Last Modified: October 22, 2026
Spacebring ("Spacebring Sp. z o.o.," "Spacebring," "andcards," "our," "we," or "us") KRS: 0000772992, NIP: PL5842781756, REGON: 38263506000000, provides proprietary software-as-a-service solutions including but not limited to the mobile application(s), website(s), White-Label Services as defined below, and API. Please read our Terms of Use carefully so you understand what you subscribe for when using our services. Before installing, accessing, or using our apps, services, features, software-as-a-service solutions, and\or website (collectively referred to as "Services"), you must agree to be bound by these Terms of Use ("Terms").
If you are accessing or using the Services on behalf of your company, you represent that you are authorized to accept these Terms on behalf of your company, and all references to "you" or "Customer" reference your company.
By creating an account, starting a Trial Subscription, placing an Order through our checkout, clicking to accept these Terms, paying an invoice, or otherwise accessing or using the Services, Customer acknowledges that they have read, understood, and agree to be bound by these Terms.
1. Key definitions
"Account" means an account enabling a person to access and use the Services, including Account of Spacebring, Account of User, Account of the Administrator, Account of Owner;
"Active User" means a User who, in the applicable billing period, does any of the following: (i) creates, updates or deletes a booking, or is the owner or an invitee of such a booking; (ii) completes a payment for any service, using credits, invoices or money; (iii) has an active personal or company subscription; or (iv) has an active resource assignment, or belongs to a company that has one. Each User counts once per billing period, across all locations. A company itself is not an Active User. A company with no members, and a resource held without a customer, count as no Active User. Activity in a test environment does not count.
"Add-ons" means additional product enhancements (including Mobile Apps, Reception, Room Display, Floor Plans, and other add-ons) that are made available for purchase and are listed on our Pricing Page.
"Administrator" (collectively "Administrators") means any User of Services that is the employee or representative of Customer who was invited by Spacebring or other Administrator to the Services for administration and\or moderation of products and services within Services. All Administrators act for and on behalf of related Customer.
"Agent" or "Spacebring Agent" means Spacebring's AI assistant in the Services, formerly called "Lem AI".
"Agents" means AI agents that Customer creates, configures and enables in the Services. Agents run automatically on a schedule or when a trigger occurs, following Customer's Configuration.
"Automated Action" means any action that Agent or an Agent takes in the Services or in a Connected Service, including creating, changing or deleting records or settings and sending messages.
"Configuration" means everything Customer or its Users set for Agent or an Agent: instructions, prompts, triggers, schedules, permissions, locations, Connected Services, approval settings (including automatic approval) and any other settings.
"Connected Service" means any third-party service that Customer or its Users connect to the Services or to Spacebring Intelligence, including MCP servers and clients, the ChatGPT plugin, the Claude connector, and messaging apps.
"Customer" (collectively "Customers" also referred as "you" and "your") means the entity or person that registers for an Account, starts a Trial Subscription, places an Order, pays an invoice, or otherwise accesses or uses the Services.
"Customer Data" means all data, including personal data, that Customer or its Users submit to or generate in the Services, including through Spacebring Intelligence and Connected Services.
"Data" means all types of data mentioned hereof including, but not limited to personal data of Users.
“Fixed fees” means a non-refundable, recurring charge for Plan and Add-ons that you selected in the applicable Order.
“Integrations page” means https://www.spacebring.com/integrations (or any successor URL.)
"Intellectual property rights" means all intellectual property rights wherever in the world, whether registrable or non-registrable, registered or unregistered, including any application or right of application for such rights including but not limited to copyright and related rights, database rights, confidential information, trade secrets, know-how, business names, trade names, trademarks, service marks, passing off rights, unfair competition rights, patents, petty patents, utility models, semi-conductor topography rights and rights in designs;
"Minimum subscription term" means the shortest duration for which you are required to commit to a subscription specified in the applicable Order and depending on the selected Plan.
"Owner" means a User of Services that is the authorized legal representative of Customer and has all necessary authority to legally bind Customer to these Terms.
“Order” means an online checkout page, in-product purchase flow, or order confirmation (including in the Services or by email) that specifies the Plan, Add-ons, Subscription Period, Minimum Subscription Term (if any), Fees, and any usage limits/overage rates. Each Order is incorporated into and forms part of these Terms.
"Paid Request" means a Spacebring Intelligence request that is charged under Section 11.9, currently a complex request that needs AI coding.
“Plan” means the subscription level you select that determines your access to specific features of our Services, includes certain usage allowances, and defines the support service level, all as outlined and differentiated between plans on our Pricing Page.
"Prepaid Balance" means the amount Customer pays in advance to Spacebring, under Section 11.9, for Usage Charges.
“Pricing page” means https://www.spacebring.com/pricing (or any successor URL.)
"Promotional Credit" means credit that Spacebring grants free of charge for Usage Charges, on the conditions in Section 11.9.4.
"Sensitive personal information" means any of the following: (i) credit, debit or other payment card data subject to the Payment Card Industry Data Security Standards ("PCI DSS"); (ii) patient, medical or other protected health information regulated by the Health Insurance Portability and Accountability Act ("HIPAA"); or (iii) any other personal data of an EU citizen deemed to be in a "special category" (as identified in EU General Data Protection Regulation or any successor directive or regulation).
"Spacebring Intelligence" means Spacebring's AI features, including Agent, Agents and related AI tools.
"Subscription fee" means a recurring charge you pay for Services, which comprises the total of Fixed Fees and Variable Fees for the selected Plan and Add-Ons in the applicable Order.
"Subscription period" means the period for which you agree to prepay fees under an Order.
"Subscription term" means the entire period when Customer has accessed or used the Services (including starting a Trial Subscription) starting the moment Customer completes the Order and ending when the subscription expires or is terminated.
"Usage Charges" means charges for Paid Requests and for other usage-based features that Spacebring designates as payable from the Prepaid Balance. eSignature usage becomes a Usage Charge only once its price appears on the Pricing Page.
"User" (collectively "Users") means any individual person, or end user, who interacts with Services.
“Variable fees” means non-refundable charges incurred through usage beyond the limits of Plan and Add-Ons you selected in the applicable Order.
More definitions provided below.
2. About our services
2.1. Access. During the Subscription Term, we will provide your Users access to use Services as described in these Terms and the applicable Order. You must ensure that all access, use and receipt by your Users is subject to and in compliance with these Terms.
2.2. Registration. Users may pass the registration procedure and create the Account to obtain the access to Services. The registration procedure covers the transfer of User’s Data to data controller or data processor under these Terms by filing the information in special registration form. For registration each User must provide accurate data, their current email, and, if they change it, update this email using our in-app change email feature.
Spacebring, using Services features, shall file such registration form for the Owner of new Customer and this Owner shall file it for the other Administrator(s) and\or Users of related Customer. The User receives the Account activation link by email. It is sent automatically after registration of the User in the Services.
