Terms of Service

Effective date: 28 September 2026 Last updated: 29 September 2026

These Terms of Service (the "Terms") are a binding agreement between StayCharted LLC, a Texas limited liability company ("StayCharted", "we", "us"), and the person or entity that signs up and becomes the Owner of an Organization ("Customer", "you").

By signing up, clicking to accept, or using the Service, you agree to these Terms. If you are accepting on behalf of an entity, you represent that you have authority to bind it, and "you" means that entity.

If you were invited to an existing Organization rather than creating your own, you are a Member. These Terms still govern your use of the Service, but the Owner of that Organization holds the subscription and the commercial relationship, and the clauses about fees, plans and closure are between us and them.

1. Definitions

"Service" — the hosted StayCharted application at https://amt.staycharted.com, including the web application, the Prediction API, and any documentation we publish for them.

"Model" — any classifier you train in the Service. There are five kinds, and the Service names which one a Model is:

"Vision" — the add-on that enables Models which read pictures. Pictures are supplied either as a spreadsheet column of image links or as a ZIP file with one folder per category. Vision is not included in any Plan and carries its own monthly allowance of pictures read.

"Dedicated Model" — a Dedicated AI Model or a Dedicated AI Image Model. These are the two kinds trained on our GPU infrastructure.

"Base Model" — the third-party open-weight model that a Dedicated Model is fine-tuned from and served against. Each Base Model is identified in the Service by a version and by the exact upstream repository and commit it was mirrored from.

"Adapter" — the artefact produced by training a Dedicated Model.

"Customer Content" — everything you upload to, create in, or submit through the Service: training files, labels and label corrections, category structures, files submitted for filling, text submitted to the Prediction API, and the outputs generated from any of them.

"Output" — predictions, labels, confidence scores, filled spreadsheets and other results the Service generates from Customer Content.

"Organization" — the customer account as a whole (shown in the Service as your account), and the party we contract with. It holds who the customer is, the Members and the payment method. Each paid Workspace is billed and invoiced separately to the Organization’s payment method. Each Organization's Customer Content is stored in a database schema of its own. It is a container and a billing relationship rather than an administered entity: beyond what section 2.5 lists, the Service offers no organization-wide policy, directory or governance controls.

"Workspace" — a compartment inside an Organization that holds models, files and datasets. The Workspace is the unit that carries a Plan: the subscription, the allowances, the usage counters, the model ceilings and the API rate limit all belong to a Workspace and are counted separately for each one. An Organization may hold any number of Workspaces.

"Owner" — the single person who holds an Organization, being whoever signed up and created it. The Owner invites and removes Members, creates and archives Workspaces, sets and changes their Plans, sets Members' Roles, and holds the payment method. Ownership is fixed when the Organization is created and cannot be transferred within the Service — see section 2.5.

"Member" — a person the Owner has invited into the Organization. A Member holds a role in each Workspace they belong to, and may belong to Workspaces in more than one Organization.

"Role" — the permissions a Member holds in a particular Workspace. Roles are per Workspace, so the same person may hold different roles in different ones.

"Authorised User" — the Owner and every Member, including any employee, contractor, consultant or agent you invite.

"Plan" — the subscription tier a Workspace is on (currently Free, Essentials, Business or Enterprise, as described on our pricing page), together with any override we have granted.

"Entitlements" — the capabilities and numeric allowances a Workspace's Plan grants, including active model counts, training run and record ceilings, monthly prediction budgets, per-file ceilings and API rate limits. Entitlements are per Workspace. Nothing is rationed, metered or priced at the Organization level.

There is no per-Member fee, no per-model fee, and no fee for creating a Workspace or setting Roles. A paid Workspace is charged for its Plan, and a additional Workspace requires a paid Plan when it is created; it may later move to Free under sections 4.3 or 4.6.

2. Organizations, Workspaces and Members

2.1 Eligibility. You must be at least 18 years old and capable of forming a binding contract. The Service is not directed at children and is not intended for personal or household use.

2.2 Signing up. You must provide an accurate email address and verify it. You may sign in with a password or, where we have enabled them, with a third-party identity provider. Several sign-in methods may be attached to one login. You can change that address later — see section 2.3.

Signing up without an invitation creates a new Organization with you as its Owner, containing one Workspace. Signing up through an invitation makes you a Member of the inviting Organization, in the Workspace and role the invitation names; you are not asked for payment details and do not see billing.

2.3 Changing the email address on your login. You can change it yourself at any time from within the Service. That address is both how you sign in and where we send notices, so three things follow from changing it:

• It takes effect immediately, including before you confirm it. The new address becomes the address on your account as soon as you make the change. If your login has a password, you sign in with the new address from that moment; your password itself is unchanged.
• We ask for your current password first, where your login has one, because after the change a password reset goes to the new address.
• We tell the old address that it happened, and send a confirmation to the new one. Until you confirm it the Service shows the address as unconfirmed; confirming changes nothing about your access, it tells us the mailbox is really yours.

You must keep the address accurate and under your control, because notices we send to it are effective whether or not you read them — see section 16.4. An address that another live account already uses cannot be taken; if you need that particular address, contact support.

