovia provides a software platform for marketing (Marketing) and CRM & sales, including tools for contacts, pipelines, quotes and documents, email, SMS, voice calling, scheduling, automations, and AI-assisted features. The Services may be delivered together with guided setup and support. We may add, change, or remove features over time. Some features rely on third-party providers and on accounts you connect (see Sections 6 and 7).

3. Subscriptions, Billing & Renewals

• Fees. Paid plans are billed in advance on a recurring basis (monthly or annually) at the price shown at purchase. All fees are in U.S. dollars and are exclusive of taxes, which you are responsible for.
• Payment. Payments are processed by our payment provider, Stripe. You authorize us and Stripe to charge your payment method for all fees due.
• Auto-renewal. Subscriptions renew automatically for the same term unless you cancel before the renewal date. You can cancel anytime from Account Settings; cancellation takes effect at the end of the current billing period.
• Refunds. Except where required by law or expressly stated, fees are non-refundable and there are no refunds or credits for partial periods.
• Changes. We may change pricing or plans; changes apply to the next billing period after reasonable notice.
• Non-payment. If a charge fails or an account is past due, we may suspend or terminate access after notice.

4. Trials & Promotions

We may offer free trials or promotional plans. Unless stated otherwise, a trial converts to a paid subscription at the end of the trial period using the payment method on file, unless you cancel first. We may modify or end trials and promotions at any time.

5. Acceptable Use

You agree not to, and not to allow anyone to:

• use the Services to violate any law, regulation, or third-party right;
• send spam, deceptive, harassing, or unlawful communications, or content that is infringing, defamatory, or harmful;
• upload malware, attempt to gain unauthorized access, probe or breach security, or interfere with or disrupt the Services;
• reverse engineer, resell, or provide the Services to third parties except as expressly permitted;
• use the Services to build a competing product, or scrape or harvest data beyond what the Services provide; or
• exceed documented usage limits or use automated means to overload the Services.

We may investigate and suspend or terminate accounts that violate this Section, and may remove content that violates these Terms or the law.

6. Messaging, Email & Calling — Your Compliance Responsibilities

The Services let you send email and SMS and place calls. You are solely responsible for your communications and for complying with all applicable laws and carrier requirements, including the TCPA, CAN-SPAM, TCR/10DLC registration and messaging rules, state and federal Do-Not-Call rules, and Google/Microsoft/Telnyx and carrier policies. In particular, you must:

• obtain and maintain proper consent before contacting recipients;
• honor opt-out/unsubscribe and STOP requests promptly and not message anyone who has opted out;
• accurately identify yourself and not impersonate others or send misleading content; and
• not use the Services for prohibited content or high-risk categories restricted by carriers.

You are responsible for the cost of messages and calls and for any fines or claims arising from your communications. We may throttle, suspend, or block sending to protect the platform, our providers, or recipients, or to comply with law or carrier requirements.

7. Your Data & Content

As between you and Atrovia, you own the data and content you and your team submit to the Services ("Customer Data"). You grant Atrovia a worldwide, non-exclusive license to host, process, transmit, and display Customer Data solely to provide and improve the Services and as described in our Privacy Policy. You represent that you have the rights and consents necessary for us to process the Customer Data, and that it does not violate any law or third-party right. You are responsible for maintaining your own backups where appropriate.

8. Connected & Third-Party Services

When you connect a third-party account (such as Google Workspace, Microsoft 365, Stripe, or Telnyx) or use a third-party integration, your use of that service is governed by that provider's terms and privacy policy, and you authorize Atrovia to access and exchange data with it under the permissions you grant. We are not responsible for third-party services, and they may change or become unavailable. Our handling of Google and Microsoft user data is described in our Privacy Policy.

9. Intellectual Property

The Services, including all software, design, text, and trademarks (other than Customer Data), are owned by Atrovia or its licensors and are protected by intellectual-property laws. We grant you a limited, non-exclusive, non-transferable right to access and use the Services during your subscription, subject to these Terms. All rights not expressly granted are reserved. "Atrovia" is our mark; you may not use them without permission.

10. Feedback

If you send us suggestions or feedback, you grant us a perpetual, royalty-free license to use it to improve the Services without obligation to you.

11. Disclaimers

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. We do not warrant that the Services will be uninterrupted, error-free, or secure, or that AI-generated output will be accurate or complete. You are responsible for reviewing outputs before relying on them.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ATROVIA WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA, OR GOODWILL. ATROVIA'S TOTAL LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS WILL NOT EXCEED THE AMOUNTS YOU PAID TO ATROVIA IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.

13. Indemnification

You will defend, indemnify, and hold harmless Atrovia and its officers, employees, and agents from any claims, damages, and expenses (including reasonable attorneys' fees) arising out of your Customer Data, your communications, your use of the Services, or your violation of these Terms or applicable law.

14. Term & Termination

These Terms apply while you use the Services. You may stop using the Services and cancel at any time. We may suspend or terminate your access if you breach these Terms, fail to pay, or create risk or legal exposure for us or others. Upon termination, your right to use the Services ends. For a period after termination, you may request an export of your Customer Data; after that, we may delete it as described in our Privacy Policy. Sections that by their nature should survive (including ownership, disclaimers, liability limits, and indemnification) will survive.

15. Changes to the Services or Terms

We may update these Terms from time to time. If we make material changes, we will post the updated Terms here with a new "Last updated" date and, where appropriate, notify you. Your continued use of the Services after changes take effect constitutes acceptance.

16. Governing Law & Disputes

These Terms are governed by the laws of the State of California, without regard to conflict-of-laws rules. Before filing a claim, you agree to first contact us at Support@atrovia.co and attempt to resolve the dispute informally for at least 30 days. Any dispute not resolved informally will be subject to the exclusive jurisdiction of the state and federal courts located in Santa Clara County, California, and you consent to venue there.

17. Miscellaneous

These Terms, together with the Privacy Policy and any order or plan you purchase, are the entire agreement between you and Atrovia regarding the Services. If any provision is found unenforceable, the rest remains in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them in connection with a merger, acquisition, or sale of assets. Nothing in these Terms creates a partnership, agency, or employment relationship.

18. Contact Us