CURFEW CUSTOMER TERMS#
0. How this agreement works#
These Curfew Customer Terms (the "Terms") are a binding agreement between Curfew Labs Inc. ("Curfew," "we," "us") and the business entity that creates an Account ("Customer," "you").
You accept these Terms by clicking to accept them, by creating an Account, or by accessing or using the Services. If you are accepting on behalf of an entity, you represent that you have authority to bind that entity.
Do not use the Services if you do not agree to these Terms.
0.1 Documents that form the agreement#
These Terms incorporate the following by reference. Together they are the "Agreement":
| Document | What it covers |
|---|---|
| Products & Services Catalog (Schedule A) | The Apps, seats, limits, features, and pricing |
| AI & Agent Terms (Schedule C) | AI features, Agents, inputs and outputs |
| Product-Specific Terms (Schedule D) | Terms for certain Apps, which name the App they apply to |
| Data Processing Addendum | Processing of personal data |
| Acceptable Use Policy (Schedule B) | Prohibited uses |
| Privacy Policy | How we handle personal information |
| Security & Subprocessors | Security measures and our subprocessor list |
The Data Processing Addendum is published at /dpa and the Security & Subprocessors statement at /security.
Schedule E is not in this list, deliberately. The Curfew User Terms are published as Schedule E of this document so that everything is readable in one place, but they are a separate agreement between Curfew and each individual User. They form no part of the Agreement between Curfew and the Customer, and the Customer neither accepts them nor is bound by them.
0.2 Order of precedence#
If these documents conflict, the following order controls, from highest to lowest:
- Product-Specific Terms
- AI & Agent Terms
- Data Processing Addendum
- These Terms
- Products & Services Catalog
- Acceptable Use Policy
- All other incorporated documents
A conflict is resolved only as to the specific conflicting provision. Everything else in each document remains in effect.
0.3 Versioning#
Each version of these Terms carries a version identifier (above). We maintain an archive of prior versions at www.curfewsuite.com/terms. The version you accepted, and the date and time of acceptance, are recorded in your Account.
1. Definitions#
"Account" means the tenant environment we provision for you.
"Administrator" means a User you designate with elevated permissions, including the ability to add, modify, suspend, or remove Users and to access, modify, export, or delete Customer Data.
"Agent" means an AI feature that a User can direct to take actions within or outside the Services on your behalf. Agents are governed by the AI & Agent Terms.
"App" means an individually provisioned module within the Services, as described in the Catalog.
"Catalog" means the Products & Services Catalog set out in Schedule A to these Terms, as updated from time to time in accordance with Section 5.2. The Catalog is a schedule to these Terms for convenience only; it is maintained separately and changes to it are not modifications of these Terms.
"Customer Data" means data, content, and materials that you or your Users submit to, or generate through, the Services, including inputs to and outputs from AI features.
"Promotional Credits" means a promotional balance we grant to your Account at no charge, as described in Section 4.
"Services" means the Curfew Suite platform, the Apps you have provisioned, and related documentation and support.
"Third-Party Service" means any product, service, or system not provided by Curfew that you connect to the Services.
"User" means an individual authorized by you to access the Services under your Account.
2. Eligibility and business use#
2.1 Business use only#
The Services are offered solely for business and commercial purposes. You represent and warrant that:
(a) you are a business entity, sole proprietorship, or other commercial undertaking that is organized under the laws of a United States jurisdiction and principally based in the United States, and you are creating the Account in that capacity. If your business is not a separate legal entity, you are a United States resident and operate the business principally from the United States;
(b) you are acquiring the Services for business or commercial use, and not primarily for personal, family, or household purposes;
(c) you are at least 18 years old and have authority to enter this Agreement; and
(d) you are not barred from receiving the Services under applicable law, including sanctions and export control laws.
We may require verification of business status at any time and may suspend or terminate an Account that does not meet these requirements.
You provide the name of your business when you create an Account. That name, together with your acceptance of these Terms, is your representation under this Section 2.1.
2.1.1 Unincorporated businesses and sole proprietors#
If the business creating the Account is not a separate legal entity — for example a sole proprietorship, a general partnership, or an individual trading under a business name — this Agreement is between Curfew and you personally, in your capacity as the owner or operator of that business. You are personally responsible for all obligations under this Agreement, including payment of fees.
You acknowledge that you are not acquiring the Services as a consumer, and that the Services are being acquired for the purposes of that business and not primarily for personal, family, or household purposes.
2.1.2 Substitution of a successor entity#
If you later incorporate or otherwise form a legal entity to carry on the same business, you may ask us to substitute that entity as the Customer under this Agreement. On our written confirmation, the entity assumes this Agreement from the date of substitution and you are released from obligations arising after that date. Obligations arising before the substitution remain yours.
2.2 Geographic scope#
The Services are offered only to customers organized and based in the United States, as described in Section 2.1(a). We do not offer the Services in the European Economic Area, the United Kingdom, Switzerland, Canada, or elsewhere outside the United States.
We rely on your representations in Section 2.1 and do not verify them. We have no obligation to confirm your place of organization, your principal place of business, or the location of any individual whose data you submit, and we do not undertake to do so. We may request evidence of eligibility at any time, and we may decline to provide the Services in any jurisdiction, and may suspend or terminate an Account that does not meet the requirements of Section 2.1(a).
Users may access the Services from outside the United States, provided the Customer meets those requirements and Section 6.4 is observed.
3. Accounts, Administrators, and Users#
3.1 Your responsibility for Users#
You are responsible for all activity under your Account, including:
(a) all acts and omissions of your Users and Administrators; (b) Apps your Users provision and orders they place; (c) Third-Party Services your Users connect; (d) actions initiated through Agents or automations; and (e) all Customer Data submitted to the Services.