2.4 Structure. An Organization holds Members, Roles, invitations, the payment method. Each paid Workspace is billed and invoiced separately to the Organization’s payment method. A Workspace holds models, files, datasets and the Plan that pays for them. Every allowance and limit belongs to a Workspace. The first Workspace in an Organization may be on the Free Plan; each additional Workspace requires a paid Plan when created. A paid Workspace may later move to Free under sections 4.3 or 4.6.

2.5 The Owner, and the limits of what the Service lets them do. Each Organization has exactly one Owner, and the Service enforces that: an action reserved to the Owner is refused for anyone else.

Only the Owner may read the Organization and its member list, rename it, create, rename, archive and restore Workspaces, invite Members and cancel invitations, add Members to a Workspace and set or change their Role, remove Members from a Workspace, change a Workspace's Plan, manage the payment method, and export the Organization's data.

Two things the Service does not currently provide, which you should plan around:

• Ownership cannot be transferred in the Service. The Owner is fixed at signup. If ownership needs to move — someone leaves, or the wrong person signed up — contact support and we will deal with it, after checking that whoever is asking has authority to act for the Organization.
• Closing the Organization is a request, not a button. See section 10.3.

Because both of those run through us rather than through the Service, an Organization whose Owner becomes unreachable needs our help to recover. If your use of the Service matters to your business, tell us who else may act for you before you need to.

2.6 Members and Roles. A Member holds a role in each Workspace they belong to, and the roles available are described in the Service. A Member may hold different roles in different Workspaces, and may be a Member of more than one Organization. Adding Members and setting Roles is free and unlimited, and creating a Workspace carries no fee of its own — but every Workspace beyond the first needs a paid Plan before it can be used, as section 4.9 describes.

2.7 Responsibility for Authorised Users. If you are the Owner, you are responsible for the acts and omissions of your Authorised Users as if they were your own, and an act by an Authorised User that would breach these Terms is your breach. You must make them aware of the terms that apply to their use.

2.8 Credentials and API keys. You are responsible for keeping credentials confidential and for the security of any API keys issued in your Workspaces. Credentials are personal to the individual they were issued to and must not be shared. We treat anything done through a login or an API key as done by the person or Workspace it belongs to, whether or not it was authorised.

If a key is compromised, deleting it is yours to do, and you should do it immediately. Every API key can be deleted from within the Service at any time, by anyone in the Workspace with the role to do it, and deletion takes effect at once. We cannot do it for you: our staff do not sign in to customer accounts, and the Service provides no way for us to act inside yours. Revoke a compromised key immediately.

Once you have deleted it, contact support if you think the compromise reaches beyond your own account — we can investigate on our side and warn others. That is a report, not a request for us to revoke anything.

The same applies to a login you believe is compromised: change the password, or have the Owner remove the Member, and tell us afterwards.

2.9 Isolation. Each Organization's Customer Content is held in a database schema of its own, and Workspaces are separated from each other within that schema. Do not attempt to reach another Organization's or another Workspace's data, whether through the application, the API, an identifier you have obtained, or any other route. Identifiers exposed by the Service are not secrets and are not a grant of access.

3. The Service, and what it is not

3.1 What it does. You upload labelled examples — rows of text, or pictures — train a Model on them, and apply that Model to new records, either by filling a column in an uploaded file or by calling the Prediction API.

3.2 Outputs are statistical predictions. The Service produces probabilistic classifications. It does not produce facts, verified determinations or advice. Accuracy figures shown in the Service are measured against a held-out sample of your own data at the time of training; they describe past performance on that sample and are not a promise about any future record. Confidence scores are model-internal estimates. A high confidence score is not a guarantee of correctness, and a model can be confidently wrong.

3.3 Human review. You are responsible for reviewing Output before relying on it. You must not use the Service as the sole basis for any decision that produces a legal or similarly significant effect on an individual — including decisions about employment, credit, insurance, housing, education, immigration status, benefits eligibility, or access to essential services — or for any medical, safety-critical or emergency purpose.

3.4 Your data trains your models only. We do not use Customer Content to train Base Models, to train models for other customers, or to improve the Service's general capabilities. Customer Content is processed to operate the Service for you, and for nothing else. See the Privacy Policy for detail.

4. Plans, fees and cancellation

4.1 Fees are per Workspace, monthly, in advance. Each paid Workspace carries its own subscription and is billed monthly in advance. A Workspace's billing cycle runs from the day it is subscribed: subscribe on the 14th and it is charged on the 14th of each month, with that Workspace's monthly allowances resetting on the 14th. Workspaces in the same Organization may therefore sit on different cycles. Each paid Workspace is billed and invoiced separately to the Organization’s payment method, with its own renewal date and charge.

4.2 Automatic renewal. A paid Workspace renews automatically each month for a further one-month term at the then-current price, until cancelled.

4.3 Cancel at any time. The Owner may cancel any Workspace's subscription from within the Service at any time, without giving a reason and without a cancellation fee.

Cancelling schedules an ending; it does not take effect immediately. The subscription stops renewing and the Workspace runs normally until the end of the monthly period you have already paid for — full access, full Entitlements, API keys working — and it is not charged again. You may reverse a cancellation at any point before that date. Cancelling one Workspace does not affect any other Workspace or the Organization itself.