Each Administrator of Customer has the right to invite new Administrators and\or Users on behalf of this Customer. You may be able to limit this right on certain Plans. Owner has the right to block any User from accessing their instance of Services.
User agrees to receive transactional email or text messages (from Customer, us or our third-party providers) with codes to register for our Services. User may use alternative login methods made available by us.
2.3. Age. Our Services are not directed to children. Users must be at least 16 years old to use our Services (or such greater age required in your country to be authorized to use our Services without parental approval). In addition to being of the minimum required age to use our Services under applicable law, if Users are not old enough to have authority to agree to our Terms in your country, their parent or guardian must agree to our Terms on their behalf.
2.4. Devices and software. You must provide certain devices, software, and data connections to use our Services, which we otherwise do not supply. For as long as you use our Services, you consent to downloading and installing updates to our Services, including automatically. Users and Customer are responsible for all carrier data plans and any other fees and taxes associated with the use of our Services.
2.5. Trial subscriptions. If Customer receives free access or a trial or evaluation subscription to Services (a "Trial Subscription"), then Customer may use the Services in accordance with these Terms for a period granted by Spacebring (the "Trial Period"). Trial Subscriptions are permitted solely for Customer's use to determine whether to purchase a paid subscription to Services. Trial Subscriptions may not include all functionality and features accessible as part of a paid Subscription Term. If Customer does not enter into a paid Subscription Term, this Agreement and Customer's right to access and use the Services will terminate at the end of the Trial Period. We have the right to terminate a Trial Subscription at any time for any reason. Notwithstanding anything to the contrary in this agreement, Spacebring will have no warranty, indemnity, support, or other obligations with respect to Trial Subscriptions.
2.6. Spacebring Intelligence.
- 2.6.1. The Services include Spacebring Intelligence. Spacebring Intelligence is provided through Vercel AI Gateway. Vercel routes requests to large language model providers that it engages as its own sub-processors, as described in the Privacy Policy and the DPA. Spacebring has no direct contract with those providers.
- 2.6.2. When Customer or its Users use Spacebring Intelligence, inputs and outputs are processed by those providers. Spacebring does not permit Customer Data submitted through Spacebring Intelligence to be used to train the providers' general-purpose models.
- 2.6.3. Spacebring itself does not use Spacebring Intelligence to make decisions about Users or members that produce legal effects or similarly significantly affect them. Agent and Agents act on Customer's instructions and Configuration, and Customer is the controller of that processing.
- 2.6.4. Spacebring personnel may review Agent chats and Agent runs that Users or Customers rate, or that are queued for quality, safety or abuse review (including through Langfuse), to operate, secure and improve Spacebring Intelligence. Other chats and runs are not reviewed by personnel by default.
- 2.6.5. Spacebring may change, replace, add or remove AI models, providers, features, limits and recipes at any time, as long as Section 2.6.2 and the DPA continue to apply.
2.7. Agents and Automated Actions.
2.7.1. Customer controls Configuration. Customer and its Users decide whether to use Agent and Agents and set every Configuration. Customer decides what each Agent may access, in which locations it works, and which Automated Actions require manual approval. Customer is responsible for its Configuration and for every Automated Action taken in accordance with it, as if Customer had taken the action itself.
2.7.2. Approval. An Automated Action that Customer or a User approves, or that runs under automatic approval Customer has enabled, is deemed authorized by Customer.
2.7.3. Faithful execution. Spacebring is not liable for any loss or damage arising from an Automated Action that was executed in accordance with Customer's Configuration and approval settings, including where the instruction, data or Configuration was incorrect, incomplete, ambiguous or unsuitable for Customer's purpose. This does not apply to loss caused by a malfunction of the Services, meaning the Services doing something other than what the Configuration provides. That loss is subject to Section 13.
2.7.4. AI output. Agent and Agents use probabilistic AI models. Their outputs and Automated Actions may be inaccurate, incomplete, inconsistent or unexpected, even with the same instructions. Customer must review outputs and monitor Agents' run history at a frequency appropriate to the risk of each Agent.
2.7.5. Human review. Customer must not use Agent or Agents to make decisions that produce legal effects concerning a natural person, or similarly significantly affect them, without meaningful human review. This includes refusing, suspending or ending a membership, applying penalties, and assessing creditworthiness. Customer is responsible for compliance with Article 22 GDPR and similar laws.
2.7.6. AI disclosure. Where an Agent communicates with members or other natural persons, the Services show that it is an AI agent. Customer must not remove, hide or obscure that disclosure, or present an Agent as a human. Customer is responsible for any additional transparency obligations that apply to it as a deployer, including under Article 50 of Regulation (EU) 2024/1689 (AI Act).
2.7.7. Testing. Spacebring strongly recommends that Customer test each Agent before relying on it in live operations. For example, Customer can keep manual approval on, limit the Agent's permissions and locations, and review its run history before enabling automatic approval. Customer is solely responsible for deciding when an Agent is ready for live use.
2.7.8. Record of runs. Spacebring keeps a record of runs of Agent and Agents, including the Configuration in effect, approvals, Automated Actions taken, and Usage Charges. That record is presumed to accurately reflect what occurred, unless Customer proves otherwise.
2.7.9. Limits. Spacebring may set and change usage, rate, concurrency and run-time limits for Spacebring Intelligence. It may also stop or throttle any run that exceeds them or that appears to loop or run away.
3. Privacy policy and user data
3.1. We care about your privacy. See Spacebring Privacy Policy (https://www.spacebring.com/privacy) disclosures relating to the collection and use of information by us.
3.2. Terms and policies. By creating an account, starting a Trial Subscription, placing an Order through our checkout, clicking to accept these Terms, paying an invoice, or otherwise accessing or using the Services, Customer confirms that it has read and understood our Privacy Policy and acknowledges Spacebring’s data practices described therein.
3.3. Data controller and data processor. If you are a Customer, you are a data controller for all personal data, collected by you or your data processor in the process of providing your services through our Services. As a Customer, you must have and transparently disclose your privacy, use, and refunds policies, disclose how you will use and protect collected, in connection with your use of Services, Offers and software of Spacebring, data of Users.
We act as a data processor on behalf of Customer under these Terms and Data Processing Addendum between Spacebring and Customer (available at https://www.spacebring.com/data-processing-addendum or a successor URL).
Customer represents and warrants that it has collected and will process Users’ personal data lawfully, including providing required notices and obtaining required consents. Customer is solely responsible for any claims, liabilities, penalties, or damages arising from Customer’s unlawful processing or disclosure of Users’ personal data or Customer’s instructions to Spacebring.
For our part, we store and process all collected information about Customer and its representative(s) in accordance with the Spacebring Privacy Policy.
As a data processor on behalf of Customer we process all provided by Customer information about Users in accordance with these Terms.
Users can find the terms of Customer's data processing in such Customer's privacy policy.