3.2 Administrator powers#
You acknowledge that Administrators can access, modify, export, disclose, restrict, and permanently delete Customer Data, including data submitted by other Users. Administrators can also add or remove Users, provision Apps resulting in charges, and change Account settings.
We act on Administrator instructions without independent verification. We are not responsible for how you allocate Administrator rights or for what Administrators do.
If a dispute arises between you and a User, or among your personnel, about Account control or Customer Data, we may suspend the Account until the dispute is resolved and we will follow the instructions of the entity that is the Customer of record.
3.3 Credentials and sign-in#
Access to the Services is authenticated through the email address associated with a User.
Because sign-in is by single-use email link, the security of a User's email account is the security of that User's access to the Services. You are responsible for safeguarding the email accounts used to access the Services, including enforcing appropriate authentication on your email provider, and for promptly removing Users who should no longer have access.
You will notify us promptly of suspected unauthorized access.
4. Promotional Credits#
4.1 What Promotional Credits are#
We may grant Promotional Credits to your Account. Promotional Credits are provided free of charge, as a promotion. You give no money or other thing of value in exchange for them.
Promotional Credits:
- are not a gift card, gift certificate, stored value, or any form of prepaid instrument;
- have no cash value and are not redeemable for cash;
- are not refundable, transferable, or assignable;
- may be applied only toward fees for the Services; and
- may be modified, suspended, or discontinued as to future grants at any time.
4.2 Expiration#
PROMOTIONAL CREDITS EXPIRE AS SET FORTH IN THE PROMOTION UNDER WHICH THEY ARE GRANTED. Any unused balance is forfeited on expiration.
The expiration terms are disclosed to you at the time of the grant and the expiration date is displayed in your Account. Different promotions may carry different grant amounts, eligible uses, and expiration terms. A change to a promotion does not affect Promotional Credits already granted to your Account.
4.3 When Promotional Credits run out#
Promotional Credits are applied to your charges before your payment method is. When your balance reaches zero or your Credits expire, charges for the access you have granted are billed to your payment method in the ordinary way under Section 5.
You stop paying by removing access. Removing a person's access to a paid App, or removing the App, takes effect immediately and credits the unused days against your next invoice. Your Customer Data is retained in accordance with Section 12.
4.4 Payment method on file#
We may require you to provide a valid payment method during signup for verification purposes. We will not charge that payment method unless and until you affirmatively purchase a subscription.
5. Subscriptions, fees, and cancellation#
5.1 Affirmative purchase#
You begin a paid subscription by granting a User access to a paid App. Before that grant takes effect we show you the amount due at that moment and the change to your next invoice, and nothing is charged unless you confirm it.
Nothing in these Terms converts a Promotional Credit balance into a paid subscription automatically; the grant is the act, whether or not Credits happen to cover it at the time.
5.2 Fees#
Fees are set out in the Catalog. Fees are stated per User per month per App unless the Catalog says otherwise. We may change Catalog pricing, but a change does not affect your current subscription term; changes take effect at your next renewal, and we will give you at least thirty (30) days' notice before a renewal at increased pricing.
Your fees may increase during a term only if you add Users, provision additional Apps, upgrade a plan, or exceed a Limit stated in the Catalog and incur overages.
Changes to the Catalog. We may update Schedule A at any time to add, modify, or discontinue Apps, features, Limits, and pricing. An update to Schedule A is not a modification of these Terms and does not trigger Section 17. No update to Schedule A will:
(a) increase the fees for a subscription you have already purchased during its then-current term; (b) reduce a Limit applicable to your subscription during its then-current term; or (c) remove an App you have provisioned during its then-current term, except where continuing to offer it is impractical for legal, security, or third-party licensing reasons, in which case we will give notice and a pro-rata refund of prepaid, unused fees for that App.
Each version of Schedule A carries its own version identifier. Prior versions are archived at www.curfewsuite.com/terms.
5.3 Automatic renewal and cancellation#
Paid subscriptions renew automatically for successive periods equal to the then-current term unless cancelled.
You may cancel at any time from within your Account, without contacting support, without a retention call, and without any step not required to subscribe. Cancellation takes effect at the end of the then-current period.
Before each renewal we will send a reminder to the Account's billing contact stating the renewal date and the amount to be charged.
Fees already paid are non-refundable except where required by law.
5.4 Payment#
You authorize us to charge your payment method for all fees, and to retry a failed charge.
Undisputed amounts not paid when due may accrue interest at 1.5% per month (18% per year) or the maximum permitted by law, whichever is lower.
We may suspend the Services immediately upon a failed or overdue payment, without prior notice. We will notify you promptly after a suspension and will restore access on payment.
Suspension for non-payment does not shorten your right to export Customer Data under Section 12.3. If your Account is terminated for non-payment, the sixty-day export window runs from termination.
5.5 Taxes#
Fees are exclusive of taxes. You are responsible for all sales, use, VAT, GST, and similar taxes, excluding taxes on our net income. If we are required to collect a tax, we will add it to your invoice.
5.6 Fair use#
Capacity included with a subscription — including Alfred AI, Agent actions, storage, API requests, and outbound messaging — is provided for ordinary business use of the Apps by the Users holding seats.
Where your use materially exceeds ordinary business use, or exceeds a Limit in Schedule A, we may:
(a) apply or reduce rate limits, action limits, or capacity for your Account; (b) charge an overage at the rate stated in Schedule A, where one is stated; (c) require that you provision additional seats or upgrade to a plan that accommodates the use; or (d) suspend the affected feature.
We will give notice and a reasonable opportunity to bring usage within ordinary use before acting, except where immediate action is necessary for security, stability, cost control, legal compliance, or abuse prevention.