When that period ends, the Workspace moves to the Free Plan. It stays visible and retains its content. Free Plan capabilities and limits then apply, including the absence of paid API access. Models above the Free Plan limits are deactivated, not deleted, as described in section 5.4. Cancellation does not start a 30-day deletion or restoration period. Section 11.2 describes retention after a Plan change.

4.3A Archiving is different, and immediate. Archiving a Workspace takes effect at once: the Workspace is hidden and its API keys stop authorising, whether or not the paid period has run out. Nothing is deleted, and an archived Workspace can be restored by the Owner at any time while the Organization is open. Archiving does not by itself cancel the subscription or produce a refund — if you want to stop paying, cancel as well. The Service will refuse to archive the last remaining Workspace, or one with training or filling still running.

4.4 No refunds for partial months. Fees already paid are not refundable, in whole or in part, except where required by law or where we state otherwise in writing. Cancelling mid-month does not produce a pro-rata refund.

4.5 Payment. Payments are processed by a third-party payment processor. We do not receive or store your full card details. You authorise us and our payment provider to charge your chosen payment method for all fees due. Prices exclude sales tax, VAT and other applicable taxes, which you are responsible for unless we are required to collect them.

4.6 Failed payment. If a payment fails, our payment processor retries it according to its configured retry schedule. The Workspace retains its paid access during those retries. If retries are exhausted and the subscription ends for non-payment, the Workspace moves to the Free Plan and its capabilities and limits apply. The Workspace remains visible and its content is retained; non-payment does not by itself close the Organization or start a deletion period. See sections 5.4 and 11.2.

The Owner can update the payment method through the Service. If the subscription has already ended, a paid Plan must be activated again to regain paid capabilities. Deactivated Models must be switched back on within the new Plan’s limits. We do not charge late fees or interest.

4.7 Price changes. We may change prices with at least 30 days' notice to the Owner's email address. The change takes effect at the affected Workspace's next renewal after the notice period. If you do not accept it, cancel that Workspace before the renewal.

4.8 Disputed charges. If you think a charge is wrong, contact support and we will look into it and put right anything we got wrong. Please come to us before raising a dispute with your card issuer. If a chargeback is raised, we may suspend paid capabilities on the affected Workspace while it is outstanding, and we may recover the chargeback fee if the dispute is resolved in our favour. This does not affect any right you have to dispute a charge under the law or your card issuer's rules.

4.9 The Free Plan. Each Organization starts with one Free Workspace. Additional Workspaces require a paid Plan when created. A paid Workspace may move to Free after cancellation or unsuccessful payment retries, as described in sections 4.3 and 4.6; this can leave an Organization with more than one Free Workspace. Each is subject to its own Free Plan limits and section 5.7.

The Free Plan is provided at no charge and carries the capabilities described on our pricing page. It may be changed, limited or discontinued at any time. Section 13 sets the liability cap where no fee has been paid, and section 11.4 sets out the export available regardless of Plan.

5. Entitlements, limits and plan changes

5.1 Entitlements are per Workspace, and enforced at the point of use. Each Workspace's allowances are counted only against that Workspace. Reaching a limit in one Workspace has no effect on another, and no allowance is shared or pooled across an Organization. When a limit is reached, the Service will tell you which one and what you can do about it. Work that would exceed an allowance is refused when it is submitted rather than accepted and failed later.

5.2 No overage. There is no metered overage, no prepaid credit balance and no automatic top-up. Reaching a limit stops the work and offers an upgrade; you are never billed for something you did not choose.

5.3 Upgrades and downgrades. The Owner may change a Workspace's Plan at any time. An upgrade takes effect when payment is confirmed; if payment is not completed, nothing changes. A downgrade takes effect as described at the point of change. Because allowances are per Workspace, changing one Workspace's Plan never affects the models or allowances of another.

5.4 A downgrade never deletes your work. If a downgrade puts a Workspace above its new Plan's ceilings, the excess is deactivated, not deleted. It remains stored, the reason is shown, and you can remove it or export it under section 11.4. Moving to a higher Plan allows you to switch deactivated Models back on within that Plan’s limits; they are not switched on automatically. A downgrade does not reset the billing cycle, so a Workspace that has already spent more than its new allowances simply cannot spend more until the cycle rolls over.

5.5 Overrides. We may grant a Workspace or an Organization a higher allowance or an additional capability without changing the Plan. An override is discretionary, is not a change to these Terms, and may be withdrawn on reasonable notice unless we have agreed otherwise in writing.

5.6 Rate limits. The Prediction API is rate-limited per Workspace according to its Plan. Prediction volume is metered against a single monthly budget per Workspace across every route — the application and the API draw on the same number. Some operating limits, including how much shared capacity one Workspace may hold at one moment, are set by us operationally rather than published per Plan; we may adjust them to keep the Service fair under load.

5.7 Fair use

Entitlements are the primary limit on your use of the Service and most resources are metered against them. This section covers what the numbers do not: resources we do not meter, allowances we have set to unlimited, and use that is within the letter of a Plan but imposes a cost the Plan was never priced for.

5.7.1 One Organization per customer. Do not create or maintain multiple Organizations to obtain additional allowances or evade a limit, suspension or price. A Workspace moving to Free under section 4.3 or 4.6 does not, by itself, breach this rule, even if another Workspace in that Organization is already Free. Separate Organizations for genuinely separate businesses or clients are fine — a consultant holding one login per client is an expected use. Inside one business, the way to separate departments, teams or environments is Workspaces, which is what they are for. Contact support if you are unsure which side of the line you are on.