We use all the requested by Customer information to create Users' Account and further verify their eligibility for using our Services. We may disclose and process Customer data (including User personal data) through our authorized subprocessors to provide, secure, and improve the Services, as described in our Data Processing Addendum and Third-party providers list (available at https://www.spacebring.com/privacy or a successor URL). We do not sell Customer Data.
3.4. No sensitive personal information. Except as otherwise expressly agreed between you and Spacebring in writing, Customer specifically agrees not to use the Services to collect, store, process or transmit any Sensitive Personal Information. Customer shall not submit Sensitive Personal Information to the Services. Any Sensitive Personal Information submitted in breach of this section is submitted at Customer’s sole risk, and Spacebring has no additional obligations with respect to such data beyond those expressly set forth in these Terms and (where applicable) the DPA.
3.5. Right to data portability. In case Users register in our Services with one more Customer, Users can choose to transmit their personal data directly from one Customer to another by auto-fulfillment of the registration form.
3.6. Notifications. We allow Users to send and receive using our Services related notifications, product and service updates. Users may opt out of marketing communications where offered; however, Users may not opt out of transactional communications necessary to provide the Services (e.g., security, account, billing, or service notices).
4. White-label services
4.1. We may provide Services to Customer for their use under Customer's brand (“White-Label Services”). In such cases we act as data processor for all personal and non-personal data, and Customer, who use our software under White-Label Services, is data controller for all such data.
We have no control over and assume no responsibility for the content, privacy policies or practices of any Customer(s) that use our White-Label Services.
5. Acceptable use of our services
5.1. Terms and policies. As Customer, you must use our Services according to our Terms and posted policies.
We verify Accounts and activity, and promote safety and security on and off our Services, such as by investigating suspicious activity or violations of our Terms, and to ensure our Services are being used legally. If we disable User's Account for a violation of our Terms, such User will not create another Account without our permission.
We also implement secure communications protocol for information exchange within our Services to protect against third parties from reading them. We also implement security measures (https://www.spacebring.com/security) that help protect your information from hackers.
Users must use our Services according to these Terms, current agreement or similar document between Users and Customer and such Customer's posted policies.
Owner and Administrator(s) must use our Services according to our Terms, your Customer's posted policies and other documents that regulate your activity within Services on behalf of Customer.
5.2. Legal and acceptable use. Users must access and use our Services only for legal, authorized, and acceptable purposes. Users can not use (or assist others in using) our Services in ways that:
- (a) violate, misappropriate, or infringe the rights of Spacebring, other our users, or others, including privacy, publicity, intellectual property, or other proprietary rights;
- (b) are illegal, obscene, defamatory, threatening, intimidating, harassing, hateful, racially, or ethnically offensive, or instigate or encourage conduct that would be illegal, or otherwise inappropriate, including promoting violent crimes;
- (c) involve publishing falsehoods, misrepresentations, or misleading statements;
- (d) impersonate someone;
- (e) involve sending illegal or impermissible communications such as bulk invites to join events or organizations, auto-invites, auto-sharing, and the like;
- (f) involve any non-personal use of our Services unless otherwise authorized by us; or
- (g) violate European Union's export control and sanctions laws and regulations.
In addition, Users must not (or assist others to) access, use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sublicense, transfer, display, perform, or otherwise exploit our Services in impermissible or unauthorized manners, or in ways that burden, impair, or harm us, our Services, systems, other Users, or others, including that you must not directly or through automated means:
- (h) reverse engineer, alter, modify, create derivative works from, decompile, or extract code from our Services;
- (i) send, store, or transmit viruses or other harmful computer code through or onto our Services;
- (j) gain or attempt to gain unauthorized access to our Services or systems;
- (k) interfere with or disrupt the integrity or performance of our Services;
- (l) create accounts for our Services through unauthorized or automated means;
- (m) collect the information of or about our Users in any impermissible or unauthorized manner;
- (n) sell, resell, rent, or charge for our Services; or
- (o) distribute or make our Services available over a network where they could be used by multiple devices at the same time.
Customer and its Users must not use Spacebring Intelligence, Agent or Agents:
- (p) for any practice prohibited by Article 5 of the AI Act, or for any high-risk use listed in Annex III of the AI Act, including recruitment, worker management or evaluation, creditworthiness, and biometric identification or categorization, unless Spacebring has agreed to it in writing;
- (q) to send communications, or take actions affecting third parties, that do not comply with applicable law. Customer is solely responsible for its lawful basis, notices and any consents for its communications and processing;
- (r) to generate or distribute unlawful, infringing, defamatory, deceptive or harmful content, or to impersonate any person;
- (s) to probe, attack, overload or circumvent the security, limits or safety measures of the Services, Spacebring Intelligence or any provider, including through prompt injection against other customers or providers;
- (t) to extract model weights, system prompts, or Spacebring's proprietary prompts, recipes or Configurations, or to build a competing product;
- (u) in breach of the usage policies of the AI model providers that Spacebring makes available to Customer through Spacebring Intelligence.
The final decision of whether an account is in violation of any of these acceptable use terms is at the sole discretion of Spacebring. You agree that violations of these Terms by yourself or any person or entity acting under your account will, in addition to any other remedies including criminal prosecution, result in termination of your access to Services. In addition, violation of these terms or any of Spacebring's policies may result in tracking information being stored to identify the offending person, and permanent restriction from holding an account on Spacebring's Services.
5.3. Keeping account secure. Users are responsible for keeping their device and Account safe and secure. Owner or Administrator must notify us and User must notify any Owner or Administrator of their Customer promptly of any unauthorized use or security breach of Account or our Services.
6. Third-party services
6.1. Available integrations. Our Services may allow you to access, use, or interact with third-party websites, apps, content, and other products and services. For example, you may choose to use a third-party payment solution (such as Stripe) and an access control solution (such as Kisi) that are integrated with our Services. The list of integrated third-party services is available on our Integrations Page.
6.2. Custom integrations. Unless a third-party service is expressly listed as available on Integrations Page, it is not offered, endorsed, or maintained by Spacebring. Spacebring’s provision of available integrations should not be interpreted as an offer to develop integrations upon request. You may choose to integrate your own third-party services using our API (see Article 7) or Zapier. Any integration you develop is entirely at your expense and responsibility, and Spacebring bears no liability for its performance, functionality, or compatibility with our Services.
6.3. Third-party services privacy & terms. When you use third-party services, their own terms and privacy policies will govern your use of those services.
6.4. Identification only. Listing a third-party name, logo, or product on our Integrations Page, in release notes, or in related product communications identifies that an integration exists. It is not an offer, endorsement, partnership, joint venture, agency, or authorized-reseller relationship, unless we expressly say so in a signed writing. Spacebring does not control those third parties.
6.5. Connected Services.
- 6.5.1. Customer may connect Connected Services to the Services or to Spacebring Intelligence, including MCP servers, the ChatGPT plugin and the Claude connector. When Customer or its Users do so, Customer instructs Spacebring to send Customer Data to, and receive data from, that Connected Service, as Customer configures.