The following are not ordinary business use: automated or scripted generation at scale; sharing a seat among multiple individuals; reselling or redistributing included capacity; using an App to process data unrelated to your use of that App; and using inputs or outputs to train, benchmark, or evaluate a machine learning model.
Nothing in this Section permits us to increase the fees for a subscription you have already purchased during its then-current term, other than an overage at a rate stated in Schedule A. No refund is owed for a limitation applied under this Section.
6. Customer Data#
6.1 Ownership#
As between the parties, you own all Customer Data. We claim no ownership in it.
6.2 License to us#
You grant us a non-exclusive, worldwide, royalty-free license to host, copy, transmit, display, and process Customer Data solely to provide, secure, and support the Services, and as otherwise permitted by the Data Processing Addendum.
6.3 Your responsibilities#
You represent that you have all rights and permissions necessary for us to process Customer Data as contemplated by this Agreement, and for any action initiated by or through the Services on your behalf, including actions Agents take in Third-Party Services.
You are responsible for the accuracy, quality, and legality of Customer Data and for the means by which you acquired it.
6.4 Restricted data#
Unless expressly permitted in Product-Specific Terms, you will not submit to the Services: protected health information subject to HIPAA, cardholder data subject to PCI DSS, biometric identifiers, government-issued identification numbers except where an App is designed to collect them, or data of children under 13.
You will also not submit personal data of individuals located in the European Economic Area, the United Kingdom, or Switzerland. The Services are not designed or operated to meet the requirements of the General Data Protection Regulation, the UK GDPR, or Swiss data protection law, and the Data Processing Addendum does not provide terms required by those laws. If you submit such data notwithstanding this Section, you do so at your own risk and you are responsible for any resulting obligation, and you will indemnify us under Section 14.1.
6.5 Our use of aggregated data#
We may generate and use de-identified, aggregated data derived from operation of the Services to operate, secure, analyze, and improve the Services. De-identified, aggregated data will not identify you, your Users, or any individual, and we will not use Customer Data to train generative AI models except as expressly permitted in the AI & Agent Terms.
7. AI features and Agents#
AI features, including Agents and the Composer, are governed by the AI & Agent Terms, which are incorporated by reference. In summary, and subject to those terms:
(a) inputs to and outputs from AI features are Customer Data; (b) AI output may be inaccurate, incomplete, or not unique to you, and you are responsible for reviewing output before relying on it; (c) you are responsible for supervising Agents and for the consequences of actions Agents take on your behalf, including in Third-Party Services; (d) you will not present AI output as human-generated where doing so would be deceptive or unlawful, and you will disclose AI interaction where required by law; and (e) we do not use inputs or outputs to train our own models, and we contract with our model providers on terms intended to prevent them from doing so. See Schedule C, Section C.4.
8. Third-Party Services and integrations#
Third-Party Services are not part of the Services. If you connect one:
(a) you authorize us to access, transmit, and process Customer Data and credentials as necessary for the integration; (b) your use of the Third-Party Service is governed by your agreement with that provider, not this Agreement; (c) we are not responsible for a Third-Party Service, for its availability or security, for data it receives, or for actions it takes; and (d) we may suspend an integration at any time, including if the provider changes or discontinues its interfaces.
9. Acceptable use and suspension#
You will comply with the Acceptable Use Policy. We may suspend the Services or any Account, App, or User immediately if we reasonably determine that suspension is necessary to prevent harm to the Services, to us, to other customers, or to third parties, or to comply with law. We will give notice as soon as reasonably practicable.
10. Confidentiality#
Each party will protect the other's non-public information disclosed in connection with this Agreement using at least reasonable care, and will use it only to perform under this Agreement. This does not apply to information that is public through no fault of the recipient, independently developed, or rightfully received from a third party. A party may disclose Confidential Information if legally compelled, after giving reasonable notice where permitted.
11. Free Services, trials, and beta features#
We may offer Apps, features, or capacity at no charge, on a trial basis, or as alpha, beta, preview, or early access ("Free Services").
FREE SERVICES ARE PROVIDED "AS IS," WITHOUT WARRANTY, SUPPORT, OR SERVICE LEVEL COMMITMENT, AND MAY BE MODIFIED, SUSPENDED, OR DISCONTINUED AT ANY TIME WITHOUT NOTICE OR LIABILITY. Our total liability arising from Free Services will not exceed USD $100.
12. Term, termination, and data#
12.1 Term#
This Agreement begins when you accept it and continues until all Accounts and subscriptions are terminated.
12.2 Termination#
Either party may terminate this Agreement for the other party's material breach that is not cured within fifteen (15) days after written notice describing the breach.
No cure period applies, and we may terminate immediately, where:
(a) we are entitled to suspend under Section 5.4 (non-payment) or Section 9 (acceptable use and harm), and the condition is not resolved; (b) you breach Section 2.1 (business use), Section 6.4 (restricted data), or the Acceptable Use Policy in a manner we reasonably determine cannot be cured; (c) continuing to provide the Services would violate law or expose us or another customer to material risk; or (d) you become insolvent, cease operations, or make a general assignment for the benefit of creditors.
You may terminate at any time by cancelling all subscriptions and closing your Account. We may terminate a free or Promotional Credit Account at any time on notice.
12.3 Effect of termination#
On termination, your right to access the Services ends and all outstanding fees become due.
We will retain Customer Data in an exportable form for sixty (60) days following termination, during which you may export it through the Services. After that period we may delete Customer Data, and we will delete it in accordance with the Data Processing Addendum. We are not obligated to retain Customer Data thereafter, except as provided in Schedule D for executed Signature Envelopes.