5.7.2 Do not evade metering. Do not split work across Organizations, Workspaces, logins or API keys to avoid a limit; do not share, resell or sublicense an API key; do not automate signup; and do not use the Service through any interface other than the application and the documented API. Using the Prediction API inside your own product or workflow is expressly permitted — see section 6.7.

5.7.3 Unmetered resources are not unlimited. Some things carry no number on any Plan — stored training files, adapters, result files, the number of tasks and datasets you keep, concurrent requests, and support. We expect use of these to be proportionate to the Workspace's Plan and consistent with how the Service is intended to be used. An allowance shown as unlimited means we have not set a ceiling, not that we have agreed to bear any cost.

5.7.4 Disproportionate load. Some operations are far more expensive to serve than their record count suggests — sustained concurrency, repeated retraining, very large files at the top of a Plan's ceiling, and training runs near the maximum record count. Use that materially degrades the Service for other customers, or that consumes shared capacity out of proportion to a Workspace's Plan, is outside fair use even where every individual request is within its Entitlements.

5.7.5 Benchmarking, testing and automation. Do not run load tests, stress tests, security tests or automated scraping against the Service without our prior written agreement. Ordinary integration testing against your own Workspace is fine and counts against its Entitlements like any other use.

5.7.6 What we do about it. Where we believe your use falls outside this section we will normally contact you first, explain what we are seeing, and give you a reasonable opportunity to change it or to move to a Plan that fits. Where use is causing active harm to the Service or to other customers, or where it is a deliberate attempt to evade metering, we may act immediately — by throttling, by restricting a capability, or by suspending under section 10.2 — and explain afterwards. We will not apply this section as a way of avoiding an obligation we have taken on, and it does not permit us to charge you anything you have not agreed to.

6. Ownership

6.1 Your content is yours. As between you and us, you own all right, title and interest in Customer Content and Output. We claim no ownership in them.

6.2 Licence to us. You grant us a non-exclusive, worldwide, royalty-free licence to host, store, copy, transmit, display and process Customer Content solely to provide, secure, support and operate the Service for you, and to comply with law. This licence ends when the content is deleted, subject to backup cycles described in the Privacy Policy.

6.3 Your trained models, and what an export contains. As between you and us, the models trained on your data are yours — the weights, the vocabulary and the adapters produced by training. We claim no ownership in them and do not use them for anyone else.

What you can download depends on the kind of model, because the kinds differ in what a downloaded copy would be good for:

A Dedicated Model is a set of differences meaningful only against the exact Base Model version it was trained on, which is why our serving path refuses a mismatch (section 8.3). If you want those weights and have somewhere to run them, contact support and we will tell you whether we can provide them and on what terms. Nothing here promises that we will.

Alongside the models, an export carries your data: your datasets, labels and category structures, your model definitions, your uploaded files and your results.

6.4 Base Models. Base Models are third-party components that we select, licence and operate. Your right to use a Base Model arises through your subscription and is limited to use of the Service. We may change the Base Models we offer. If a Base Model we adopt carries terms that apply to end users, we will make those terms available and your use of that Base Model will be subject to them; otherwise no separate licence terms apply to you. We give no warranty in respect of any Base Model.

6.5 Our property. We own the Service, its software, interfaces, documentation, trade marks, and every model that is ours rather than yours — which is to say, everything except the trained artefacts covered by section 6.3, being the Adapters, weights and vocabularies produced by training on your Customer Content. Nothing in these Terms transfers any of it to you. You get a limited, non-exclusive, non-transferable right to use the Service during your subscription, in accordance with these Terms.

6.6 Feedback. If you send us suggestions, we may use them without obligation or compensation to you.

6.7 Using the Service inside your own product. You may call the Prediction API from your own applications, workflows and internal systems, and you may show Output to your own customers and users, in the ordinary course of your business. Nothing in section 5.7 or section 7 prohibits it. Your Authorised Users, your allowances and your responsibility under these Terms are unchanged by doing so, and you remain responsible for Output you put in front of your own users, including the human-review duty in section 3.3.

What is not permitted is turning the Service itself into the thing you sell: reselling, sublicensing or providing access to the Service, to a Workspace, to a login or to an API key as a product or service of its own; letting a third party train or manage their own models in your Workspace as a service to them; or offering a classification service that is, in substance, a resold StayCharted subscription. If you want to build on the Service for your own customers in a way this section does not clearly cover, contact support for clarification or written approval.

7. Acceptable use

You must not, and must not permit anyone else to:

1. Upload content you do not have the right to upload, or that infringes anyone's intellectual property, privacy or other rights;

2. Use the Service to process any of the following, without our prior written agreement — which must be a separate signed agreement covering that data and is not granted by our standard Data Processing Addendum: (a) protected health information subject to HIPAA or comparable health privacy law; (b) biometric or genetic data; (c) payment card data subject to PCI DSS, or bank or other financial account details; (d) government-issued identifiers, including social security, passport, driver's licence and tax numbers; (e) precise geolocation data; (f) data about criminal offences, convictions or allegations; (g) any other special category of personal data under applicable data protection law; (h) personal data of anyone under 18; or (i) classified information, or technical data or software subject to export control or national security restrictions.

