Draft. This document is pending legal review. Items in [BRACKETS] are still to be filled in.
Terms of Service
1. About these Terms
These Terms of Service ("Terms") are an agreement between you and [COMPANY LEGAL NAME], a [STATE OF ORGANIZATION] [ENTITY TYPE] ("Herf", "we", "us"). They govern your use of the Herf website and services (the "Service"), which help cigar lounge owners manage events, RSVPs, memberships and special offers, and keep their members informed. By creating an account, or by using the Service, you agree to these Terms and to our Privacy Policy. If you do not agree, do not use the Service.
2. Who these Terms apply to
- Lounge owners and managers (an "Owner") create an account, subscribe to a plan, and use the dashboard. Sections 3 to 13 apply to you.
- Members and guests use the public pages (for example, to browse events, register for an event or answer an RSVP). Sections 9 to 14 apply to you. A lounge, not Herf, runs each event and decides who may attend.
3. Your account
- You must be at least 21 years old and able to form a binding contract. Where you sell, promote or host any tobacco-related activity, you must also meet the legal age for it where you operate.
- You must give accurate information and keep it up to date, and keep your password secret. You are responsible for activity under your account. Tell us promptly at [email protected] if you think it has been misused.
- One account is for one person. Do not share your login.
4. Subscriptions and billing
- Paid plans are billed in advance through our payment provider, Stripe. We do not store your card number.
- Plans renew automatically each billing period until you cancel. You can cancel at any time from the billing portal in your account. Monthly plans are not refunded for a partial month. Annual plans can be refunded in full if you ask within 30 days of the annual charge; after that, cancelling stops the next renewal and your plan stays active until the end of the period you paid for.
- The Toro plan includes a fair-use allowance of 15,000 member emails per calendar month. We warn you at 80% and 95%. At the allowance, new-event and special-offer announcements pause until the next month; RSVP confirmations, event changes and cancellations, and reminders for events within 48 hours are not paused. You can ask for more from the Help page.
- Plan limits (for example, members or events per month) are shown on the pricing page and enforced in the Service.
- We may change prices with at least 30 days' notice before your next renewal. Prices exclude taxes unless stated; you are responsible for any taxes that apply.
- The founding-lounge rate is a percentage discount that applies to the subscription it was redeemed on for as long as that subscription stays continuous. It is for that lounge only, cannot be transferred, and ends if the subscription is cancelled. Promotional or free codes are for the account they are issued to, may be limited in number and time, and can be withdrawn if misused.
5. Your responsibilities as a lounge owner
Herf is software. You decide whom you contact and what you offer, and you are responsible for doing so lawfully. In particular, you agree that:
- Tobacco laws. You will follow all federal, state and local laws that apply to your lounge and to marketing tobacco, including age restrictions and limits on promotions such as free or discounted tobacco. The Service may warn about some promotions, but a warning, or its absence, is not legal advice or approval.
- Age verification. You will verify that every member you add is at least the minimum legal age before you record them as age-verified or contact them. The age records in the Service are your own attestations; we do not check them and we do not store dates of birth for members.
- Consent to be contacted. You will send email and text messages only to people who have agreed to receive them from your lounge, you will keep proof of that consent, and you will honor opt-outs right away. Unsubscribe and STOP requests that reach us are applied automatically, but you remain responsible for your own lists.
- Accuracy and content. The events, offers, images and descriptions you publish are accurate, lawful and yours to use, and do not infringe anyone's rights.
- Member data. You have the right to give us the personal information you enter about members and guests, and you will use the Service in line with the privacy rules that apply to you.
6. Your members' information
For the member and guest information you enter or collect through the Service, you decide why and how it is used, and we process it on your behalf to provide the Service, as described in our Privacy Policy. If you need a written data-processing agreement, contact [email protected].
7. Messages we send on your behalf
The Service can email members about events, RSVPs, special offers and membership changes, and every such email includes an unsubscribe link and your lounge's details. Text messaging is not currently offered and, when available, sends only to members with a recorded consent and is subject to carrier rules; replying STOP ends texts. We may delay, filter or stop messages that appear to break the law, these Terms or our providers' rules.
8. Acceptable use
You will not use the Service to: break the law; market tobacco to anyone under the legal age or to anyone who has not agreed to be contacted; send spam, deceptive or harassing messages; upload malware; probe, scrape or disrupt the Service; resell it; or try to access another account or lounge's data.
9. Content and license
You keep ownership of the content you submit. You give us a limited license to host, copy, display and transmit it as needed to run the Service (for example, showing a public event page or emailing members). You can delete content from your account; copies may remain in backups for a limited time.
10. Our property
The Service, including its software, design, text and the Herf name and logo, belongs to us or our licensors. We grant you a limited, non-exclusive, non-transferable right to use it under these Terms. We may use feedback you give us without obligation.
11. Third-party services
The Service relies on providers such as Stripe (payments), SendGrid (email), Twilio (text messages, when enabled) and our hosting and file-storage providers. Their terms apply to their services, and we are not responsible for their outages or actions.
12. Availability and changes
We work to keep the Service available, but we do not promise it will be uninterrupted or error-free. We may change, add or remove features, with notice when a change materially affects paying Owners.
13. Suspension and termination
You may stop using the Service and cancel at any time. We may suspend or end your access if you breach these Terms, put others or the Service at risk, fail to pay, or if the law requires. After termination you may request a copy of your data within 30 days; after that we may delete it as described in the Privacy Policy. Sections that by their nature should survive (for example 9, 10, 14 to 17) do.
14. Disclaimers
The Service is provided "as is" and "as available". To the fullest extent the law allows, we disclaim all warranties, including merchantability, fitness for a particular purpose and non-infringement. We do not provide legal advice, and nothing in the Service guarantees that your use complies with the law.
15. Limit of liability
To the fullest extent the law allows, Herf will not be liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, data or goodwill. Our total liability for any claim relating to the Service will not exceed [LIABILITY CAP, for example the fees you paid in the 12 months before the claim]. Some places do not allow these limits, so they may not apply to you.
16. Indemnity
You will defend and reimburse us for claims, losses and costs (including reasonable legal fees) arising from your content, your messages to members, your breach of these Terms, or your violation of law or another party's rights, except to the extent we caused the claim.
17. Changes to these Terms
We may update these Terms. When we make a material change we will tell Owners by email or in the Service before it takes effect, and the version number above will change. Using the Service after the effective date means you accept the update.
18. Governing law and disputes
These Terms are governed by the laws of [GOVERNING STATE], without regard to conflict-of-law rules. Any dispute that cannot be resolved informally will be brought in the state or federal courts located in [GOVERNING STATE], and you and we consent to those courts. Before filing a claim, please contact us at [email protected] and give us a chance to resolve it.
19. General
These Terms and the Privacy Policy are the whole agreement between you and us about the Service. If a part is unenforceable, the rest stays in effect. Our not enforcing a term is not a waiver. You may not assign these Terms without our consent; we may assign them in a merger or sale.
20. Contact
[COMPANY LEGAL NAME]
[MAILING ADDRESS]
[email protected]