12.4 Survival#
Sections 5.4, 6.1, 10, 12.3, 12.4, 13, 14, 15, 16, and 17 survive termination, as do Schedule D Sections D.1.8 and D.1.10.
13. Warranties and disclaimers#
13.1 Limited warranty#
We warrant that the Services will perform materially in accordance with the Catalog. Your exclusive remedy for breach of this warranty is, at our option, correction of the non-conformity or termination with a refund of prepaid, unused fees for the affected App.
13.2 Disclaimer#
EXCEPT AS EXPRESSLY STATED IN SECTION 13.1, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, CURFEW DISCLAIMS ALL OTHER WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT AI OUTPUT WILL BE ACCURATE, COMPLETE, OR SUITABLE FOR ANY PURPOSE.
NO SERVICE LEVEL COMMITMENT APPLIES UNLESS EXPRESSLY AGREED IN A SEPARATE WRITTEN ORDER FORM.
14. Indemnification#
14.1 By you#
You will defend, indemnify, and hold harmless Curfew and its officers, directors, employees, and agents from any third-party claim, and all resulting damages, liabilities, penalties, and reasonable attorneys' fees, arising out of or relating to: (a) Customer Data; (b) your or your Users' use of the Services; (c) actions initiated through your Account, including by Agents; (d) your Third-Party Services; (e) your breach of Section 2.1, Section 6.3, or the Acceptable Use Policy; or (f) your violation of law.
14.2 By us#
We do not provide an indemnity under these Terms. An indemnity from Curfew, including for third-party intellectual property claims, is available only where expressly agreed in a signed order form.
15. Limitation of liability#
15.1 Exclusion of indirect damages#
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST BUSINESS, LOST GOODWILL, OR LOSS, CORRUPTION, OR RECREATION OF DATA, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
15.2 Cap#
CURFEW'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT WILL NOT EXCEED THE GREATER OF (A) THE FEES YOU ACTUALLY PAID TO CURFEW FOR THE SERVICES IN THE TWELVE MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) USD $100.
15.3 Exclusions from the cap#
Sections 15.1 and 15.2 do not apply to your payment obligations, your obligations under Section 14.1, or to liability that cannot be limited under applicable law.
15.4 Basis of the bargain#
THE PARTIES AGREE THAT THE FEES REFLECT THIS ALLOCATION OF RISK AND THAT THESE LIMITATIONS ARE AN ESSENTIAL BASIS OF THE BARGAIN. THESE LIMITATIONS APPLY EVEN IF A LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
16. Governing law, forum, and waivers#
PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS HOW DISPUTES BETWEEN YOU AND CURFEW ARE RESOLVED, AND IT LIMITS THE WAYS YOU CAN BRING A CLAIM.
16.1 Notice of Dispute and good faith negotiation#
Before filing any action, the party raising a dispute must first send a written Notice of Dispute and attempt in good faith to resolve it. This requirement applies equally to you and to us.
(a) Notice. The Notice of Dispute must be in writing and must state: the name and Account of the party raising the dispute; a description of the nature and basis of the claim; the specific relief sought; and, where the claim is for money, the amount claimed.
(b) How to send it. You send a Notice of Dispute to Curfew Labs Inc., 8 The Green, Suite B, Dover, DE 19901 and support@curfewsuite.com. We send a Notice of Dispute to the billing contact for your Account.
(c) Good faith period. The parties will negotiate in good faith to resolve the dispute for sixty (60) days after the Notice of Dispute is received. Either party may request a settlement conference, by telephone or video, during that period, and the other party will participate.
(d) No filing before the period ends. Neither party may file an action until the sixty-day period has expired, or until the other party has stated in writing that it will not resolve the dispute, whichever is earlier. A court may dismiss an action filed before then, and the filing party will bear the other party's costs of obtaining dismissal.
(e) Tolling. The limitation period in Section 16.6 is suspended from the date a Notice of Dispute is received until the end of the sixty-day period.
(f) Exception. This Section does not apply to a request for injunctive or equitable relief under Section 16.8.
(g) Disputes about this Section. Any dispute about whether this Section has been complied with is decided by a court identified in Section 16.3.
16.2 Governing law#
This Agreement and any dispute arising out of or relating to it are governed by the laws of the State of Delaware, without regard to its conflict of laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
16.3 Exclusive forum#
The parties irrevocably agree that any action arising out of or relating to this Agreement or the Services will be brought exclusively in the state courts of the State of Delaware located in New Castle County, or, where subject matter jurisdiction exists, the United States District Court for the District of Delaware.
Each party consents to personal jurisdiction in those courts and waives any objection based on venue, forum non conveniens, or inconvenient forum. This is an exclusive choice of court agreement.
Qualifying smaller claims may be brought in the Delaware Justice of the Peace Court in New Castle County, which hears civil claims within its statutory limit through an informal and inexpensive procedure. That court is one of the Delaware state courts identified above; this Section does not permit an action in a small claims or comparable court of any other state.
16.4 Waiver of jury trial#
EACH PARTY KNOWINGLY, VOLUNTARILY, AND INTENTIONALLY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICES.
16.5 Waiver of class and representative actions#
YOU AND CURFEW EACH AGREE TO BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY.
YOU AND CURFEW EACH KNOWINGLY AND VOLUNTARILY WAIVE ANY RIGHT TO:
(a) BRING, JOIN, OR PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, MASS ACTION, OR REPRESENTATIVE ACTION AGAINST THE OTHER;
(b) SERVE AS A CLASS REPRESENTATIVE OR CLASS MEMBER, OR OTHERWISE PARTICIPATE IN ANY CLASS, IN ANY ACTION AGAINST THE OTHER; AND
(c) CONSOLIDATE OR JOIN THE CLAIMS OF ANY OTHER PERSON OR ENTITY WITH YOUR CLAIMS, OR HAVE YOUR CLAIMS CONSOLIDATED OR JOINED WITH THOSE OF ANY OTHER PERSON OR ENTITY, WITHOUT THE WRITTEN CONSENT OF BOTH PARTIES.