   This prohibits sending us such data deliberately — uploading a file of card numbers, building a Model to classify medical records, submitting identity documents. It is not breached by a value of that kind turning up incidentally in ordinary business records, which is expected: a support ticket quoting a card number, an address in a free-text note. Section 7.2A below sets out what the Service does about those, and what you are responsible for;

3. Use the Service to build a profile of an identified individual, to conduct surveillance, or to infer protected characteristics about individuals;

4. Use the Service for any purpose prohibited by section 3.3, or in a way that violates any AI, data protection, consumer protection, export control or sanctions law;

5. Attempt to access another Organization's or another Workspace's data, probe or bypass our isolation or access controls, or circumvent Entitlements, metering or rate limits;

6. Upload malware, or deliberately malformed or hostile files, other than under a written security testing agreement with us — contact support if you want one;

7. Reverse engineer the Service, or use it to build a competing product, or scrape it other than through the documented API;

8. Resell, sublicense or provide access to the Service itself to third parties as a product or service, as described in section 6.7 — which also sets out what you may do, including calling the Prediction API from your own applications and showing Output to your own users;

9. Interfere with the Service's operation, or impose an unreasonable load on it, or otherwise use the Service outside the fair use terms in section 5.7.

7.2A Incidental sensitive values, and what you must do about them. Before a text Model is trained, the Service examines your data for values that look like personal or secret information — email addresses, payment card numbers, IBANs, US social security numbers, IP addresses, telephone numbers, access keys and credentials in links — and shows you what it found. You then choose, per type, to mask the values, leave out the rows containing them, or keep them as they are. A decision to keep is recorded against your account.

The check is a caution, not a control. It does not refuse anything, it does not find everything, and choosing to mask is not a substitute for the agreement required by item 2 above where the data was sent deliberately. You remain responsible for the lawfulness of your processing decisions, including a decision to keep values the Service has flagged.

Masking does not reach the file you uploaded. We keep that as provenance exactly as you supplied it, and the filled file we return to you keeps your original text. If you need the original removed, delete it in the Service.

We may investigate suspected breaches and take the action described in section 10.

8. Base Model lifecycle

Base Models change over time — because the security-patched software stack that loads them moves, because GPU instance families are retired, and because upstream models are updated, gated or withdrawn. The following commitments describe how we handle that.

8.1 Identity, not labels. Every Base Model is registered with its exact upstream repository and commit. What a Base Model version means does not change once registered. New weights are always a new version.

8.2 We keep your Base Model available. We mirror every Base Model a customer model has been trained against, and retain that mirror. Your Dedicated Model continues to be served against the Base Model it was actually trained on.

8.3 We do not silently substitute. An Adapter loaded onto different weights of the same shape produces confident, wrong answers rather than an error. Our serving path therefore refuses a mismatch outright rather than answering.

8.4 Retirement is by offer, not by cutoff. If we retire a Base Model, we will show a notice on the affected model's page, giving the reason and our intended timeline, and offer you a retrain onto a current Base Model at no additional training charge. The retrained model arrives as a new, unpublished version that you compare against your live one and publish only if you choose to. We do not retrain your models for you, and we do not switch a model off on the date a notice names. A model on a retired Base Model continues to answer; it may respond more slowly, which can make it unsuitable for latency-sensitive API use while remaining fine for file fills.

8.5 When we may act faster. The offer-not-cutoff commitment in section 8.4 is how we intend to handle every ordinary retirement. It does not apply where continuing to serve a Base Model would be unlawful or unsafe. We may withdraw or replace a Base Model on shorter notice, or immediately where the circumstances require it, if: its upstream licence or terms change so that continued distribution or serving is no longer permitted; a security vulnerability in the model or the software stack that loads it cannot be mitigated while continuing to serve it; a law, regulator or court requires it; or the underlying compute is withdrawn by our infrastructure provider on notice shorter than ours. In each case we will tell you as soon as we reasonably can, explain what happened, offer a retrain onto a current Base Model at no additional training charge, and work with you on a path forward.

8.6 Limits of this commitment. Section 8 is a description of how we operate and a contractual commitment as to process. It is not a warranty that any particular Base Model, accuracy level or latency will persist indefinitely.

9. Availability, support and changes

9.1 No uptime commitment by default. We aim for high availability but these Terms include no service level agreement. Any SLA must be agreed separately in writing.

9.2 Maintenance. We may take the Service down for maintenance, and will give advance notice for planned work where practicable.

9.3 Changes to the Service. We may add, modify or remove features. We will not make a change that materially reduces the core functionality of a paid Plan during a paid month without giving you notice and, where the reduction is material, the option to cancel and receive a refund of the unused portion of that month.

9.4 Support. For product or account assistance, contact support. The support email address is listed at the end of these Terms.

9.5 Beta features. Features labelled beta, preview or experimental are provided as-is, may change or be withdrawn without notice, and are excluded from any commitment in these Terms.

