Terms of service

These terms govern access to and use of ContractIQ, a contract lifecycle management service provided by Techvora, which operates from Ireland in the European Union.

They form an agreement between Techvora and the organisation that subscribes to ContractIQ (the “customer”). If you use ContractIQ on behalf of an organisation, you confirm that you are authorised to accept these terms for it. Where the customer and Techvora have signed a separate agreement or order, that document takes precedence where it conflicts with these terms.

• Service means ContractIQ, including its website, application and related support.
• Customer data means information the customer or its users submit to the service, including contracts, documents, counterparties, obligations and comments.
• Users means people the customer invites or permits to use the service under its account.

• The customer is responsible for who it invites, the roles and permissions it gives them, and removing access when someone should no longer have it.
• Users must keep their sign-in details confidential and tell the customer or Techvora promptly if they suspect unauthorised access.
• The customer is responsible for its users’ activity in the service and for ensuring they follow these terms.

The customer and its users must not:

• use the service unlawfully, or to store material they have no right to store;
• attempt to access data belonging to another organisation, probe or bypass security controls, or interfere with the service’s operation — except security research reported to us in line with our disclosure guidance;
• upload malicious code, or use the service to send unsolicited messages;
• resell or provide the service to third parties except as agreed with Techvora; or
• place load on the service beyond reasonable use, including by automated scraping.

The customer owns its customer data. Techvora acquires no rights in it other than the limited right to host, process, transmit and display it as needed to provide and support the service.

Techvora does not sell customer data, does not use it to train artificial intelligence models, and does not process customer contracts or documents with AI services.

The customer is responsible for the accuracy of its customer data and for having the rights and any notices or consents needed to record it in the service.

For personal data within customer data, the customer is the controller and Techvora is the processor, as described in our privacy notice. In that role Techvora will:

1. process personal data only on the customer’s documented instructions, which are these terms and the customer’s use of the service’s features, unless the law requires otherwise;
2. ensure people authorised to process it are bound by confidentiality;
3. maintain appropriate technical and organisational security measures, as described on our security page;
4. engage sub-processors only under written terms offering equivalent protection, and inform the customer before adding or replacing one so it can object;
5. assist the customer, taking into account the nature of the processing, in responding to data subject requests and meeting its obligations on security, breach notification and impact assessments;
6. notify the customer without undue delay after becoming aware of a personal data breach affecting customer data;
7. at the end of the service, make customer data available for export and then delete it, unless the law requires it to be kept; and
8. make available the information reasonably necessary to demonstrate compliance with these obligations.

Current sub-processors are Supabase (database and file storage, in the EU), Vercel (application hosting) and an email delivery provider, where email is enabled.

Access may begin with a trial period. After any trial, continued use requires a subscription on the plan and fees agreed with Techvora. Fees are exclusive of applicable taxes.

If a trial or subscription ends or payment is not made, Techvora may restrict the account. While restricted, users can still sign in, read and export what is already recorded, but cannot make changes until the subscription is resolved.

Techvora will provide the service with reasonable skill and care and work to keep it available and secure. The service may occasionally be unavailable for maintenance or for reasons outside our control. Unless agreed in a signed document, no specific availability level or service credit applies.

We develop ContractIQ continuously and may change features. We will not make changes that materially reduce the core functionality of a paid subscription during its term without notice. Integrations with e-signature providers and other services are planned and, when available, may be subject to those providers’ terms.

ContractIQ is a tool for organising contracts. It does not provide legal advice, and it does not review, interpret or approve the content of any agreement. Clause libraries, templates, key dates, obligations and reminders reflect the information the customer records.

The customer remains responsible for its contractual decisions and for acting on deadlines, including notice periods. Reminders are an aid; a reminder that is not sent, not received or not acted on does not change the customer’s obligations to its counterparties.

Each party will keep the other’s confidential information confidential, use it only for the purposes of this agreement and disclose it only to people who need to know it and are bound by similar obligations, or where the law requires. Customer data is the customer’s confidential information.

Techvora and its licensors own the service, including its software, design and documentation. Subject to these terms, Techvora grants the customer a non-exclusive, non-transferable right for its users to use the service for the customer’s internal business purposes during the subscription. Feedback may be used by Techvora to improve the service without obligation.

Techvora may suspend access, in whole or in part, where reasonably necessary to prevent harm to the service or to other customers, to address a security threat, or where these terms are seriously breached. We will give notice where practical and restore access once the reason is resolved.

Either party may end the agreement at the end of the current subscription term by giving notice, or earlier if the other party materially breaches these terms and does not remedy the breach within 30 days of being asked to.

When the agreement ends, the customer may export its data for a short period that Techvora confirms at the time. Techvora will then delete customer data from the live service, as described in the privacy notice. Sections that by their nature should continue — including confidentiality, liability and governing law — survive.

Except as expressly set out in these terms, the service is provided “as is”, and Techvora gives no other warranties, conditions or representations, whether express or implied, including as to fitness for a particular purpose, to the extent the law allows.

Nothing in these terms limits liability for death or personal injury caused by negligence, for fraud, or for any other liability that cannot be limited by law.

Subject to that, neither party is liable for loss of profits, revenue, business or goodwill, or for indirect or consequential loss; and each party’s total liability arising from the agreement in any twelve-month period is limited to the fees paid or payable by the customer for the service in that period.

Techvora may update these terms. We will change the effective date above and give customers reasonable notice of material changes. If a change materially disadvantages a customer, it may end its subscription before the change takes effect.

These terms and any dispute arising from them are governed by the laws of Ireland, and the courts of Ireland have exclusive jurisdiction, without affecting any mandatory rights a party has under the law of the country where it is established.

Questions about these terms can be sent to support@techvora.net.