YOU UNDERSTAND THAT BY AGREEING TO THIS SECTION 16.5 YOU ARE GIVING UP THE RIGHT TO PARTICIPATE IN A CLASS ACTION AGAINST CURFEW, AND THAT YOU HAVE HAD THE OPPORTUNITY TO REVIEW THIS PROVISION AND TO SEEK LEGAL ADVICE ABOUT IT BEFORE ACCEPTING THESE TERMS.
16.6 Time limit on claims#
ANY CLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICES MUST BE FILED WITHIN ONE (1) YEAR AFTER THE CLAIM ACCRUES, OR IT IS PERMANENTLY BARRED. This limitation does not apply to claims for payment of fees.
16.7 Severability within this Section#
If Section 16.5 is held unenforceable in whole or in part, that holding does not affect Sections 16.2, 16.3, 16.4, or 16.6, each of which will remain in full force and effect. If Section 16.5 is held unenforceable as to a particular claim or a particular form of proceeding, it remains enforceable as to all other claims and forms of proceeding.
16.8 Injunctive relief#
Nothing in this Section prevents either party from seeking injunctive or other equitable relief in the courts identified in Section 16.3 to protect its intellectual property or Confidential Information.
17. Changes to these Terms#
We may modify these Terms. If a modification is material, we will give notice by email to the Account's billing contact and by in-product notice at least thirty (30) days before it takes effect, and will publish the new version with a new version identifier.
Modifications apply prospectively only. They take effect for you on the stated effective date or at your next renewal, whichever is later. If you do not agree to a material modification, your remedy is to terminate before it takes effect and receive a pro-rata refund of prepaid, unused fees.
We will not modify Section 16 in a way that applies to a dispute of which we have already received notice.
This Section 17 does not apply to Schedule A, which is maintained separately and updated in accordance with Section 5.2.
18. General#
Assignment. You may not assign this Agreement without our written consent, except to a successor in a merger or sale of substantially all assets, on notice. We may assign freely.
Notices. We may give notice by email to the Account's billing contact or by in-product notice. You must give notice to Curfew Labs Inc., 8 The Green, Suite B, Dover, DE 19901 and support@curfewsuite.com.
Force majeure. Neither party is liable for delay or failure due to causes beyond its reasonable control.
Independent contractors. The parties are independent contractors. This Agreement creates no partnership, franchise, joint venture, agency, or employment relationship.
Publicity. You grant us a non-exclusive, royalty-free right to use your business name and logo to identify you as a Curfew customer on our website and in marketing materials, in accordance with any trademark guidelines you provide. You may opt out at any time by emailing support@curfewsuite.com, and we will stop using your name and logo in new materials promptly and remove them from our website within thirty (30) days. This right does not extend to testimonials, quotations, case studies, or any statement about results you achieved, each of which requires your separate written permission.
Export and sanctions. You will comply with U.S. export control and sanctions laws and will not permit access from an embargoed jurisdiction or by a sanctioned party.
U.S. government. The Services are commercial computer software. Government users acquire only the rights stated in this Agreement.
Severability. If a provision is held unenforceable, it will be modified to the minimum extent necessary to make it enforceable, or severed if it cannot be, and the remainder of the Agreement remains in effect. Section 16.7 governs Section 16.
No waiver. Failure to enforce a provision is not a waiver.
Entire agreement. The Agreement is the entire agreement between the parties on its subject matter and supersedes all prior proposals and communications. Any terms in a purchase order, vendor portal, or other customer document are void and of no effect.
19. Contact#
Curfew Labs Inc. 8 The Green, Suite B Dover, DE 19901 support@curfewsuite.com
SCHEDULE A — PRODUCTS & SERVICES CATALOG#
Capitalized terms have the meanings given in the Curfew Customer Terms. This Schedule may be updated in accordance with Section 5.2 of those Terms.
A.1 The Catalog#
The Catalog is the app store inside Curfew Suite. It lists every App available to your Account, what each one does, and its price per User per month. The store is authoritative: it is what you see when you provision an App, and the price shown there at that moment is the price you pay.
You can read the Catalog without an account, at https://www.curfewsuite.com/apps, and each App has its own page there.
We do not reproduce the Catalog here. A printed list could only ever be a snapshot of one day, it would be subordinate to the store in any disagreement, and keeping it current would mean amending this agreement every time we release an App - which is not a change to your bargain and should not be presented to you as one. Section 5.2 governs additions, renames and removals, and they are not modifications of these Terms.
Pricing. Each App is priced per User per month and billed to the Account that grants the access. Before a grant takes effect we show you the amount due at that moment and the change to your next invoice, and nothing is charged unless you confirm it - see Section 5.1.
What Section 5.2 guarantees, whatever the store says later. During the then-current term of a subscription you have already purchased, we will not increase its fees, reduce a Limit applicable to it, or remove an App you have provisioned - and we will give you at least thirty (30) days' notice before a renewal at increased pricing. These protections are what make the store safe as the authoritative source: what you bought is fixed for the term you bought it, whatever the store shows afterwards.
Apps marked Beta or Planned in the store are Free Services under Section 11 of the Terms until designated Generally Available.
Product-Specific Terms. Some Apps carry provisions of their own. They are set out in Schedule D, which names the App each one applies to, and they are incorporated into the Agreement for any Customer that provisions that App. If an App is not named in Schedule D, no product-specific provisions apply to it.
