Terms of Service

These Terms of Service ("Terms") govern your access to and use of the GrowthRail website, products, and services (collectively, the "Service") provided by GrowthRail Inc. ("GrowthRail", "we", "us", or "our"). By accessing or using the Service, you agree to be bound by these Terms. If you do not agree to these Terms, do not use the Service.

If you are accessing or using the Service on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms.

1. Description of Service & SLAs

GrowthRail provides B2B SaaS referral-program infrastructure, including APIs, SDKs, and a hosted dashboard for tracking and managing referrals, attributions, and rewards. During the Early Access phase, the Service is provided without a formal Service Level Agreement (SLA). Upon General Availability, Enterprise customers will be subject to custom SLAs governing uptime, support response times, and remedies for service interruptions.

2. Account Registration and Security

To use the Service, you must register for an account. You agree to provide accurate, complete, and updated information. You are solely responsible for safeguarding the password and API keys that you use to access the Service. You must notify us immediately of any unauthorized use of your account.

3. User Obligations and Acceptable Use

You agree not to do any of the following while using the Service:

• Use the Service for any illegal purpose or in violation of any local, state, national, or international law.
• Interfere with or disrupt the access of any user, host, or network, including sending a virus, overloading, flooding, or spamming the Service.
• Access, tamper with, or use non-public areas of the Service or GrowthRail's computer systems.
• Attempt to probe, scan, or test the vulnerability of any GrowthRail system or breach any security measures.
• Sell, resell, rent, lease, or otherwise commercialize the Service directly unless expressly permitted by a separate partnership agreement.

4. Data Processing Addendum (DPA)

To the extent GrowthRail processes any Personal Data (as defined by the GDPR, CCPA, or applicable data protection laws) on your behalf in the provision of the Services, the terms of the GrowthRail Data Processing Addendum ("DPA"), which are hereby incorporated by reference, shall apply and the parties agree to comply with such terms.

5. Intellectual Property Rights & DMCA

Our IP: GrowthRail exclusively owns all right, title, and interest in and to the Service, including all associated intellectual property rights.

Your Data: You retain all rights and ownership to the data you submit to the Service. By submitting your data, you grant us a worldwide, non-exclusive license to use, process, and store such data solely for the purpose of providing the Service.

DMCA Policy: GrowthRail respects intellectual property rights and expects its users to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to our designated Copyright Agent at legal@growthrail.com.

6. Export Control & Anti-Bribery Compliance

Export Compliance: The Services may be subject to export laws and regulations of the United States and other jurisdictions (e.g., OFAC sanctions). You represent that you are not named on any U.S. government denied-party list. You shall not permit Users to access or use any Service in a U.S.-embargoed country or region, or in violation of any U.S. export law or regulation.

Anti-Corruption: You agree that you have not received or been offered any illegal or improper bribe, kickback, payment, gift, or thing of value from any of our employees or agents in connection with these Terms.

7. Confidentiality

"Confidential Information" means any information disclosed by either party to the other that is designated as "Confidential" or that reasonably should be understood to be confidential. Both parties agree to protect the other's Confidential Information with a reasonable standard of care and not to disclose it to unauthorized third parties.

8. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. GROWTHRAIL EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, OR NON-INFRINGEMENT. WE MAKE NO WARRANTY THAT THE SERVICE WILL BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL GROWTHRAIL BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE SERVICE.

10. Indemnification

You agree to defend, indemnify, and hold harmless GrowthRail from and against any claims, liabilities, damages, losses, and expenses, including reasonable legal fees, arising out of your access to or use of the Service, your violation of these Terms, or your violation of any third-party right.

11. Governing Law & Dispute Resolution

These Terms and any action related thereto will be governed by the laws of the State of California without regard to its conflict of laws provisions. The exclusive jurisdiction for all disputes will be the state and federal courts located in San Francisco County, California.

12. Contact Information

If you have any questions about these Terms, please contact us at:
Email: legal@growthrail.com
GrowthRail Inc.
123 Innovation Drive, Suite 400
San Francisco, CA 94105