Terms of Service

1. Acceptance of Terms

By accessing or using the Successionly platform ("the Platform"), you acknowledge that you have read, understood, and agree to be bound by the terms and conditions set forth in this agreement (these "Terms"). If you do not agree to these Terms, you must immediately discontinue use of the Platform.

These Terms govern your access to and use of the Platform, including all succession planning tools, features, and related services offered by Successionly. If you are accepting these Terms on behalf of a business entity, you represent and warrant that you have the authority to bind that entity to these Terms, and all references to "you" or "your" herein shall refer to that entity.

2. Service Description

The Platform provides business succession and transition planning tools, document templates, AI-generated recommendations, analytics, and related services. The Platform is designed to assist users in organizing and evaluating succession and transition planning considerations but does not constitute and shall not be construed as legal, financial, tax, accounting, or other professional advice.

3. AI-Generated Content

The Platform uses artificial intelligence and machine learning technologies to generate documents, recommendations, and analyses. By using these features, you acknowledge and agree that:

• AI-generated content is produced algorithmically and may contain errors, omissions, inaccuracies, or outdated information. Successionly does not guarantee the accuracy, completeness, reliability, or suitability of any AI-generated content.
• All AI-generated content should be independently reviewed and verified by qualified professionals before any reliance or action is taken based on such content.
• AI-generated recommendations and analyses are general in nature and are not tailored to your specific legal, financial, or business circumstances unless expressly stated otherwise.
• You assume full responsibility for evaluating and verifying the accuracy, applicability, and legal sufficiency of all content generated by the Platform.
• Successionly shall have no liability for any loss, damage, or adverse outcome arising from your use of or reliance on AI-generated content.
• AI-generated content is not a substitute for the exercise of independent professional judgment. You acknowledge that AI outputs may reflect general patterns or probabilities and may not account for jurisdiction-specific requirements, recent legal developments, or the particular facts and circumstances of your situation.
• Successionly does not warrant that AI-generated content is free from bias, and you acknowledge that AI models may produce outputs that reflect limitations inherent in the data on which they were trained.

4. Third-Party AI Service Providers

The Platform utilizes third-party artificial intelligence services, including OpenAI, to process certain user-submitted data for the purpose of generating responses, insights, recommendations, documents, and other automated outputs within the Platform. By using the Platform, you acknowledge and agree to the following:

• Third-Party Processing. Certain data you submit to the Platform may be transmitted to OpenAI and other third-party AI service providers as necessary to deliver AI-Powered Features. Successionly acts as the data controller, and OpenAI acts as a data processor on Successionly's behalf.
• Categories of Data Shared. Text entered by users (questions, instructions, content summaries); business information you provide during workflows (succession planning inputs); and metadata necessary to generate outputs. Successionly does not transmit your login credentials, payment card information, or other account authentication data to OpenAI.
• Purpose of Processing. Data is shared solely for generating summaries, recommendations, analyses, and draft documents; assisting with workflow automation; and enhancing the user experience through AI-powered features.
• OpenAI's Data Handling Practices. Data sent to OpenAI via its API is processed in accordance with OpenAI's API data-usage policies. As of the effective date, OpenAI states that data submitted through its API is not used to train OpenAI's models, may be temporarily retained for abuse monitoring, and is encrypted in transit and at rest.
• Data Minimization. Successionly limits the information shared with OpenAI to only what is reasonably necessary to perform the requested AI-Powered Features.
• No Guarantee of Third-Party Practices. While Successionly conducts vendor due diligence and requires appropriate data protection standards, Successionly does not guarantee the performance, availability, or security practices of any third-party provider, including OpenAI.

5. Account Registration and User Responsibilities

As a condition of your use of the Platform, you agree to the following:

• You will provide accurate, current, and complete information during registration and promptly update such information as necessary.
• You will use the Platform in compliance with all applicable laws and regulations.
• You are solely responsible for maintaining the confidentiality and security of your account credentials. You agree to notify Successionly immediately of any unauthorized access to or use of your account.
• You will not share sensitive financial, personal, or proprietary information through the Platform beyond what is reasonably necessary for the intended use of the services.
• You will obtain independent professional advice for all succession planning decisions and will not rely solely on the Platform's tools, outputs, or recommendations.
• You will not attempt to reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code or underlying algorithms of any part of the Platform.
• You will not use the Platform in any manner that could damage, disable, overburden, or impair the Platform or interfere with any other party's use.