A.2 Alfred AI and the Composer#
| Item | Included | Notes |
|---|---|---|
| Composer (per App) | Included with each App seat | No separate charge |
| Alfred AI | Included with every App seat at no additional charge | Subject to Section 5.6 (Fair use) |
Alfred AI and the Composer are governed by the AI & Agent Terms.
A.3 Platform#
| Item | Included |
|---|---|
| Account and tenant environment | Included at no charge |
| Administrator seats | An Administrator must hold a seat in each App they administer |
| Users with no App seat | No charge; no App access |
| Support | Email support at support@curfewsuite.com, best effort, business hours US Central |
| Uptime commitment | None. No SLA applies at this tier. See Section 13.2 |
A.4 Capacity and Limits#
We do not publish fixed numeric Limits. Included capacity is governed by Section 5.6 (Fair use).
Storage, Alfred AI requests, Agent actions, API requests, Signature Envelopes, and outbound messaging are provided for ordinary business use of the Apps by the Users holding seats. Section 5.6 sets out what is not ordinary business use, and the remedies available to us - rate limiting, requiring additional seats or an upgrade, or suspending an affected feature - together with the notice we will give first.
Two limits are enforced in the product rather than stated as a policy: a maximum size for an individual file upload, and a rate limit on API requests. Both are shown to you at the point they apply.
Nothing in this Section permits us to increase the fees for a subscription you have already purchased during its then-current term.
A.5 Promotional Credits#
| Item | Value |
|---|---|
| Grant amount | Set by the promotion under which the Credits are granted, and disclosed to you at the time of the grant |
| Expiration | Set by that same promotion, disclosed at the time of the grant and displayed in your Account |
| Eligible uses | Any App, Alfred AI, and overages |
| Cash value | None |
| Payment method required to receive | No |
We do not publish a standard grant. Amounts and expiry windows differ between promotions and change over time; what governs your Credits is the promotion you were granted them under, which is disclosed at that moment and whose expiry date is displayed in your Account.
Promotional Credits are governed by Section 4 of the Terms. We do not sell Promotional Credits. They are granted at no charge and no money or other thing of value is given in exchange for them.
Grant amounts, eligibility, and expiration windows may change for future grants. A change does not affect Promotional Credits already granted to your Account.
A.6 Billing#
| Item | Terms |
|---|---|
| Billing cycle | Monthly in advance |
| Annual option | Not currently offered. Billing is monthly in advance |
| Currency | USD |
| Proration on adding Users or Apps | Prorated for the remainder of the current cycle |
| Proration on removing Users or Apps | No refund; change takes effect at next cycle |
| Overages | Billed in arrears on the following invoice |
| Payment methods | Credit card and US bank account (ACH), processed by Stripe |
| Renewal reminder | Sent to the billing contact five (5) days before each renewal |
SCHEDULE B — ACCEPTABLE USE POLICY#
Capitalized terms have the meanings given in the Curfew Customer Terms.
B.1 Scope#
This Policy applies to you, your Users, your Administrators, anyone acting through your Account, and anything you or they submit to or generate through the Services — including actions initiated by Agents.
You are responsible for compliance with this Policy by everyone acting under your Account, whether or not you authorized their conduct.
B.2 Prohibited content#
You will not submit to, store in, or transmit through the Services any content that:
(a) infringes a patent, copyright, trademark, trade secret, or other intellectual property right; (b) is defamatory, harassing, or threatening; (c) depicts or promotes the sexual exploitation of minors, or is otherwise sexual content involving minors in any form; (d) promotes violence, terrorism, or unlawful discrimination; (e) contains malware, ransomware, exploit code, or similar harmful code; or (f) you do not have the right to submit.
B.3 Prohibited conduct#
You will not:
(a) use the Services in violation of any law, including export control, sanctions, privacy, employment, consumer protection, or securities laws; (b) resell, sublicense, or provide the Services to a third party as a service bureau, except as expressly permitted in a signed order form; (c) impersonate any person or misrepresent your affiliation; (d) use the Services to develop, train, or benchmark a competing product; or (e) access the Services to copy features, interfaces, or design elements for a competing product.
B.4 Security and integrity#
You will not:
(a) probe, scan, or test the vulnerability of the Services or any network or system, except under a written authorization from us; (b) breach or circumvent authentication, rate limits, quotas, entitlement checks, or other access controls; (c) access data or an Account that does not belong to you; (d) interfere with or disrupt the Services, including by denial of service or by generating load disproportionate to normal use; (e) reverse engineer, decompile, or disassemble the Services, except to the extent that restriction is unenforceable under applicable law; or (f) use scrapers, crawlers, or automated means to extract data from the Services other than through documented interfaces.
Responsible disclosure. If you discover a vulnerability, report it to support@curfewsuite.com. Do not exploit it, access other customers' data, or disclose it publicly before we have had a reasonable opportunity to remediate.
B.5 Messaging, email, and outbound communications#
Where an App sends communications on your behalf, you will not:
(a) send unsolicited bulk or commercial messages, or messages that violate CAN-SPAM, CASL, the TCPA, or equivalent laws; (b) send to recipients who have not consented where consent is required, or who have opted out; (c) falsify headers, sender identity, or return paths; (d) use the Services to send phishing, fraud, or credential-harvesting messages; or (e) send messages from a domain you do not control or are not authorized to use.
You are responsible for obtaining and maintaining records of consent, and for honoring opt-outs promptly.