10. Suspension, closure and termination

10.1 Subscription changes and account closure. Ending a Workspace, removing a Member and closing an Organization are separate acts with different consequences, and this section keeps them apart:

• Cancelling a Workspace (section 4.3) stops it renewing. It runs normally to the end of the paid period, then moves to Free. It stays visible and retains its content, subject to Free Plan limits.
• Archiving a Workspace (section 4.3A) hides it immediately, keeps the subscription running unless you also cancel, deletes nothing, and can be undone.
• Removing a Member from your Organization ends that person's access to your Organization and its Workspaces. It does not delete their StayCharted login if they have one of their own or belong to another Organization — see section 11.3. Everything they created stays with the Organization.
• Closing the Organization ends the customer relationship. You ask us, we carry it out: every Workspace's subscription is cancelled and the Organization's content is deleted, as section 11 sets out.

10.2 Suspension by us. We may suspend an Organization, a Workspace, a login, an API key, or a specific capability, with notice where practicable and without it where the delay would cause harm, if: you breach these Terms; payment is overdue; your use threatens the security, integrity or availability of the Service or another customer's data; you become insolvent, make an assignment for the benefit of creditors, or become the subject of a bankruptcy, receivership, liquidation or similar proceeding; or we are required to by law. We will suspend no more than the circumstances require — a problem confined to one Workspace does not put the Organization out of action.

10.3 Your right to end things. The Owner may archive or cancel any Workspace, and remove any Member, at any time from within the Service. The Service will not let you archive the last remaining Workspace, or one with work still running.

Closing the whole Organization is requested, not done by you. You make the request in the Service or by contacting support, we confirm it, and we carry it out without undue delay. Closure deletes your models, your data and your files, and there is no undo. You may withdraw the request at any time before we act on it. To stop paying without deleting anything, cancel each Workspace under section 4.3.

10.3A An Organization should not be left without an Owner. Ownership is fixed at signup and cannot be transferred in the Service (section 2.5), so if the Owner becomes unavailable, administration of the Organization — including changing Plans, managing the payment method and closing it — is affected.

If you are the Owner and want to leave, tell us before you go — contact support — and we will move ownership to someone you nominate, or close the Organization, whichever you ask for. If an Owner has already become unreachable, write to us and we will help. We will require evidence of authority to act for the Organization before we change anything. Until we act, the Organization keeps running and keeps being billed.

10.4 Termination by us for cause. We may terminate these Terms and close an Organization on notice if you commit a material breach that you do not cure within 14 days of our notice, or immediately for a breach that cannot be cured — including a deliberate attempt to access another customer's data.

10.5 Termination for convenience. We may terminate an Organization whose Workspaces are all on the Free plan at any time on reasonable notice. We may terminate an Organization with a paid Workspace on 30 days' notice, in which case we will refund the unused portion of each paid Workspace's current monthly period.

10.6 Dormant Organizations. Where we operate an inactivity policy, we will email the Owner a warning with a grace period of at least 7 days before closing anything, we will not close an Organization holding a paid subscription on inactivity grounds — including one whose payment has failed — and we will not close an Organization we could not successfully warn. Activity is measured across sign-ins, API key use and work done in the Service, so an Organization used only through the Prediction API is not treated as dormant. If no such policy is in operation, nothing is closed for inactivity.

10.7 Getting your work out. Export your work before closing an Organization or deleting content. Export remains available after a Workspace moves to Free. An archived Workspace must be restored before export. Once an Organization is closed, its content is no longer available to you. See section 11.4.

10.8 Survival. Sections 6, 7, 11, 12, 13, 14, 15 and 16, and any accrued payment obligation, survive termination.

11. What happens to your data

11.1 Closing an Organization (the normal path). When an Organization is closed — at your request, or by us under section 10.4, 10.5 or 10.6 — we drop the database schema holding its content and delete its API keys, sessions and stored files. The Organization's record is retained, marked closed, together with its commercial history (invoices, payments, plan changes), which we are required to keep.

Logins are not all deleted with it. Closing an Organization deletes the login of anyone whose only connection to the Service was that Organization. A person who owns an Organization of their own, or who is a Member of another one, keeps their login and that other access — closing your Organization ends their membership of yours and nothing more. See section 11.3.

Closing is final for the content. Signing up again on the same email address creates a new Organization, not the old one reopened. Export what you need before you close.

11.2 Cancellation, non-payment and archived Workspaces. A Workspace moving to Free after cancellation or unsuccessful payment retries remains visible and retains its content. These events do not start an automatic 30-day deletion period or require restoration within 30 days. Free Plan limits apply, and Models above those limits are deactivated under section 5.4.

Archiving is separate from cancellation. An archived Workspace remains hidden until the Owner restores it, and its content is retained while the Organization is open. Ending its paid subscription changes its Plan to Free; it does not by itself delete its content. The Owner can restore an archived Workspace while the Organization remains open. Organization closure and lawful erasure requests are addressed in sections 11.1 and 11.5.

11.3 Removing a Member, and what happens to their login. These are two different things, and a Member may belong to more than one Organization, so they have to be kept apart.

Removing a Member from your Organization ends that person's membership of your Organization and their roles in its Workspaces, and their sessions there stop working. It reaches nothing else. Their StayCharted login survives, with their own Organization and any other Organization they belong to untouched — an Owner can remove someone from their own Organization, and cannot delete that person's account. Nothing the Member created is deleted: models, files and datasets belong to the Workspace, and your Organization keeps them.