Restrictions on Inputting Sensitive or Prohibited Data

You agree that you will not input, upload, or otherwise submit to the Platform any of the following categories of data unless expressly permitted by Successionly in writing:

• Social Security numbers or government-issued identification numbers
• Financial account numbers, including bank account or payment card numbers
• Protected health information as defined under HIPAA
• Biometric data
• Data subject to heightened regulatory requirements that the Platform is not designed to accommodate
• Any data classified as "special category" data under the GDPR or equivalent categories under applicable data protection laws

6. Intellectual Property

All content, features, functionality, software, designs, text, graphics, and other materials available on or through the Platform (collectively, "Platform Content") are the exclusive property of Successionly or its licensors and are protected by applicable intellectual property laws.

You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Platform and Platform Content solely for your internal business purposes in accordance with these Terms.

Any documents, reports, or other outputs generated through your use of the Platform ("User Outputs") are licensed to you for your internal use, subject to these Terms. Successionly retains all rights in and to the underlying templates, algorithms, models, and methodologies used to generate such outputs.

7. Limitation of Liability

8. Indemnification

You agree to indemnify, defend, and hold harmless Successionly, its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, liabilities, damages, losses, costs, and expenses arising out of or in connection with:

• Your use of or access to the Platform
• Your violation of these Terms
• Your violation of any applicable law or regulation
• Your reliance on AI-generated content or other information provided through the Platform
• Any decisions made or actions taken by you based on information obtained through the Platform
• Your submission of sensitive, prohibited, or otherwise inappropriate data to the Platform

9. Billing and Subscriptions

Subscription fees are billed in advance on a recurring basis in accordance with the billing cycle selected at the time of purchase. All fees are non-refundable except as expressly required by applicable law.

Subscriptions will automatically renew at the end of each billing cycle at the then-current subscription rate unless you cancel prior to the renewal date. You may cancel your subscription at any time through your account settings.

Successionly reserves the right to modify its pricing at any time upon thirty (30) days' prior written notice.

10. Security and Privacy

Successionly implements commercially reasonable administrative, technical, and physical security measures designed to protect the confidentiality, integrity, and availability of your data. However, no method of electronic transmission or storage is completely secure.

Your use of the Platform is also governed by our Privacy Policy, which is incorporated into these Terms by reference.

You retain ownership of all data and information you submit to the Platform ("User Data"). You grant Successionly a limited, non-exclusive license to use, process, and store your User Data solely as necessary to provide the services and improve the Platform, in accordance with our Privacy Policy.

11. Term and Termination

These Terms remain in effect until terminated by either party. Successionly reserves the right to suspend or terminate your access to the Platform at any time, with or without cause and with or without notice.

Upon termination, your right to access and use the Platform will immediately cease. You may request a copy of your User Data for a period of thirty (30) days following termination, after which Successionly may delete your User Data in accordance with its data retention policies.

12. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Utah, without regard to its conflict of laws principles.

Any dispute arising out of or relating to these Terms shall first be subject to good faith negotiation. If not resolved within thirty (30) days, either party may submit the dispute to binding arbitration administered by the American Arbitration Association in Salt Lake City, Utah.

13. Changes to Terms

Successionly reserves the right to modify or update these Terms at any time. Material changes will be communicated by posting the revised Terms with an updated "Last Revised" date. Your continued use of the Platform following the posting of revised Terms constitutes your acceptance of such changes.

14. Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable, such provision shall be modified to the minimum extent necessary to make it valid and enforceable. The invalidity or unenforceability of any provision shall not affect the remaining provisions.

15. Entire Agreement

These Terms, together with the Privacy Policy and any other agreements expressly incorporated by reference, constitute the entire agreement between you and Successionly with respect to the subject matter hereof.

16. Contact Information

If you have questions or concerns regarding these Terms, please contact us at:

Successionly

Email: support@successionly.co