Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and Cutoverstream LLC, a North Carolina limited liability company ("CutoverStream," "we," "us," or "our"), governing your access to and use of the CutoverStream platform and related services (collectively, the "Service").

By creating an account, subscribing to a plan, or otherwise accessing the Service, you represent that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you are accepting on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms.

2. Description of Service

CutoverStream is a cloud-based cutover management platform designed for IT project managers, Cutover Leads, and enterprise technology teams managing system cutovers, go-live events, and ERP transformations. The Service provides tools for:

• Cutover plan creation, task management, and real-time status tracking
• Team collaboration, issue management, and command center operations
• Analytics, reporting, and AI-assisted narrative generation
• Multi-tenant organization management for consulting and SI Partner firms

We reserve the right to modify, suspend, or discontinue any aspect of the Service at any time with reasonable notice.

3. Account Registration & Security

To access the Service, you must create an account. You agree to provide accurate, current, and complete information and to keep your account information updated.

The first user to register under an organization becomes the Organization Administrator and is responsible for managing users, billing, and organizational settings. All other users must be invited by an Organization Administrator.

You are responsible for maintaining the confidentiality of your login credentials and for all activities that occur under your account. You agree to notify us immediately at security@cutoverstream.com of any unauthorized use of your account.

4. Subscription Plans & Billing

CutoverStream offers multiple subscription tiers (Starter, Professional, Team, Enterprise, Enterprise Plus, and SI Partner). Pricing is available at cutoverstream.com/pricing.

• Free Trial: New accounts may receive a 14-day free trial. No credit card is required during the trial period. At the end of the trial, access is downgraded unless a subscription is activated.
• Billing: Subscriptions are billed in advance on a monthly or annual basis via Stripe. All fees are non-refundable except as required by law or as expressly stated in these Terms.
• Annual Plans: Annual subscriptions receive a discount equivalent to two months free. Annual plans are non-cancellable mid-term except in cases of material breach by CutoverStream.
• Changes: We may change subscription prices with 30 days' notice. Price changes take effect at the next renewal period.
• Taxes: You are responsible for all applicable taxes. CutoverStream uses Stripe Tax to calculate and collect sales tax where required.

5. Acceptable Use

You agree to use the Service only for lawful purposes and in accordance with these Terms. You agree not to:

• Use the Service in any way that violates applicable laws or regulations
• Attempt to gain unauthorized access to any part of the Service or its related systems
• Reverse engineer, decompile, or disassemble any portion of the Service
• Use automated tools to scrape, crawl, or extract data from the Service without written consent
• Upload or transmit malicious code, viruses, or any software intended to damage or interfere with the Service
• Resell, sublicense, or otherwise commercialize access to the Service without an SI Partner agreement
• Use the Service to store or process data that violates any third party's intellectual property or privacy rights

Violation of this section may result in immediate suspension or termination of your account without refund.

6. Data Ownership & Privacy

Your data is yours. You retain full ownership of all data, content, and materials you upload or create within the Service ("Customer Data"). CutoverStream does not claim any intellectual property rights over your Customer Data.

By using the Service, you grant CutoverStream a limited, non-exclusive license to store, process, and transmit your Customer Data solely for the purpose of providing the Service to you.

We process Customer Data in accordance with our Privacy Policy. Enterprise customers may request a Data Processing Agreement (DPA) pursuant to GDPR Article 28 by contacting legal@cutoverstream.com.

Upon termination of your account, we will retain your Customer Data for 30 days, during which you may export it. After 30 days, Customer Data will be permanently deleted from our systems.

7. Intellectual Property

The Service, including all software, algorithms, interfaces, documentation, and the CutoverStream name, logo, and brand marks, are owned by Cutoverstream LLC and protected by United States and international intellectual property laws.

Nothing in these Terms transfers any intellectual property rights to you. Your subscription grants you a limited, non-exclusive, non-transferable license to access and use the Service during the subscription term.

8. Service Level & Availability

CutoverStream targets 99.5% monthly uptime for the Service. Scheduled maintenance windows will be communicated with at least 24 hours' notice. Our infrastructure runs on Cloudflare's global edge network, which maintains a 100% uptime SLA for its underlying platform.

Enterprise and Enterprise Plus customers are covered by a separate Service Level Agreement available at cutoverstream.com/sla.

The Service is provided "as is" for Starter and Professional tier customers without uptime guarantees.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CUTOVERSTREAM SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR BUSINESS OPPORTUNITIES, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICE.

IN NO EVENT SHALL CUTOVERSTREAM'S TOTAL LIABILITY TO YOU EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID FOR THE SERVICE IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).

THESE LIMITATIONS APPLY REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF CUTOVERSTREAM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10. Termination

You may cancel your subscription at any time through the billing settings in your account. Cancellation takes effect at the end of the current billing period.

CutoverStream may suspend or terminate your access to the Service immediately and without notice if you breach these Terms, fail to pay fees when due, or if we reasonably believe your use poses a security risk.

Upon termination, your right to use the Service ceases immediately. Sections 6, 7, 9, and 11 survive termination.

11. Governing Law

These Terms are governed by the laws of the State of North Carolina, United States, without regard to its conflict of law principles. Any disputes arising under these Terms shall be resolved exclusively in the state or federal courts located in Orange County, North Carolina.

If you are located outside the United States, you agree to the jurisdiction of North Carolina courts for any disputes.

12. Changes to Terms

We may update these Terms from time to time. We will notify you of material changes by email or by posting a notice within the Service at least 14 days before the changes take effect. Your continued use of the Service after the effective date constitutes acceptance of the updated Terms.

13. Contact

For questions about these Terms, please contact:

• Email: legal@cutoverstream.com
• Address: Cutoverstream LLC, Chapel Hill, NC, United States