B.6 AI features and Agents#
In addition to the AI & Agent Terms, you will not:
(a) use AI features to generate content prohibited by Section B.2; (b) circumvent, disable, or attempt to defeat safety filters, usage limits, or guardrails in AI features, including through prompt injection; (c) present AI output as human-generated where doing so is deceptive or unlawful, or fail to disclose AI interaction where disclosure is required by law; (d) use AI output as the sole basis for a decision producing legal or similarly significant effects on an individual — including decisions about employment, credit, housing, insurance, healthcare, or access to essential services — without meaningful human review; (e) direct an Agent to take an action you are not authorized to take yourself, or to act on a Third-Party Service in violation of that provider's terms; (f) use the Services in a manner that would cause them to constitute a prohibited or high-risk AI system under applicable law without first notifying us in writing; or (g) use inputs or outputs to train, fine-tune, distill, or evaluate a machine learning model outside the Services.
Curfew does not monitor the substance of your Agent instructions and does not review Agent actions before they occur. Supervision is your responsibility.
B.7 Electronic signature#
Where you use Curfew Signature, you will not:
(a) sign or cause to be signed any document in the name of a person without that person's authorization; (b) alter an executed document or its audit trail; (c) misrepresent the identity of a signer or the circumstances of execution; or (d) use the App for a document type excluded from electronic execution under applicable law.
B.8 Data restrictions#
You will not submit data prohibited by Section 6.4 of the Terms. You will not submit personal data of individuals for whom you lack a lawful basis, or personal data of children under 13.
B.9 Fair use of Accounts and Promotional Credits#
You will not:
(a) create multiple Accounts, or use multiple identities, email addresses, domains, or payment methods, to obtain Promotional Credits or Free Services more than once; (b) share a single User seat among multiple individuals, or use a generic or shared login to avoid per-User fees; (c) automate signup, or create Accounts by scripted means; or (d) consume Alfred AI capacity, Agent actions, storage, or API capacity in a manner materially inconsistent with ordinary business use of the Apps you have provisioned.
Promotional Credits obtained in violation of this Section may be revoked, and the associated Accounts suspended or terminated, without notice and without refund.
B.10 Reporting#
Report suspected violations to support@curfewsuite.com. Report security issues to support@curfewsuite.com.
B.11 Enforcement#
We may investigate suspected violations and may suspend or terminate access to the Services, an App, an Account, or a User, or remove or disable content, consistent with Section 9 of the Terms.
We may act without prior notice where we reasonably believe immediate action is necessary to prevent harm to the Services, to us, to other customers, or to third parties, or to comply with law or legal process. We will give notice as soon as reasonably practicable.
No refund is owed for a suspension or termination under this Policy.
Nothing in this Policy obligates us to monitor the Services or to remove or restrict any content, and we do not undertake to do so. Our failure to enforce a provision in one instance is not a waiver of our right to enforce it later.
B.12 Changes#
We may update this Policy. Material changes take effect thirty (30) days after we post them, except that changes required to address a legal requirement, security risk, or emerging abuse pattern may take effect immediately.
SCHEDULE C — AI & AGENT TERMS#
Capitalized terms not defined here have the meanings given in the Curfew Customer Terms. Under Section 0.2, this Schedule C takes precedence over the Terms as to AI Features, and yields to Product-Specific Terms.
C.1 Scope#
This Schedule governs your use of AI Features in the Services.
C.2 Definitions#
"Agent" means an AI Feature that a User can direct to plan or perform one or more Agent Actions.
"Agent Action" means an operation an Agent performs, including creating, modifying, or deleting records in the Services; sending a communication; provisioning or changing an Account resource; or calling a Third-Party Service.
"AI Feature" means a feature of the Services that uses machine learning or generative models, including Alfred AI, the Composer, and Agents.
"Composer" means the single-input control at the top of each App and the input control for Alfred AI.
"Input" means anything you or a User submits to an AI Feature, including prompts, instructions, files, and Customer Data the AI Feature is given access to.
"Model Provider" means a third party whose models we use to deliver an AI Feature.
"Output" means anything an AI Feature returns or performs in response to an Input, including generated content and Agent Actions.
C.3 Identification of AI Features#
We will identify AI Features in the Services so you can tell when you are interacting with one. We maintain a current list of AI Features and their Model Providers at www.curfewsuite.com/security.
C.4 Input, Output, and model training#
C.4.1 Input and Output are Customer Data#
Input and Output are Customer Data under the Terms. As between the parties, you own them, subject to Section C.5.
C.4.2 Our commitment#
We do not use Input or Output to train, fine-tune, or otherwise improve any generative model.
C.4.3 Model Providers#
We contract with Model Providers on commercial or API terms under which the Model Provider does not use Input or Output to train or improve its models, and retains them only as necessary to return Output and for a limited abuse monitoring period. We configure our use of each Model Provider accordingly.
Model Providers are independent third parties. We do not control them, and we do not warrant their acts, omissions, or internal practices. Our current Model Providers, and the terms on which we engage them, are described at www.curfewsuite.com/security. If a Model Provider materially changes its terms, we will update that page and either transition to a different provider or give notice in accordance with the Data Processing Addendum.
C.4.4 Customer-supplied Model Provider credentials#
You may configure the Services to use your own Model Provider credentials ("BYOK"). Where you do, inference for your Account runs under your own agreement with that Model Provider, not ours.
For BYOK inference:
(a) Sections C.4.2 and C.4.3 do not apply to that Model Provider. The Model Provider's treatment of Input and Output, including whether it trains on them and how long it retains them, is governed by your agreement with that provider. (b) That Model Provider is not our subprocessor and is not listed at www.curfewsuite.com/security. It is your subprocessor. (c) You are responsible for the fees, limits, availability, and terms of that Model Provider, and we are not liable for its acts or omissions. (d) You represent that your use of those credentials through the Services is permitted by your agreement with that provider.
We may make BYOK a requirement for certain Apps or configurations, and you may require BYOK for your own Account.
