1. Agreement to these terms
These Terms of Service ("Terms") are an agreement between Two Shores Online ("we", "us", "our") and the business or organisation that uses SeaRM ("you", "Customer"). By starting a trial, subscribing, or using the Services, you agree to these Terms. If you accept them for an organisation, you confirm you have authority to bind it.
The Services are intended for business use. Our Privacy Policy explains how we handle personal information and forms part of these Terms.
2. Definitions
- Services: SeaRM, including the web and installable app, the website, the sandbox and demo, the API, integrations, and our support.
- Workspace: your organisation's instance of SeaRM.
- Users: people you allow to access your Workspace. Each User needs their own sign-in.
- Customer Data: data you or your Users put into the Services, including information about your clients and contacts.
- Plan: the subscription tier you choose (currently Starter, Growth or Enterprise) and its features, as described on our pricing page.
3. Accounts and users
- You must give accurate information when you create a Workspace and keep it up to date.
- You are responsible for your Users, their compliance with these Terms, and everything done under their sign-ins.
- Keep sign-in links, passwords and devices secure, and tell us promptly at janmichael@twoshoresonline.com if you suspect unauthorised access.
- Users must be at least 18 years old.
4. Free trial
- New Workspaces get a free trial of 60 days with access to every feature, unless we agree otherwise in writing.
- No payment details are needed to start a trial, and you will not be charged unless you choose a Plan.
- If you choose a Plan during or at the end of the trial, your Workspace and Customer Data carry over.
- If the trial ends without a Plan, access stops and we delete the Workspace and its Customer Data 30 days later. You can export your data before then.
- We may limit or end trials that are being misused, for example several trials created for the same business.
5. Plans, fees and billing
- Fees are charged per User, per month, in Australian dollars, at the prices shown on our pricing page when you subscribe or as agreed in an order form.
- Subscriptions are billed monthly in advance unless agreed otherwise. Adding Users mid-month is charged pro rata from the day they are added.
- Prices exclude GST and other taxes unless stated. Where GST applies, it is added and shown on a tax invoice. Customers outside Australia are responsible for taxes in their own country.
- If a payment fails, we will let you know and may suspend the Workspace if it is still unpaid 14 days later.
- We may change prices with at least 30 days' notice. Changes apply from your next billing period after the notice ends.
6. Cancellation and refunds
- You can cancel at any time in the app or by emailing janmichael@twoshoresonline.com. Cancellation takes effect at the end of the current billing month.
- Fees already paid are not refundable for partly used months or unused Users, except where these Terms or the law, including the Australian Consumer Law, say otherwise.
- Downgrades take effect from the next billing month, and features not in the new Plan stop working then.
7. Your data
- You own your Customer Data. We claim no ownership of it.
- You give us a limited licence to host, copy, process and display Customer Data only as needed to provide, secure and support the Services and as described in our Privacy Policy.
- You are responsible for Customer Data: that you have the right to collect and use it, that you have given any notices and obtained any consents the law requires, and that it is accurate.
- We act as your processor for Customer Data. On request, we will sign a data processing agreement that includes the terms required by the GDPR and UK GDPR.
- We may use aggregated, de-identified information about how the Services are used to run and improve them, provided it does not identify you or any individual.
8. Acceptable use
You must not, and must not let anyone else:
- Send unsolicited commercial messages, or messages without consent or an unsubscribe option where the law requires one.
- Use the Services for anything illegal, fraudulent, deceptive, harassing or defamatory, or to infringe anyone's rights.
- Upload malware, or try to break, probe, overload or get around the security or limits of the Services.
- Access another customer's data, or share sign-ins between people.
- Copy, resell, reverse engineer or build a competing product from the Services, except where the law allows despite this restriction.
- Use the Services to record calls or meetings, or to track people, in breach of the law.
9. Email, calls and tracking
- Emails you send through SeaRM come from your own mailbox. You are responsible for their content and for complying with laws such as the Spam Act 2003 (Cth), CAN-SPAM, the GDPR and the UK's PECR.
- Read receipts and link tracking may be regulated where your recipients are. You decide whether to use them and must give any notice or obtain any consent required.
- Calls are placed through your device, phone system or calling app, under that provider's terms and charges. If you record calls with another tool, you must follow the call recording and surveillance laws that apply to every participant.
- SeaRM video meetings are not recorded by us. Do not use them for emergency calls.
10. Electronic signatures
- SeaRM captures the signer's consent to sign electronically, who signed, when, from where, and a fingerprint of the signed document, to support signatures under laws such as the Electronic Transactions Act 1999 (Cth), the US ESIGN Act and UETA, the UK Electronic Communications Act 2000 and the Philippine E-Commerce Act.
- You are responsible for deciding whether an electronic signature is suitable for a document. Some documents, such as certain deeds, wills, powers of attorney and documents that must be witnessed, may need other formalities.
