Terms of Service

We will make the Service available to the Customer in accordance with these Terms and the applicable order form. We may improve, modify or discontinue features, provided that we do not materially reduce the core functionality of the Service during a paid subscription term without notice.

We will provide reasonable technical support by email during business hours. Support does not include data entry, bookkeeping, or configuration of third-party systems such as QuickBooks Online or Stripe.

The Customer designates one or more Chamber Admins who control the Customer's tenant, invite staff and members, assign roles, configure settings and integrations, and may export or request deletion of the Customer's data. The Customer is responsible for the acts and omissions of its users and for keeping access limited to appropriate people.

Member representatives (people at businesses that belong to the Customer) receive access to a member portal and, where enabled, a community feed. The Customer is responsible for how it uses those features with its members, including compliance with its own bylaws and policies.

"Customer Data" means all data submitted to the Service by or on behalf of the Customer or its users, including member records, representative contact details, events, invoices, payments, posts, files and emails processed through the Service. The Customer owns Customer Data.

The Customer grants us a license to host, copy, transmit, display and process Customer Data as needed to provide the Service, to prevent or address service or security problems, as required by law, and as the Customer otherwise instructs through the Service. We will not sell Customer Data or use it to build advertising profiles.

The Customer is the controller (or business, in the terminology of some laws) of personal information in Customer Data and we are its processor or service provider. The Customer is responsible for having a lawful basis to collect and use that information, for providing privacy notices to its members and visitors, and for honoring individuals' rights requests. We will assist with reasonable requests, and the Service includes export, deletion-request and unsubscribe tools for that purpose.

Each Customer's data is isolated in its own tenant. Our systems enforce tenant boundaries at the application and database layers. Public pages and widgets expose only the data the Customer has chosen to publish.

We use the subprocessors listed in our Privacy Policy at https://www.chambergenie.app/privacy. We will update that list when subprocessors change.

The Customer will not, and will ensure its users do not: use the Service to send spam or messages that violate CAN-SPAM, TCPA or similar laws; upload unlawful, infringing or malicious content; attempt to access another tenant's data; probe or circumvent security controls; resell the Service; or use the Service in a way that could harm us, our providers or other customers. We may suspend access to address a violation or a security risk, and will restore access once the issue is resolved.

Email sent through the Service uses our shared sending domain and reputation. The Customer must only email people who have a relationship with the Customer or who have consented, must honor unsubscribe requests, and must not import purchased lists. Repeated bounces or complaints may lead us to pause the Customer's sending.

The Service lets the Customer collect dues, ticket revenue and other charges through Stripe Connect. To do so, the Customer connects or creates its own Stripe account and agrees to the Stripe Connected Account Agreement and Stripe Services Agreement. Payments are made to the Customer's Stripe account. We are not a party to transactions between the Customer and its payers, are not a payment processor, money transmitter or bank, and do not hold the Customer's funds.

Stripe's processing fees apply to each transaction. We may charge a platform application fee on transactions, which will be disclosed on the order form or in the Service before it applies. The Customer is responsible for refunds, chargebacks and disputes relating to its charges, for any taxes on amounts it collects, and for the accuracy of invoices it issues.

Automated features such as renewal invoicing, reminder sequences and lapsed-status changes run according to the Customer's configuration. The Customer is responsible for reviewing that configuration and for the content of messages sent in its name.

Subscription fees, billing frequency and term are set out in the order form. Unless the order form says otherwise, fees are billed in advance, are non-refundable, and the subscription renews for successive terms of the same length unless either party gives notice of non-renewal at least thirty days before the end of the current term. We may change fees for a renewal term with at least sixty days' notice. Fees exclude taxes; the Customer is responsible for applicable sales, use or similar taxes other than taxes on our income.

If fees are more than thirty days overdue we may, after notice, suspend the Service until payment is made. During a suspension the Customer's public sites may display a maintenance notice and scheduled automations may pause.

The Customer may connect third-party services such as QuickBooks Online, Stripe, and email marketing tools. Each connection is authorized by a Chamber Admin and can be disconnected at any time. Third-party services are governed by their own terms; we are not responsible for their availability, accuracy or changes to their interfaces, and a change by a third party may require us to modify or withdraw an integration.

QuickBooks Online. When connected, the Service synchronizes customers, invoices, payments, voids and refunds from the Service to the Customer's QuickBooks company file. Synchronization is one-way from the Service to QuickBooks. The Customer is responsible for reviewing its books, for the item and account mappings it configures, and for any records it edits directly in QuickBooks. We store Intuit access tokens encrypted and use them only to perform the synchronization the Customer configured.