Deleting a login is a separate act. It happens when the person closes their own account, or when we close it under section 10.4, 10.5 or 10.6, or on a lawful erasure request under section 11.5. It removes their credentials, sessions and every membership they hold, and it likewise leaves behind everything they created in any Organization. If that person was the last Member of their own Organization, that Organization ends with them and section 11.1 applies to it.

11.4 Getting your work out — yourself, at any time, on every Plan. Export is a feature of the Service, not a request you make to us. The Owner can run it at any time, from within the Service, and it is available on every Plan including Free — it is not an entitlement we can withhold, and it does not depend on your account being in good standing or on any fee being paid.

We do not export your data for you. Our staff do not sign in to customer accounts and the Service gives us no way to act inside yours (section 2.9). The export function is the only route.

Export before closing an Organization or deleting content. Moving a Workspace to Free does not remove the export option. An archived Workspace must be restored first (section 11.2), without a 30-day restoration deadline. Once the Organization is closed, the content is gone.

Who can run it. Export is an Owner action. A Member cannot obtain a copy of a Workspace's contents, whatever role they hold, and asking us does not change that — the Service's permissions decide what each person can reach, and this section does not go around them. If you are a Member who needs an export, ask your Owner.

A person's own personal data is a different right. The access and portability rights that data protection law gives an individual about themselves are not limited to the Owner and are dealt with in our Privacy Policy. They produce that person's own personal data, not the Organization's business content, and we handle those ourselves because they concern records we hold as controller.

What an export contains is set out in section 6.3.

11.5 Erasure (on lawful request). Where you exercise a right of erasure that applies, or where the law otherwise requires it, we delete the Organization's record itself. Financial and tax records are retained for the period the law requires; where the law permits, we remove the identity from them, and where a record must carry a name to serve its legal purpose — an invoice, for example — it keeps it. Our payment processor is a separate record-keeper for anything financial that must carry a name, and erasure here does not reach its records.

11.6 Audit log. Our operator audit log records administrative actions taken on Organizations and is retained after closure. Where an erasure is a lawful demand, the identifying label on that Organization's audit entries can be removed on request — the action, the date, the operator and an unlinked identifier remain.

11.7 Backups. Deleted content may persist in encrypted backups until the ordinary rolling backup cycle overwrites it, which is never more than 35 days and in practice much less. Backups exist for disaster recovery only. Deleted content is not restored to the live Service, and it remains subject to the same protections while it persists.

12. Disclaimers

12.1 THE SERVICE AND ALL OUTPUT ARE PROVIDED "AS IS" AND "AS AVAILABLE". TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY AND NON-INFRINGEMENT.

12.2 WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY OUTPUT WILL BE ACCURATE, COMPLETE, RELIABLE OR SUITABLE FOR YOUR PURPOSE.

12.3 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US OR THROUGH THE SERVICE, CREATES ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

12.4 Backups are your responsibility. We take backups for our own operational and disaster-recovery purposes, and they are not a service we provide to you. The Service is not an archive and does not replace keeping your own copies of your data. You can export your Customer Content yourself at any time under section 11.4, and we encourage you to do so on a schedule that suits you. We are not liable for loss, alteration, corruption or unrecoverability of Customer Content or Output, and we give no commitment that any particular data can be restored.

12.5 Some jurisdictions do not allow the exclusion of certain warranties. In those jurisdictions, the exclusions above apply to the maximum extent permitted, and you may have rights that these Terms cannot displace.

13. Limitation of liability

13.1 No indirect or consequential loss. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY IS LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, BUSINESS OPPORTUNITY, ANTICIPATED SAVINGS, OR LOSS OR CORRUPTION OF DATA, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER THEORY, AND WHETHER OR NOT THE PARTY WAS ADVISED OF THE POSSIBILITY.

13.2 Cap on total liability. SUBJECT TO SECTION 13.4, OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE — FOR ALL CLAIMS COMBINED, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, STATUTE OR ANY OTHER THEORY — WILL NOT EXCEED THE CAPPED AMOUNT, BEING THE SUM, ACROSS EVERY WORKSPACE IN YOUR ORGANISATION, OF THE SUBSCRIPTION FEE YOU ACTUALLY PAID FOR THAT WORKSPACE'S MOST RECENT MONTHLY BILLING PERIOD BEFORE THE EVENT GIVING RISE TO THE FIRST SUCH CLAIM.

13.3 How the cap works.

• One month's fees for each Workspace, added together. Workspaces are billed separately and may sit on different monthly cycles, so the Capped Amount is built Workspace by Workspace: take the fee actually paid for each Workspace's last monthly billing period before the event, and add them up. It does not matter how long ago each of those payments fell, and it does not matter which Workspace the event concerned. The result is a single figure for the Organization, equal to about one month of what you were paying us.
• It is an aggregate cap. Multiple claims, multiple events, multiple Workspaces, or a series of connected events do not increase it. Once exhausted, it is exhausted, and a claim touching several Workspaces does not produce several caps.
• It is measured by fees actually paid — not by fees paid over any longer period, not by amounts invoiced but unpaid, and not by the list price of a Plan if you paid less.
• Taxes, third-party charges and refunds already given are excluded from the calculation.
• If your Organization has never paid us a subscription fee — because every Workspace is on the Free plan — the Capped Amount is USD $0. A Workspace that has been paid for at any point contributes its most recent monthly fee even if that payment was some time ago, so a paying customer is never left with a nil cap merely because of where the calendar fell.
• The cap applies notwithstanding the failure of the essential purpose of any limited remedy in these Terms.