- 6.5.2. Connected Services are not Spacebring's sub-processors. They are chosen by, and act for or alongside, Customer, and their own terms and privacy policies apply.
- 6.5.3. Spacebring does not control and is not responsible for Connected Services. This includes their availability, security, accuracy, fees, changes, and what they do with data or with instructions they send to Spacebring Intelligence. It also includes any content or instructions they return that cause Agent or an Agent to act.
- 6.5.4. Spacebring may block, disconnect or restrict any Connected Service that it reasonably believes creates a security, legal or abuse risk.
7. Application Programming Interface (API)
7.1. API license. If you purchase the API add-on, subject to the restrictions below, we grant you a non-exclusive, worldwide, non-transferable, limited license to access our API and documentation only as necessary to develop, test and support an integration of your application (an "Application" or "App") with the Services. You may charge for your Application; however, you may not sell, rent, lease, sublicense, redistribute, or syndicate access to any of our APIs.
7.2. API terms. Your license to access our API and documentation is limited and subject to compliance with these Terms. Further, you will not: (A) access our API or documentation in violation of any law or regulation; (B) access our API in any manner that (i) compromises, breaks or circumvents any of our technical processes or security measures associated with the Services, (ii) poses a security vulnerability to Customers or Users of the Services, or (iii) tests the vulnerability of our systems or networks; (C) access our API or documentation in order to replicate or compete with the Services; (D) attempt to reverse engineer or otherwise derive source code, trade secrets, or know-how of our API or Services; (E) attempt to use our API in a manner that exceeds rate limits, or constitutes excessive or abusive usage or (F) develop integrations that circumvent or undermine our pricing model, including, but not limited to, creating bookings or registering actions under the same User in a manner inconsistent with the actual usage by distinct users.
7.3. API limits. We reserve the right to place limits on access to our API (e.g., limits on numbers of calls or requests). Further, we may monitor Customer's usage of such API and limit the number of calls or requests Customer may make if Spacebring believes that Customer's usage is in breach of these Terms or may negatively affect the security, operability, or integrity of the Services (or otherwise impose liability on Spacebring).
8. Licenses
8.1. Your rights. We do not claim ownership of the information that Users submit through our Services. Users must have the necessary rights to such information that is submitted to Account or through our Services and the right to grant the rights and licenses in our Terms.
8.2. Spacebring’s rights. We own all copyrights, trademarks, domains, logos, trade dress, trade secrets, patents, and other intellectual property rights associated with our Services. As User or Customer, you may not use our copyrights, trademarks, domains, logos, trade dress, patents, and other intellectual property rights unless you have our express permission and except in accordance with our guidelines provided alongside the permission.
8.3. Your license to Spacebring. In order to operate and provide our Services, including fulfilling, distributing, and providing White-Label Services, you grant us a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, distribute, create derivative works of, display, and perform the information (including the content) that you and your Users upload, submit, store, send, or receive on or through our forms and Services. The rights you grant in this license are for the limited purpose of operating and providing our Services (such as to allow us to display your information, transmit your information, store your information on our servers, and otherwise as described in our Privacy Policy).
8.4. Spacebring’s license to you. We grant you a limited, revocable, non-exclusive, non-sublicensable, and non-transferable license to use our Services, subject to and in accordance with our Terms. This license is for the sole purpose of enabling Customer and their Users to use our Services, in the manner permitted by our Terms. No licenses or rights are granted to you by implication or otherwise, except for the licenses and rights expressly granted to you.
9. Confidentiality
9.1. "Confidential Information" means any non-public information disclosed by a party ("Disclosing Party") to the other party ("Receiving Party") in connection with the Services, including the Services, Documentation, security information, pricing, product plans, and business information, and including Customer Data.
9.2. The Receiving Party will: (a) use Confidential Information only to perform its obligations or exercise its rights under these Terms; (b) protect it using at least reasonable care; and (c) not disclose it to any third party except to its employees, contractors, and professional advisors who have a need to know and are bound by confidentiality obligations at least as protective as these Terms.
9.3. Confidential Information does not include information that: (a) is or becomes public through no fault of the Receiving Party; (b) was known to the Receiving Party without restriction before receipt; (c) is independently developed without use of Confidential Information; or (d) is rightfully received from a third party without breach of an obligation.
9.4. The Receiving Party may disclose Confidential Information if required by law or court order, provided it gives the Disclosing Party reasonable notice (to the extent legally permitted) and cooperates to seek protective treatment.
9.5. Upon termination, the Receiving Party will, upon request, return or delete the Disclosing Party’s Confidential Information, except where retention is required by law or for routine backups, in which case it will remain protected. Notwithstanding the foregoing, Customer Data will be returned/deleted in accordance with the Data Processing Addendum (DPA) and applicable law, and residual copies in backups may be retained in accordance with Processor’s backup retention cycle.
9.6. These confidentiality obligations survive termination for five (5) years, and for trade secrets, for so long as they remain trade secrets.
10. Contacting our customer support
10.1. Data subjects' rights. Users may modify or receive a copy of the information collected about them using the profile editing feature available through Services. Users may delete Account at any time by using the account deletion feature available through Services. To the extent these rights apply in a User's country, they may be limited in some situations, for example where we are under a legal requirement to keep certain information. Should Users wish to make a request, they may send an email to support@spacebring.com. Users must indicate a country of residence in the correspondence.
10.2. Data retention. As a Customer, your personal data will be stored for the period necessary to achieve the purposes indicated in the Privacy Policy, namely:
(i) for purposes related to the conclusion and performance of the agreement – until the termination of its validity or trial expiration;
(ii) for the purpose of handling communication in a submitted support request or communication with potential clients – for the period necessary to address the reported matter, and after its conclusion, for the limitation period of claims related to the matter;
(iii) for the purpose of establishing, pursuing or defending against claims – until the expiry of the limitation period of claims;
(iv) for tax and accounting purposes or other purposes required under applicable law – for the period consistent with applicable legal provisions; and
(v) for the purpose of conducting activities within the framework of website performance analysis – until you withdraw your consent, the legally justified interests of the Controller or a third party are satisfied, or an objection to the processing of personal data is raised.
As a User, your personal data will be stored in accordance with the Data Processing Addendum between Spacebring and relevant Customer i.e. for the duration of our contractual relationship with the Customer. The period of data retention is determined by the duration of the Customer’s subscription to our Services.
Upon termination or expiration of Customer’s contract to our Services User’s data will be stored no longer than 60 days after the expiration of the contract with this Customer unless the Customer renews their subscription to our Services during this period.
In all cases for all Services, we will respond to User requests within 30 days.
