The agreement
These Terms of Service ("Terms") are an agreement between Chamberly ("Chamberly," "we," "us," or "our") and the organization that subscribes to Chamberly ("you" or "your chamber"). They cover the Chamberly dashboard (app.chamberly.io), your chamber's Chamberly platform, and the related services. By signing up or using the service you accept these Terms. If you accept them for an organization, you confirm you have authority to bind it. A separate written agreement signed by both of us takes precedence where it differs from these Terms.
Our Privacy Policy explains how we handle personal information, and it is part of these Terms.
Accounts and users
- Give us accurate information when you sign up, and keep it current.
- You decide who on your team has access and with which role, and you are responsible for what happens under your users' accounts. Keep sign-in details private, and tell us promptly if you suspect an account has been misused.
- The people who manage your account must be at least 18 years old.
- Your members can use the member portal you give them access to. You are responsible for the access you grant them.
Plans and fees
- Chamberly is a paid subscription. Plans are priced by your chamber's size, as listed on our pricing page or in an agreement with you, and are billed monthly in advance unless we agree otherwise in writing.
- A free or discounted period, such as under the founding program, applies only as agreed in writing. When it ends, you choose a paid plan to keep using the service.
- If your chamber grows past its plan's member limit, nothing is blocked. We will contact you about moving to the plan that fits.
- Fees do not include taxes, which are added where the law requires.
- Fees are non-refundable, except where these Terms or the law say otherwise.
- We may change our prices with at least 30 days' written notice. A new price applies from your next billing period after the notice ends.
Late payment
If a payment fails, we will tell you and try again. If it is still unpaid 7 days after it was due, we may suspend access to the service until it is paid. Your data is kept while the service is suspended. If the balance stays unpaid, we may end the subscription after telling you in writing, and the rules in Cancellation and your data then apply.
Payments to your chamber
Dues, event tickets and other payments your members make online are processed by Stripe into your chamber's own Stripe account, under Stripe's terms, which you accept when you connect it. Your chamber is the seller: you set your prices and are responsible for refunds, disputes, receipts and any taxes on those sales. Chamberly takes no share of these payments unless we agree otherwise in writing. Stripe charges its own processing fees.
Your data
- Everything you and your members put into Chamberly ("your data") belongs to your chamber. We claim no ownership of it.
- You give us permission to host, copy, process and display your data only as needed to provide and support the service, to keep it secure, and as the law requires. We act as your service provider: we do not sell your data, use it for our own marketing, or share it with others for theirs.
- You are responsible for having the right to collect and store the information you put in Chamberly, and for giving your members any notices and obtaining any consents the law requires.
- We protect your data with the measures described on our security page. If we learn that your data was accessed without authorization, we will tell you without undue delay and help you respond.
Email you send
When you send email through Chamberly, your chamber is the sender. You are responsible for following the laws that apply to it, such as CAN-SPAM in the United States and CASL in Canada: send marketing only to people you are allowed to email, identify your chamber, and include your postal address. Chamberly adds an unsubscribe link to marketing email and stops sending your marketing email to addresses that unsubscribe.
Acceptable use
You agree not to use Chamberly to:
- Send spam or email to lists you have no permission to contact
- Store or share content that is unlawful, infringing, or deceptive
- Try to get into accounts, data or systems that are not yours, or test the security of the service without our written permission (see our security page for reporting a vulnerability)
- Disrupt or overload the service, or work around its limits, such as the rate limits on its API
- Copy, resell, or reverse engineer the service, except where the law allows it
The service
We work to keep Chamberly available and to fix problems quickly, but we do not promise uninterrupted service, and we do not offer a service-level agreement unless one is agreed in writing. We sometimes take the service down for maintenance, and we try to do it outside office hours. We may improve or change features; if we remove something your chamber relies on, we will tell you in advance. Features that depend on another company, such as Stripe for payments, are also subject to that company's service.
Cancellation and your data
- You can cancel at any time from the billing page of your Chamberly dashboard. Your service continues until the end of the period you have paid for, and is not renewed after it.
- Until then, you can export your members, your payments and your accounting journal as CSV files from the platform. On request, made within 30 days after your service ends, we will also give you a complete copy of your chamber's database.
- We delete your chamber's platform and database within 90 days after your service ends. We back up every database daily and keep each backup for 3 days, so the last copies are gone 3 days after that.
Suspension and termination
Besides late payment, we may suspend or end your access if you seriously breach these Terms, or if your use of the service puts other customers, our systems or the law at risk. Where we can, we will tell you first and give you a chance to fix the problem. If we end the service for a reason that is not your fault, we will refund the fees you prepaid for the period after it ends.
Intellectual property
The Chamberly software, its design, documentation and brand belong to Chamberly. We give you the right to use the service during your subscription, for your chamber's own operations. If you send us feedback or suggestions, we may use them freely, without any obligation to you.
Disclaimer of warranties
Apart from what these Terms expressly promise, the service is provided "as is" and "as available." To the extent the law allows, we disclaim all other warranties, including implied warranties of merchantability, fitness for a particular purpose and non-infringement.
Limitation of liability
To the extent the law allows, neither of us is liable to the other for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue or goodwill, arising out of these Terms or the service. Our total liability for all claims arising out of these Terms or the service is limited to the fees you paid us in the 12 months before the event that gave rise to the claim. These limits do not apply to your obligation to pay fees, to your indemnity below, or to liability that cannot be limited by law.
Indemnity
You will defend and indemnify Chamberly against claims by third parties arising from your data, the email you send through the service, or your use of the service in breach of these Terms or the law.
Governing law
These Terms are governed by the laws of the State of Texas, without regard to its conflict-of-laws rules. Any dispute that we cannot resolve by talking first will be heard by the state or federal courts located in Texas, and both of us consent to their jurisdiction.
Changes to these terms
We may update these Terms. If a change is material, we will tell you by email or in the dashboard at least 30 days before it takes effect. If you continue using the service after that, the new Terms apply; if you do not agree, you may cancel before they take effect.
General
- These Terms, with any written agreement between us, are the whole agreement about the service.
- If a part of these Terms cannot be enforced, the rest still applies.
- Not enforcing a part of these Terms is not a waiver of it.
- Neither of us may transfer these Terms without the other's consent, except to a successor in a merger or a sale of the business, who takes them on in full.
- Neither of us is responsible for delays caused by events outside our reasonable control.
- We send notices to the email address on your account; you send them to the address below.
Contact
Questions about these Terms go to [email protected].