13.4 What is not capped. Nothing in these Terms limits or excludes either party's liability for: death or personal injury caused by negligence; fraud or fraudulent misrepresentation; your obligation to pay fees due; your obligations under section 14 (Indemnity); or any other liability that cannot lawfully be limited or excluded.

13.5 Basis of the bargain. You acknowledge that the fees reflect this allocation of risk, that we would not provide the Service on these prices without it, and that these limits apply even if a remedy fails of its essential purpose. Some jurisdictions do not allow certain limitations; there, they apply to the maximum extent permitted.

13.6 Time limit. Any claim arising out of these Terms must be brought within two (2) years after the claim arose, or be permanently barred, except where a longer period is required by law.

14. Indemnity

You will defend, indemnify and hold harmless StayCharted, its affiliates and their personnel from and against any third-party claim, and any resulting damages, losses and reasonable legal costs, arising out of: (a) Customer Content and our processing of it as instructed by you; (b) your use of the Service in breach of section 7 (Acceptable use) or section 3.3; (c) your violation of any law or third-party right, including data protection and intellectual property rights; or (d) a decision you or your users made in reliance on Output.

We will notify you of the claim, give you control of the defence (provided any settlement that admits fault or imposes an obligation on us requires our consent), and reasonably cooperate at your expense.

15. Confidentiality

Each party may receive non-public information from the other. The receiving party will protect it with at least reasonable care, use it only to perform under these Terms, and disclose it only to personnel and advisers who need it and are bound by comparable obligations. This does not apply to information that is public through no fault of the recipient, independently developed, or rightfully received from a third party. Disclosure compelled by law is permitted with prompt notice where lawful. Customer Content is your confidential information.

16. General

16.1 Governing law and venue. These Terms are governed by the laws of the State of Texas, excluding its conflict-of-law rules and the UN Convention on Contracts for the International Sale of Goods. The state and federal courts located in Travis County, Texas have exclusive jurisdiction, and both parties consent to venue there. Nothing prevents either party from seeking injunctive relief in any competent court.

16.2 Consumer rights. If you are a consumer, you keep any mandatory rights and any right to bring proceedings in the courts of your place of residence that the law of your country gives you, and nothing in section 16.1 removes them.

16.3 Changes to these Terms. We may update these Terms. For material changes, we will give at least 30 days' notice to the email address on your account and post the updated Terms with a new effective date. Changes take effect at your next monthly renewal after the notice period. If you do not accept them, cancel before that renewal; continued use after it is acceptance. We may make non-material changes (clarifications, corrections, changes required by law) effective immediately on posting.

16.4 Notices. We give notice by email to the address on your account at the time we send it, or by posting in the application. That is the address as it stands after any change you have made under section 2.3, including one you have not yet confirmed — changing the address changes where your notices go, immediately. You give notice to us by email to tos@staycharted.com, which is effective on the next business day after sending. Formal legal notices and service of process may also be delivered to our registered agent, whose current name and address are on file with the Texas Secretary of State.

Keeping the address current is your responsibility, and notice sent to it is effective whether or not it reaches you — including where the address has stopped working, where you have changed it to one you cannot read, or where our message is filtered.

16.5 Assignment. You may not assign these Terms without our written consent, except to a successor of your business by merger or sale of substantially all assets, with notice to us. We may assign to an affiliate or to a successor of our business.

16.6 Subcontractors. We may use subprocessors and subcontractors to provide the Service, as identified in the Privacy Policy, and remain responsible for their performance.

16.7 Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, excluding payment obligations.

16.8 Export and sanctions. You represent that you are not located in, or ordinarily resident in, a country or territory subject to comprehensive sanctions, and are not on any restricted-party list, and that you will not use the Service in breach of export control or sanctions law.

16.9 Severability and waiver. If a provision is unenforceable, it is modified to the minimum extent needed to make it enforceable, or severed, and the rest stands. A failure to enforce is not a waiver.

16.10 No third-party beneficiaries. These Terms create no rights in anyone other than the parties.

16.11 Entire agreement. These Terms, the Privacy Policy, our Data Processing Addendum, and any order form signed by both parties are the entire agreement and supersede all prior discussions. In a conflict, a signed order form prevails over these Terms, and these Terms prevail over any purchase order or vendor terms you submit, which are rejected.

16.12 Relationship. The parties are independent contractors. Nothing creates a partnership, agency or employment relationship.

16.13 Equitable relief. Both parties agree that a breach of section 7 (Acceptable use), section 15 (Confidentiality), or the ownership and licence terms in section 6 may cause harm that damages alone cannot adequately remedy. Either party may therefore seek injunctive or other equitable relief for such a breach in any court of competent jurisdiction, without posting a bond or other security, in addition to any other remedy available to it.

16.14 Publicity. We may identify you as a customer by name and logo on our website and in marketing materials, using your then-current brand guidelines. Tell us at tos@staycharted.com and we will stop and remove you from materials we control going forward. We will not describe how you use the Service, quote you, or disclose anything about your account without your agreement.

Contact: StayCharted LLC, Texas

Product and account support: support@staycharted.com