11. Fees, cancellations, and subscription terms
11.1. Subscription fees. The Subscription Fee will remain fixed during the Minimum Subscription Term of your subscription unless
- (i) you exceed your Active Users or other applicable limits made known to you before the start of the subscription,
- (ii) you upgrade products or add-ons,
- (iii) you subscribe to additional features or products, or
- (iv) otherwise agreed to in your Order.
We may change Subscription Fees and payment terms at our discretion; provided however, that such changes will not take effect for you until the start of the next Subscription Period. We will provide written notice to you for any changes to the Subscription Fees that affect the Services purchased by you. Your continued use of the Services after the price change becomes effective constitutes your agreement to pay the changed amount.
11.2. Fee adjustments at renewal. Upon renewal, we may increase your fees up to our then-current list price set out on Pricing Page. If this increase applies to you, we will notify you at least fourteen (14) days in advance of your renewal and the increased fees will apply at the start of the next renewal term. If you do not agree to this increase, either party can choose to terminate your subscription at the end of your then-current term.
11.3. Payment by bank card or direct debit. You authorize us to charge your bank card or bank account for all fees payable during the Subscription Term. You further authorize us to use a third party to process payments, and consent to the disclosure of your payment information to such third party.
11.4. Payment against invoice with a bank transfer. If you are paying by invoice with a bank transfer, we will invoice you at the beginning of the Subscription Term and each subsequent Subscription Period, and other times during the Subscription Term when fees are payable. All amounts invoiced are due and payable within the period indicated on an applicable invoice from the date of the invoice.
11.5. Payment information. You will keep your contact information, billing information and payment information (where applicable) up to date. Changes may be made on your Customer Portal within your Services account. All payment obligations are non-cancelable and all amounts paid are non-refundable, except as specifically provided for in these Terms. All fees are due and payable in advance throughout the Subscription Term.
11.6. Term and renewal. Your subscription will automatically renew according to your choice of monthly or annual Subscription Period.
11.7. Cancellation. After the Minimum Subscription Term, you may choose to cancel your subscription by giving us a written notice of non-renewal at least three (3) days before the end of your Subscription Period. We will not provide any refunds of prepaid fees or unused Subscription Fees, and you will promptly pay all unpaid fees due through the end of the Subscription Term. You can not cancel your subscription during the Minimum Subscription Term.
11.8. Developer accounts and app store publishing.
11.8.1. Apple. If your subscription plan includes mobile apps, you are required to provide us access to an Apple Developer account according to our guidelines (https://www.spacebring.com/docs/member-mobile-app/prepare-your-apple-developer-account). The Apple Developer account must be for organization (not individual), in good standing, and allow to publish applications. It is your responsibility to accept Apple's updated license agreements and pay Apple's fees on time. You acknowledge that if your Apple Developer account is limited by Apple, for example due to your failure to accept Apple's updated license agreements, Spacebring will not update and/or maintain your mobile applications, until you remove any such limitations. Any delay caused by the state of your Apple Developer account does not delay delivery under Section 11.10.3 or suspend any fees.
11.8.2. Google Play. Spacebring publishes Customer's Android app on Google Play under Spacebring's own Google Play developer account, as the developer of record. Spacebring is responsible to Google for that account under Google's developer terms. Customer does not need, and is not given access to, a Google Play developer account for the app.
11.8.3. Licence for publishing. Customer grants Spacebring a non-exclusive, royalty-free, worldwide licence to use Customer's name, trademarks, logos, content and store listing materials, for the Subscription Term and for as long afterwards as is needed to unpublish the app. The licence covers recording and reproducing them in digital form, adapting their format and size, placing them in the app, its store listing and related materials, distributing the app, and making them available to the public so that anyone can access them at a place and time of their choice. It is granted solely for publishing, distributing and maintaining Customer's app, and includes the right to sublicense to Google to the extent Google needs it to distribute the app.
11.8.4. Customer's materials and disclosures. Customer warrants that its content and branding, and all information it supplies for the store listing and for Google Play's data safety section and other privacy disclosures (including its privacy policy), are accurate, complete and lawful, do not infringe any third party's rights, and comply with Google Play's developer policies. Customer will promptly tell Spacebring of any change that makes that information inaccurate. Customer will indemnify Spacebring under Section 14 for any breach of this Section 11.8.4.
11.8.5. Changes, suspension and unpublishing. Spacebring may change, suspend or unpublish the app or its store listing where needed to comply with Google's policies, a request or decision by Google, or the law, and when Customer's subscription to the Mobile Apps add-on or to the Services ends. Where practicable, Spacebring will tell Customer in advance.
11.8.6. Google's decisions. Google's decisions about the app, its store listing and Spacebring's developer account are outside Spacebring's control. Spacebring has no liability for any rejection, restriction, suspension or removal of the app or its listing by Google. Section 13.6 applies.
11.8.7. No transfer obligation. Spacebring has no obligation to transfer the app, its store listing or its package name to a Google Play developer account of Customer's, during or after the Subscription Term. Spacebring may agree to a transfer at its discretion, on terms agreed in writing at that time.
11.9. Prepaid Balance and Usage Charges.
11.9.1. Nature. The Prepaid Balance is an advance payment that can be used only for Usage Charges for Spacebring's own services. It is not a deposit, savings, electronic money or a payment instrument. It does not earn interest, has no cash value, and cannot be transferred, assigned, pledged or used with any third party. It belongs to Customer's account and may be shared across Customer's locations as the Services allow.
11.9.2. Top-ups. Customer may add funds to the Prepaid Balance by the payment methods available in Billing. Spacebring issues an invoice for each top-up and charges VAT on it in the same way as on its other prices. Amounts exclude VAT and other taxes unless stated otherwise.
11.9.3. Non-refundable. All top-ups are final and non-refundable, and unused Prepaid Balance is not paid out, except as set out in Sections 11.9.10 and 11.9.11. Customer confirms this when it tops up.
11.9.4. Promotional Credit. Spacebring may at its discretion grant Promotional Credit, in the amount and on the eligibility stated in the offer or shown in Billing. It expires thirty (30) days after it is granted or when Customer's subscription ends, whichever is earlier. It has no cash value, is non-refundable and non-transferable, gives no entitlement to future credit, is used before paid Prepaid Balance, and may be withdrawn if obtained or used through abuse. Funds Customer adds by top-up do not expire and end only under Section 11.9.10.
11.9.5. Pricing basis and variable usage.
- Each Paid Request is charged for the AI processing it actually uses: Vercel AI Gateway's list price for the tokens and other units the request consumes, for the model used at the time the request runs, multiplied by the multiplier stated on the Pricing Page (https://www.spacebring.com/pricing) at the time the request runs. This is the basis for determining the price under these Terms, and Spacebring does not publish separate rates.
- After a Paid Request runs, Billing shows, for each Paid Request, its date and time, the request details and the amount charged.
- Before or when a Paid Request runs, the Services show that it is a paid request.