AI features. The Service uses large language models to draft content such as event descriptions, outreach emails, digest summaries and inbound email classification. Prompts may include relevant Customer Data needed for the task. Outputs are drafts for human review. We do not permit our AI provider to train on Customer Data.

We maintain administrative, technical and physical safeguards appropriate to the Service, including encryption in transit, encryption of integration credentials at rest, role-based access, tenant isolation, audit logging of administrative changes, and webhook signature verification. No system is perfectly secure; the Customer should use strong authentication and limit administrative access.

We will notify the Customer without undue delay after becoming aware of a security incident affecting Customer Data, and will provide information reasonably needed for the Customer to meet its own notification obligations.

We target high availability but do not guarantee a specific uptime unless an order form includes a service level commitment. Scheduled maintenance will be announced in advance where practical.

We own the Service and all related intellectual property. The Customer receives only the right to use the Service during the subscription term under these Terms. The Customer may provide feedback, which we may use without obligation. "ChamberGenie" and our logos are our trademarks; the Customer may identify itself as a ChamberGenie customer and the Service displays a "Powered by ChamberGenie" notice on hosted public pages.

Each party will protect the other's non-public information with at least reasonable care and use it only to perform under these Terms. This does not apply to information that is public through no fault of the recipient, already known to the recipient, independently developed, or lawfully received from a third party. A party may disclose confidential information when required by law after giving reasonable notice where permitted.

These Terms apply for the subscription term and any renewals. Either party may terminate for material breach if the breach is not cured within thirty days of written notice. We may terminate immediately if the Customer's use creates a security or legal risk that cannot wait for a cure period.

On termination or expiry, the Customer may export its data using the Service's export tools for thirty days. After that period we will delete Customer Data from active systems within sixty days, except as retained in routine backups (which expire on their own schedule) or as required by law. Connected integrations are disconnected on termination; data already synchronized to QuickBooks or other third-party systems remains there under the Customer's control.

We warrant that the Service will perform materially as described in our documentation during the subscription term. The Customer's exclusive remedy for breach of this warranty is for us to correct the non-conformity or, if we cannot, to terminate the affected subscription and refund prepaid fees for the remaining term.

EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE SERVICE IS PROVIDED "AS IS" AND RENZAGROUP LLC DISCLAIMS ALL OTHER WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WE DO NOT WARRANT THIRD-PARTY SERVICES OR THE ACCURACY OF AI-GENERATED CONTENT.

TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA OR GOODWILL, ARISING OUT OF OR RELATED TO THESE TERMS, HOWEVER CAUSED, EVEN IF ADVISED OF THE POSSIBILITY. EACH PARTY'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE FEES PAID OR PAYABLE BY THE CUSTOMER TO US IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM. THESE LIMITS DO NOT APPLY TO A PARTY'S INDEMNIFICATION OBLIGATIONS, BREACH OF CONFIDENTIALITY, OR LIABILITY THAT CANNOT BE LIMITED BY LAW.

We will defend the Customer against third-party claims alleging that the Service, as provided by us, infringes a patent, copyright or trademark or misappropriates a trade secret, and will pay resulting damages and costs finally awarded or agreed in settlement. We may modify or replace the Service to avoid infringement, or terminate the affected subscription and refund prepaid unused fees. This does not cover claims arising from Customer Data, third-party services, or combinations with items not provided by us.

The Customer will defend us against third-party claims arising from Customer Data, the Customer's charges to its payers, the Customer's violation of law or these Terms, or the Customer's use of third-party services, and will pay resulting damages and costs finally awarded or agreed in settlement.

The indemnified party must give prompt notice, reasonable cooperation, and sole control of the defense and settlement to the indemnifying party, provided that no settlement imposes obligations on the indemnified party without its consent.

Governing law and venue. These Terms are governed by the laws of the State of Tennessee, without regard to conflict of laws rules, and the courts located there have exclusive jurisdiction over disputes arising under them.

Changes. We may update these Terms. Material changes take effect at the start of the Customer's next renewal term, or earlier if required by law or to address a security or legal issue, in which case we will give at least thirty days' notice. An order form may not be changed except in writing signed by both parties.

Notices. Notices to us go to legal@chambergenie.app. Notices to the Customer go to the Chamber Admin email addresses on file. Notices are effective on receipt.

Other terms. These Terms, the order form, the End User License Agreement and the Privacy Policy are the entire agreement on their subject. If a provision is unenforceable, the rest remains in effect. Neither party may assign these Terms without consent, except to a successor in a merger, acquisition or sale of substantially all assets. Neither party is liable for delays caused by events beyond its reasonable control. The parties are independent contractors. There are no third-party beneficiaries.