- If you turn on automatic countersigning, you authorise SeaRM to apply your saved signature to the agreements you mark for it at the moment the client signs, and you are bound by those signatures.
- Signed agreements are locked and cannot be edited or deleted, including by us. Changes are made through an amendment.
11. Third-party services
The Services connect to third-party services you choose to use, such as email providers, Stripe, PayPal, Xero, Aircall, AI providers and form tools. Your use of them is governed by their terms, and we are not responsible for them. If a third party changes or withdraws its service, we may need to change or remove the related feature. Payments made through payment links go directly to you through your payment provider.
12. Our intellectual property
We and our licensors own the Services, including the software, design, logos and the names SeaRM, Ripples, Waves and Lighthouse. During your subscription we grant you a non-exclusive, non-transferable right for your Users to use the Services for your internal business purposes under these Terms. If you send us feedback or ideas, we may use them without obligation to you.
13. Confidentiality
Each party will keep the other's confidential information confidential, use it only for these Terms, and protect it with at least reasonable care. This does not apply to information that is public through no fault of the receiving party, already known to it, independently developed, or that must be disclosed by law (with notice where permitted).
14. Availability, support and changes
- We work to keep the Services available and fast, but we do not promise they will be uninterrupted or error-free. We try to schedule maintenance outside business hours.
- Support is by email on every Plan, with additional channels and a dedicated contact on higher Plans as described on our pricing page.
- We may improve and change the Services over time. We will not make changes that materially reduce the core features of your Plan during a paid billing period.
- Companion apps shown as "Coming soon" are plans, not commitments, and may change or not be released.
15. Sandbox, demo and beta features
The sandbox and downloadable demo run on sample data in your browser and are provided as is, for evaluation. Do not enter real personal or confidential information into them. Features we label as beta or preview may change or be withdrawn and are provided without any warranty, to the extent the law allows.
16. Australian Consumer Law and warranties
Nothing in these Terms excludes, restricts or modifies any right or remedy, or any guarantee, warranty or other term or condition, implied or imposed by the Australian Consumer Law or any other law that cannot lawfully be excluded or limited ("Non-Excludable Rights").
Where our liability for failing to comply with a consumer guarantee can lawfully be limited, it is limited, at our option, to supplying the services again or paying the cost of having them supplied again. Except for Non-Excludable Rights, the Services are provided without any other warranties, express or implied.
17. Limitation of liability
- To the extent the law allows, neither party is liable for any indirect or consequential loss, or for loss of profit, revenue, business, goodwill or data, however it arises.
- To the extent the law allows, each party's total liability under or in connection with these Terms is limited to the fees you paid us in the 12 months before the event giving rise to the claim.
- These limits do not apply to your payment obligations, your indemnity in section 18, breaches of confidentiality, or liability for fraud, wilful misconduct, death or personal injury caused by negligence.
- Each party must take reasonable steps to mitigate its loss.
18. Indemnity
You indemnify us against claims, losses and costs (including reasonable legal costs) arising from Customer Data, your use of the Services in breach of these Terms or the law, or messages, calls and documents sent through your Workspace, except to the extent caused by our breach or negligence.
19. Suspension and termination
- We may suspend access immediately if needed to stop a security risk, serious misuse or unlawful activity, or if fees are overdue as described in section 5. We will tell you why and restore access once the issue is fixed.
- Either party may end these Terms if the other materially breaches them and does not fix the breach within 30 days of written notice, or becomes insolvent.
- Sections that by their nature should continue after termination, including 7, 12, 13, 16, 17, 18, 20, 22 and 23, continue to apply.
20. Data export and deletion
You can export Customer Data at any time while your Workspace is active. After cancellation or termination, we keep Customer Data for 30 days so you can export it, then delete it from active systems. Backups are overwritten in the ordinary course. We may keep information where the law requires us to.
21. Changes to these terms
We may update these Terms. We will give at least 30 days' notice of changes that materially affect you, by email or in the app. If you do not agree with a change, you can cancel before it takes effect and, where the change applies during a period you have already paid for, ask for a pro rata refund of that period.
22. Governing law and disputes
These Terms are governed by the laws of New South Wales, Australia. Each party submits to the non-exclusive jurisdiction of the courts there and the courts that can hear appeals from them. Before starting proceedings (except for urgent relief), each party will try in good faith to resolve a dispute by talking for at least 30 days after written notice of it.
23. General
- These Terms, any order form and the Privacy Policy are the entire agreement between us about the Services. If they conflict, the order form prevails, then these Terms.
- You may not assign these Terms without our consent. We may assign them to a successor of our business with notice to you.
- Neither party is liable for delays caused by events beyond its reasonable control.
- If part of these Terms is unenforceable, the rest continues to apply. A failure to enforce a right is not a waiver of it.
- Notices to us go to janmichael@twoshoresonline.com. Notices to you go to the email of your Workspace owner.
24. Contact us
Two Shores Online
Email: janmichael@twoshoresonline.com
Website: http://twoshoresonline.com/