- Usage is variable and cannot be estimated in advance. Customer acknowledges that the amount of AI processing, and therefore the charge, for any instruction is inherently variable and unpredictable. It depends on Customer's instructions, the number and configuration of agents, the tools and data they use, the models used and how the models respond. Spacebring cannot estimate it in advance and does not give estimates. Similar instructions may cost different amounts.
- Customer controls spend. Customer controls its spend through its instructions, the agents and automations it runs, and its Prepaid Balance. Unless automatic top-up is enabled, Paid Requests stop when the Prepaid Balance runs out (Section 11.9.7), so Customer's total spend never exceeds the funds it chooses to add.
- The fact that a charge was higher than Customer expected, or higher than for a similar request, is not by itself grounds to dispute it. Section 11.9.9 still applies to charges that were not calculated on the basis above.
- Chatting with Agent and requests that are not Paid Requests are included in Customer's plan at no extra cost, subject to Section 2.7.9.
11.9.6. Charging. Usage Charges are drawn from the Prepaid Balance when the request runs.
- A Paid Request that completes is charged whether or not Customer finds the output or result useful, because AI output is not guaranteed (Section 2.7.4).
- A Paid Request that fails to complete because of an error in the Services or a provider is not charged, or the charge is re-credited to the Prepaid Balance automatically.
- A request that Customer cancels, or that stops under Section 2.7.9, is charged for the usage consumed up to that point.
11.9.7. Insufficient balance. Paid Requests do not run when the Prepaid Balance is insufficient, unless Customer has enabled automatic top-up. If concurrent runs take the Prepaid Balance below zero, Customer owes the shortfall, and Spacebring may charge it to Customer's payment method on file or deduct it from the next top-up.
11.9.8. Automatic top-up and spend controls. Customer may enable automatic top-up by authorizing Spacebring to charge its payment method a stated amount whenever the Prepaid Balance falls below a stated threshold. This authorization continues until Customer turns automatic top-up off in Billing, which applies to future charges. Customer is responsible for monitoring its usage and for any spending limits or alerts it sets where the Services offer them.
11.9.9. Disputes and finality.
- Customer must raise any dispute about a Usage Charge in writing through Spacebring support, identifying the Paid Request by the date and time, request details and amount shown in Billing. The dispute must be made within ten (10) days after the charge is shown in Billing.
- Spacebring will review the dispute and respond within a reasonable time. If Spacebring accepts the dispute, the sole remedy is a re-credit to the Prepaid Balance.
- Charges not disputed within that period are final and accepted by Customer. This does not apply to manifest calculation errors, to charges resulting from fraud, or where finality cannot be agreed under mandatory law.
- Spacebring's Billing records are presumed accurate unless Customer proves otherwise.
- A dispute may challenge only whether a charge was calculated on the basis in Section 11.9.5, was for a request made on Customer's account, or was charged more than once. The variability of usage described in Section 11.9.5 is not by itself grounds for a dispute.
11.9.10. End of the Prepaid Balance.
- Unused Prepaid Balance and Promotional Credit end when Customer's subscription to the Services terminates or its account is closed, for any reason. Suspension is not termination.
- On termination the unused paid Prepaid Balance is forfeited, except under Section 11.9.11.
11.9.11. Refund exceptions. Spacebring will refund the unused paid Prepaid Balance (never Promotional Credit), less any amounts Customer owes, within thirty (30) days, if:
- (a) Spacebring terminates Customer's subscription for convenience, other than for Customer's breach;
- (b) Spacebring permanently discontinues all Paid Requests without offering a replacement;
- (c) Customer terminates the subscription for Spacebring's uncured material breach; or
- (d) Customer disables Spacebring Intelligence, or terminates the affected Services, under Section VIII of the DPA after a valid objection to a new sub-processor or AI provider.
Spacebring will also refund or re-credit duplicate or erroneous top-up charges.
11.9.12. Changes to the pricing basis.
- Changes in Vercel's list prices or in the models available apply automatically to requests run after the change, because they form part of the basis in Section 11.9.5.
- Spacebring may change the pricing basis itself, including the multiplier stated on the Pricing Page, by giving at least fourteen (14) days' notice in Billing or by email before the change takes effect. The Pricing Page shows the effective date of each change. The change applies to requests run after the effective date. Changes in Customer's favour may apply immediately.
- Customer's continued use of Paid Requests after the effective date means it accepts the change. Customer may stop making Paid Requests at any time.
11.9.13. Chargebacks.
- If Customer initiates a chargeback or payment reversal for a top-up or Usage Charge, other than one Spacebring has accepted as erroneous under Section 11.9.9, that is a material breach.
- Spacebring may then suspend Spacebring Intelligence and remove the reversed amount from the Prepaid Balance, including amounts already used.
- Spacebring may also recover the reversed amount, any amount already consumed, and chargeback fees.
- Customer will cooperate with Spacebring's response to the card network or bank.
11.9.14. Set-off. Spacebring may set off any amount Customer owes against the Prepaid Balance. Customer may not set off any claim against Spacebring against amounts payable for top-ups or Usage Charges.
11.9.15. Application. Sections 11.9.3, 11.9.10 and 11.9.11 apply to top-ups made after Customer accepts this version of the Terms, including by accepting them at top-up.
11.10. Mobile Apps: app store review, delivery and release dates.
11.10.1. App store review. Publishing the Member mobile app, and every update to it, is subject to review and approval by Apple (App Store) and Google (Google Play) (each an "App Store"). App Store review is outside Spacebring's control and is unpredictable. An App Store may delay, reject, restrict or remove an app at its sole discretion and may change its rules at any time.
11.10.2. Release dates are estimates. Any release date, timeline or estimate that Spacebring gives, orally or in writing, before or after the Order, is approximate. It is a good-faith estimate given for reference only. It is not a guaranteed, binding or essential date, and missing it is not a breach of these Terms. This applies unless an Order signed by Spacebring expressly states a binding release date.
11.10.3. Delivery. Spacebring delivers the Mobile Apps add-on when it submits the app for review to Apple and to Google. Spacebring will make the submission within a reasonable time after Customer has provided everything Spacebring needs for it, including access to the Apple Developer account under Section 11.8.1, branding assets, the store listing materials and information under Section 11.8.4, and any information an App Store requires. Submissions to Google are made under Spacebring's developer account under Section 11.8.2. Submissions are made with the care of a professional software provider and in line with the App Store guidelines in force at the time of submission.
11.10.4. Rejection, delay or removal. If an App Store delays, rejects, restricts or removes the app:
- (a) Spacebring will, at no extra charge, use commercially reasonable efforts to address the reasons the App Store gives that relate to the app itself, and resubmit. Spacebring may change the app's features or content as needed to do so.
- (b) Customer will promptly fix any reason that relates to Customer, its Apple Developer account, its content, branding, store listing materials or information under Section 11.8.4, its business, or its own compliance with App Store rules. Delay caused by Customer or its Apple Developer account does not suspend or reduce any fees.
