Terms of Service

ChapterIQ is made by Grumpy Gopher, LLC, a Montana limited liability company ("we" or "us"). These terms are the agreement between us and the organization that uses ChapterIQ ("you" or "the customer"). They cover the ChapterIQ service, this website, and the pages, emails, and text messages the service produces on your behalf. By creating a ChapterIQ account for your organization, or by using the service, you accept these terms. If you do not agree with them, do not use the service.

We have written these terms to be readable rather than exhaustive. Where a plain-language summary and the actual wording differ, the wording governs, but we have tried to make the wording plain.

1. Your organization and your users

ChapterIQ is a service for organizations. The person who sets up an account confirms that they are at least 18 years old and are authorized to accept these terms for the organization. You are responsible for the people you give access to, for what they do in the service, and for keeping their sign-in accounts secure. Tell us promptly at info@chapteriqevents.com if you believe an account has been compromised.

2. Your data stays yours

Everything you put into ChapterIQ, including membership records, events, responses, attendance history, and the reports built from them, is yours. We claim no ownership of it. To run the service we need your permission to handle it, so you grant us a non-exclusive, royalty-free license to host, store, process, transmit, and display your data solely to provide, secure, and support the service for you. That license ends when you delete the data or your account, except for the short period data persists in backups.

3. The people in your data

Most of the information in ChapterIQ is about people who are not our customers: the members and invitees your organization contacts. You are responsible for that information. You confirm that you have the right to load it into ChapterIQ and to use it to invite those people to your meetings, that you will keep it reasonably accurate, and that you will honor any request from one of those people to correct or remove it. We process it only as our Privacy Policy describes and only on your instructions.

4. Messages sent on your behalf

ChapterIQ sends emails and text messages in your organization's name. You are the sender of those messages, and you are responsible for having the right to send them. In particular, text messages go only to people who have opted in as described in our SMS Terms, and you agree not to import phone numbers into ChapterIQ as opted in unless the person actually agreed. We honor every STOP request automatically and you may not override one. If your messages generate spam complaints, carrier blocks, or legal complaints, we may pause sending for your account while we work it out with you.

5. Acceptable use

You agree not to use ChapterIQ to:

• send messages that are unlawful, deceptive, or unrelated to your organization's meetings and events;
• contact people who have opted out, or who never opted in, by text message;
• upload malware, probe or disrupt the service, or attempt to reach another customer's data;
• resell the service or operate it for organizations other than your own, unless we have agreed to that in writing.

We may suspend or terminate accounts for serious or repeated violations.

6. Fees

Fees are set out on our pricing page or in an order form we both sign. Annual plans are invoiced in advance and are payable within 30 days. Monthly plans are charged to a card at the start of each month. Fees do not include sales tax or similar taxes, which are added where they apply. If an invoice is more than 30 days overdue we may suspend the account after giving you notice, and we will restore it when the invoice is paid. Pilots and trials are free unless an order form says otherwise.

7. Term and ending the agreement

Annual plans run for the term on the order form and renew for another year unless either of us gives notice at least 30 days before renewal. Monthly plans continue until you cancel, which takes effect at the end of the current month. Either of us may end the agreement immediately if the other materially breaches it and does not fix the breach within 30 days of being told about it.

When the agreement ends, you can export all of your data as CSV or Excel or through the API for 90 days. After that we delete it. If we decide to shut down the service itself, we will give you at least 90 days' notice and time to export.

8. Availability and changes

We work hard to keep ChapterIQ available and backed up, and our Security page describes how. We do not promise uninterrupted service, and we may change the service over time. If a change removes a capability your plan included, your existing data is never deleted and stays exportable. Enterprise agreements may include a written service level commitment that replaces this paragraph.

9. Our property and your feedback

The ChapterIQ software, its design, and its documentation are ours. These terms give you the right to use the service, not ownership of it. If you send us suggestions or feedback, you agree that we may use them without obligation to you.

10. Confidentiality

Each of us may learn non-public information about the other while working together. Each of us agrees to use that information only for the purposes of this agreement, to protect it with reasonable care, and not to disclose it to anyone except employees and contractors who need it and are bound to keep it confidential, or where the law requires disclosure.

11. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. HEADCOUNT FORECASTS AND ENGAGEMENT SCORES ARE ESTIMATES TO HELP YOU PLAN, AND WE DO NOT WARRANT THEIR ACCURACY.

12. Limits on liability

TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER OF US IS LIABLE TO THE OTHER FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, DATA, OR GOODWILL. OUR TOTAL LIABILITY FOR ANY CLAIM ARISING FROM THE SERVICE IS LIMITED TO THE GREATER OF (A) THE FEES YOU PAID US IN THE TWELVE MONTHS BEFORE THE CLAIM AROSE OR (B) ONE HUNDRED US DOLLARS ($100). These limits do not apply to a party's breach of confidentiality, to your payment obligations, or to either party's indemnity below.

13. Indemnity

You will defend us against, and cover the losses and reasonable legal costs of, any claim by a third party that arises from data you loaded into ChapterIQ, from messages sent on your behalf without the consent the law requires, or from your breach of these terms. We will defend you against, and cover the losses and reasonable legal costs of, any claim by a third party that the ChapterIQ service itself infringes that party's intellectual property rights.

14. Governing law

These terms are governed by the laws of the State of Montana, USA, without regard to conflict-of-law rules. Disputes will be resolved in the state or federal courts located in Montana, and both of us consent to their jurisdiction.

15. Changes to these terms

If we make a material change, we will change the version above and tell you before the change applies to your organization. Corrections and clarifications may be made without notice. Continued use after a change is acceptance of it. For customers with a signed order form, the order form governs where the two conflict.

16. Contact

Grumpy Gopher, LLC · info@chapteriqevents.com