- (c) Subject to Section 11.10.5, Spacebring gives no discounts, credits, refunds, damages or other remedies for any delay, rejection, restriction or removal by an App Store. Fees for the Mobile Apps add-on remain payable as set out in the Order, from the start of the Subscription Period, whether or not or when the app is published.
11.10.5. Prolonged non-availability. If the app is not available in an App Store for more than ninety (90) consecutive days after delivery, for reasons that are not attributable to Customer, and Spacebring has not been able to resolve it under Section 11.10.4(a), Customer may cancel the Mobile Apps add-on by written notice. The cancellation takes effect at the end of the current Subscription Period. Fees already paid or due up to then are not refunded, and the rest of the subscription continues unchanged. This is Customer's sole and exclusive remedy for App Store non-availability.
11.10.6. Updates and App Store rules. Spacebring may change, limit or withdraw features in the mobile app where an App Store requires it, or where needed to keep the app published. Section 11.8.5 also applies to the Android app. This is not a material reduction of the Services for the purposes of these Terms.
12. Disclaimers
12.1. As Customer or User, you use our Services at your own risk and subject to the following disclaimers. We are providing our Services on an "as is" basis without any express or implied warranties, including, but not limited to, warranties of merchantability, fitness for a particular purpose, title, non-infringement, and freedom from computer virus or other harmful code.
12.2. We do not warrant that any information provided by us is accurate, complete, or useful, that our services will be operational, error free, secure, or safe, or that our services will function without disruptions, delays, or imperfections.
12.3. We do not control, and are not responsible for, controlling how or when our Customers or Users use our Services or the features, services, and interfaces our Services provide. We are not responsible for and are not obligated to control the actions or information (including content) of our Customers or Users or other third parties. You release us, our subsidiaries, affiliates, and our and their directors, officers, employees, partners, and agents (together, the "Spacebring Parties") from any claim, complaint, cause of action, controversy, or dispute (together "Claim") and damages, known and unknown, relating to, arising out of, or in any way connected with any such claim you have against any third parties.
12.4. We do not guarantee that content generated with AI-powered features will be accurate, complete, or suitable for your specific needs. You are solely responsible for reviewing, verifying, and approving any content generated by AI-powered features before using it in your business operations. We are not liable for any decisions, actions, or consequences resulting from your use of AI-generated content.
12.5. Spacebring Intelligence, Agent and Agents are provided "as is". Section 12.4 applies to all their outputs and Automated Actions. Spacebring does not guarantee that any Agent will achieve Customer's intended result, run at any particular time, or detect or prevent errors in Customer's data or Configuration.
13. Limitation of liability
13.1. Business contract. The Services are provided only for use in a business. These Terms are a business-to-business contract. Customer confirms that it enters into them in connection with its business activity and that the Services are of a professional nature for it, including for the purposes of Article 385⁵ of the Polish Civil Code.
13.2. Excluded losses. To the fullest extent permitted by law, the Spacebring Parties are not liable, whether in contract, in tort or otherwise, for any:
- (a) lost profits, lost revenue, lost business or contracts, lost goodwill or lost anticipated savings;
- (b) loss, corruption or unavailability of data, beyond restoring it from Spacebring's most recent available backup;
- (c) indirect, consequential, special, incidental or punitive loss; or
- (d) cost of substitute services,
relating to, arising out of, or in any way connected with these Terms or the Services, even if the loss was foreseeable or Spacebring was told it was possible.
- 13.3. Cap.
- Spacebring's total aggregate liability for all claims relating to, arising out of, or in any way connected with these Terms or the Services is capped at the greater of (a) the amounts actually paid by Customer for the Services in the twelve (12) months before the event giving rise to the first claim and (b) one hundred euros (€100).
- Top-ups count toward that amount only to the extent they were used for Usage Charges. Unused Prepaid Balance and Promotional Credit do not count.
- For claims arising from Spacebring Intelligence, Agent or Agents, Spacebring's total liability will not exceed the greater of (a) the Usage Charges Customer paid in that twelve-month period and (b) one hundred euros (€100).
- For Trial Subscriptions, Spacebring's total liability will not exceed one hundred euros (€100).
- The cap does not apply to, and is not reduced by, refunds and re-credits that these Terms or the DPA promise, including under Sections 11.9.6, 11.9.9 and 11.9.11. It does not limit Customer's obligation to pay fees.
13.4. Statutory warranty. To the extent the provisions of the Polish Civil Code on statutory warranty for defects (rękojmia) apply to the Services or any part of them, directly or by reference, Spacebring's liability under statutory warranty is excluded under Article 558 §1 of the Polish Civil Code. This does not apply to a defect that Spacebring fraudulently concealed. Customer's remedies for defects in the Services are those set out in these Terms.
13.5. AI outputs and third-party services. Spacebring is not liable for:
- (a) the content, accuracy or consequences of outputs and Automated Actions of Spacebring Intelligence, Agent or Agents, subject to Sections 2.7.3 and 2.7.4; or
- (b) the acts, omissions, availability, changes, prices or decisions of third parties whose services are outside Spacebring's control, including Vercel, the AI model providers described in Section 2.6.1, Google, Apple, payment providers, Connected Services and telecommunications networks.
This Section 13.5 does not limit Spacebring's responsibility to Customer for the data protection obligations of its sub-processors under the DPA and Article 28(4) GDPR, which remains subject to Section 13.3.
13.6. Mandatory liability. Nothing in these Terms excludes or limits liability:
- (a) for damage caused intentionally;
- (b) for damage caused through gross negligence;
- (c) for death or personal injury;
- (d) under the provisions of the Polish Civil Code on liability for dangerous products; or
- (e) that otherwise cannot be excluded or limited under applicable law.
13.7. Faithful execution and Connected Services. Section 2.7.3 (Faithful execution) and Section 6.5.3 (Connected Services) apply in addition to this Section 13.
- 13.8. Notice of claims and mitigation.
- Customer must notify Spacebring in writing of any claim within thirty (30) days after Customer became aware, or should reasonably have become aware, of the facts giving rise to it.
- Spacebring is not liable for any part of the loss that timely notice would have allowed Spacebring or Customer to avoid or reduce.
- Customer must take reasonable steps to mitigate any loss, including pausing an Agent and restoring data where possible.
- This Section 13.8 does not shorten any limitation period.
13.9. Allocation of risk. The exclusions and limits in this Section 13 reflect the allocation of risk between the parties, on which Spacebring's prices are based. Each of them is separate and applies to the fullest extent permitted by law.
14. Indemnification
It is Customer's responsibility to ensure that it is not violating any applicable laws in its jurisdiction by listing its products and services or membership plans on our Services.
Users and Customers agree to defend, indemnify, and hold Spacebring harmless from and against all liabilities, damages, losses, and expenses of any kind (including reasonable legal fees and costs) relating to, arising out of, or in any way in connection with any of the following: (a) your access to or use of our Services, including information provided in connection therewith; (b) your breach or alleged breach of our Terms; (c) any misrepresentation made by you; (d) any Automated Action, and any Configuration of Agent or Agents, by Customer or its Users, including claims by members or other third parties; (e) any Connected Service that Customer or its Users connect, and any data Customer instructs Spacebring to send to or receive from it; (f) Customer's breach of Sections 2.7.5, 2.7.6 or 5.2(p) to (u), or of data protection, electronic communications or consumer laws in Customer's own operations; (g) content that Customer or its Users submit, and claims by Customer's members, end users or other Users arising from their relationship with Customer; (h) Customer's marketing and other communications to its members or anyone else, including Customer's lawful basis and any consents for them, which are Customer's sole responsibility; or (i) Customer's breach of Section 11.8.4. This indemnity does not apply to the extent a loss is caused by Spacebring's breach of these Terms. You will cooperate as fully as required by us in the defense or settlement of any Claim.
15. Dispute resolution
15.1. Governing law & jurisdiction. All disputes which may arise between us and Customer, shall be submitted to the Polish court having jurisdiction over the registered office of Spacebring under the Law of Poland.
These Terms are governed by Polish law.
All disputes which may arise between User and Customer in relation to the Services shall be settled as stipulated by Customer's policies, agreement or other similar document between them.
16. Availability, suspension, and termination of services
16.1. Availability of our services. Our Services may be interrupted, including for maintenance, repairs, upgrades, or network or equipment failures. We may discontinue some or all of our Services, including certain features and the support for certain devices and platforms, at any time. Events beyond our control may affect our Services, such as events in nature and other force majeure events. You may check the availability of our services on our Status page (https://status.spacebring.com/).
16.2. Termination. We may terminate your access to or use of our Services if you, User or Customer: (i) upon seven (7) days’ notice to you of a material breach if such breach remains uncured at the expiration of such period, (ii) immediately if you violate the letter or spirit of our Terms or create harm, risk, or possible legal exposure for us, acting, or have acted, in a way that has or may negatively reflect on or affect us, our prospects, or our Customers, our Users, or others, (iii) immediately, if you become the subject of a petition in bankruptcy or any other proceeding relating to insolvency, cessation of business, liquidation or assignment for the benefit of creditors. The following provisions will survive any termination of your relationship with Spacebring: “Licenses,” “Disclaimers,” “Limitation of Liability,” “Indemnification,” “Dispute Resolution,” “Availability and Termination of our Services,” “Additional Terms,” and Sections 2.7.3, 2.7.8, 6.5.3, 11.8.3, 11.8.5, 11.8.7 and 11.9.10 to 11.9.14.
These Terms and your access to Services, may not otherwise be terminated prior to the end of the Subscription Term.
16.3. Suspension for non-payment. We will provide you with notice of non-payment of any amount due. Unless the full amount has been paid, we may immediately suspend your access to any or all of the Services. We will not suspend the Service while you are disputing the applicable charges reasonably and in good faith and are cooperating diligently to resolve the dispute. If a Service is suspended for non-payment, we may charge a reactivation fee to reinstate Services.
16.4. Effect of termination. Upon the Services termination for any reason: (i) the licenses granted under these Terms in respect of the Services shall immediately terminate and you and your Users shall cease use of the Services; (ii) Spacebring will cease providing any support services; (iii) you shall pay to Spacebring the full amount of any outstanding fees due hereunder; (iv) within fourteen (14) calendar days of such termination, Customer will destroy or return Spacebring Confidential Information and any Spacebring Documentation in its possession or control, and will not make or retain copies except as required by law; (v) Spacebring will delete or anonymize Customer Data and User Data in accordance with Section 10.2 (Data retention) and Section X (Term) of the Data Processing Addendum (DPA); (vi) the Prepaid Balance and Promotional Credit end as set out in Section 11.9.10, subject to Section 11.9.11; and (vii) Spacebring may unpublish the Android app under Section 11.8.5.
16.5. Suspension of Spacebring Intelligence. Spacebring may immediately suspend, throttle or disable Spacebring Intelligence, any Agent, any Connected Service or Paid Requests, for all or part of Customer's account, if Spacebring reasonably believes:
- (a) Customer is in breach of Section 2.7, 5.2 or 11.9;
- (b) there is a risk to the security, integrity or availability of the Services, Spacebring, its providers, other customers or third parties;
- (c) a provider requires it, or law or an authority requires it;
- (d) an Agent is looping, running away or causing unexpected volume; or
- (e) the Prepaid Balance is negative or a chargeback is pending.
Spacebring will notify Customer promptly, before suspending where practicable. Spacebring will restore access once the cause is resolved. Spacebring is not liable for suspension made in good faith under this Section.
17. Additional terms
Unless a separately signed written agreement between Customer and Spacebring states otherwise, these Terms and the applicable Order constitute the entire agreement between Customer and Spacebring regarding the Services and supersede all prior or contemporaneous agreements and understandings on that subject.
Our Services are not intended for distribution to or use in any country where such distribution or use would violate local law or would subject us to any regulations in another country. We reserve the right to limit our Services in any country.
Our Terms are written in English (U.S.).
Any amendment to or waiver of our Terms requires our express consent.
We may amend or update these Terms. We will provide to Customer notice of amendments to our Terms, as appropriate, and update the “Last Modified” date at the top of our Terms. Your continued use of our Services confirms your acceptance of our Terms, as amended. If you do not agree to our Terms, as amended, you must stop using our Services. Please review our Terms from time to time. For changes that materially reduce Customer's rights, Spacebring will give at least fourteen (14) days' notice before they apply to Customer's existing subscription, and Customer may terminate the affected subscription before they take effect. Changes required by law, security or a provider may apply sooner.
All of our rights and obligations under our Terms are freely assignable by us to any of our affiliates or in connection with a merger, acquisition, restructuring, or sale of assets, or by operation of law or otherwise, and we may transfer your information to any of our affiliates, successor entities, or new owner.
As User or Customer, you will not transfer any of your rights or obligations under our Terms to anyone else without our prior written consent.
Nothing in our Terms will prevent us from complying with the law.
Except as contemplated herein, our Terms do not give any third-party beneficiary rights.
If we fail to enforce any of our Terms, it will not be considered a waiver.
If there is a conflict between documents, the following order applies: (1) any separately signed written agreement between the parties; (2) the applicable Order with respect to pricing, subscription term, and plan details; and (3) these Terms.
If any provision of these Terms is deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from our Terms and shall not affect the validity and enforceability of the remaining provisions.
We reserve all rights not expressly granted by us to you, Customer or User. In certain jurisdictions, User may have legal rights as a consumer, and our Terms are not intended to limit such consumer legal rights that may not be waived by contract.
We always appreciate your feedback or other suggestions about Spacebring and our Services, but you, User, understand that we may use your feedback or suggestions without any obligation to compensate you for them (just as you have no obligation to offer them).