C.4.5 Operational metadata#
Section 6.5 of the Terms (de-identified, aggregated data) applies to operational metadata about AI Feature usage — request counts, latency, error rates, and similar — and does not permit use of the content of Input or Output for model training.
C.5 Nature of Output#
C.5.1 No warranty#
AI FEATURES ARE PROBABILISTIC. OUTPUT MAY BE INACCURATE, INCOMPLETE, OUT OF DATE, MISLEADING, OR OFFENSIVE. IDENTICAL INPUTS MAY PRODUCE DIFFERENT OUTPUTS.
WE DO NOT WARRANT THE ACCURACY, COMPLETENESS, RELIABILITY, ORIGINALITY, OR FITNESS FOR ANY PURPOSE OF ANY OUTPUT. Section 13.2 of the Terms applies in full to AI Features.
C.5.2 Output is not exclusive to you#
Output is generated statistically and is not unique to you. Other customers may receive identical or substantially similar Output. We make no representation that Output is original, that it is protectable by copyright, or that your use of it will not infringe the rights of a third party.
C.5.3 Your review obligation#
You are responsible for reviewing Output before relying on it, publishing it, transmitting it, or acting on it. Do not use Output as a substitute for professional advice, including legal, accounting, tax, medical, or employment advice.
C.5.4 Not a system of record for regulated determinations#
AI Features are not designed or validated as a system of record for regulatory filings, tax determinations, wage and hour calculations, benefits eligibility, or similar determinations. Where an App produces such an output, you remain responsible for verifying it.
C.6 Agents and Agent Actions#
READ THIS SECTION CAREFULLY. AGENTS TAKE ACTIONS ON YOUR BEHALF, AND SOME OF THOSE ACTIONS CANNOT BE UNDONE.
C.6.1 Agents act as your agent#
When a User directs an Agent, the Agent acts on your behalf and under your authority. Agent Actions are your acts for purposes of the Agreement.
C.6.2 Your authority and representations#
You represent and warrant that:
(a) you have the right and authority to cause each Agent Action, both inside the Services and in any Third-Party Service; (b) you have obtained any consent, notice, or authorization required by law or by contract for the Agent Action and for the data it processes or transmits; (c) the credentials you provide for a Third-Party Service are yours to provide and their use as contemplated does not breach your agreement with that provider; and (d) the Agent Action does not violate the Acceptable Use Policy.
C.6.3 Supervision#
Supervision of an Agent rests with the User directing it, acting on your behalf. Where the Services require a User to confirm an Agent Action before it takes effect, that confirmation is your authorization of the Agent Action, and you are responsible for it on the same terms as any other act of that User.
An Agent operates with the permissions of the User directing it and cannot access or do anything that User could not.
We do not review Agent instructions in advance, do not approve Agent Actions before they occur, and do not verify that a User directing an Agent has authority to do so within your organization.
You are responsible for determining which Users may direct Agents, and for configuring any scoping, approval, or logging controls we make available in a manner appropriate to your risk tolerance. Where we make a record of Agent Actions available, you are responsible for reviewing it.
We do not undertake to provide any particular monitoring, reporting, or administrative review capability for Agent Actions, and the availability of such capabilities may change.
C.6.4 Irreversible actions#
Some Agent Actions cannot be reversed — including sent communications, executed documents, deletions, and changes made in Third-Party Services. We have no obligation to reverse, recall, or remediate an Agent Action, and we are not liable for the consequences of one.
C.6.5 Third-Party Services#
Section 8 of the Terms applies in full to Agent Actions in Third-Party Services. We are not responsible for how a Third-Party Service responds to an Agent Action, for charges it incurs, or for its treatment of transmitted data.
C.6.6 Our right to limit Agents#
We may impose or change rate limits, action limits, scopes, approval requirements, or other constraints on AI Features and Agents at any time, including immediately, where we reasonably believe it necessary for security, stability, cost control, legal compliance, or abuse prevention.
C.7 Your obligations when using AI Features#
C.7.1 Disclosure#
Where an AI Feature communicates with an individual on your behalf, you will disclose that the individual is interacting with AI where required by applicable law, and will not falsely present Output as human-generated in a way that is deceptive.
C.7.2 Consequential decisions#
You will not use Output as the sole basis for a decision that produces legal or similarly significant effects on an individual — including decisions regarding employment, promotion, termination, compensation, discipline, credit, housing, insurance, healthcare, education, or access to essential services — without meaningful human review by a person competent to override the Output.
This applies with particular force to Curfew Staff and any App used in personnel processes.
C.7.3 Evaluation of individuals#
Where you use an AI Feature to assess, score, rank, or evaluate an individual — including your own personnel — the resulting Output may itself constitute personal data about that individual and may trigger notice, access, explanation, correction, human review, or impact assessment obligations under applicable law. You are the controller of that processing and are responsible for those obligations.
C.7.4 Prohibited and high-risk uses#
You will not use AI Features:
(a) in a manner prohibited by the Acceptable Use Policy; (b) in a manner that would cause an AI Feature to constitute a prohibited AI practice under applicable law; (c) as a component of a high-risk AI system as defined under applicable law, including the EU AI Act, without first notifying us in writing and entering a written agreement addressing that use; or (d) to attempt to discover, extract, or reconstruct model weights, system prompts, or training data, or to circumvent safety filters or guardrails, including by prompt injection.
C.7.5 Untrusted content#
Content that an AI Feature reads — including email, tickets, documents, web pages, and data from Third-Party Services — may contain instructions directed at the AI Feature. You acknowledge this risk, and you are responsible for scoping Agent permissions so that a successful injection cannot cause an Agent Action beyond what you are willing to authorize.
C.8 Usage, limits, and fees#
AI Feature entitlements, included volumes, Limits, and overage rates are set out in Schedule A. Section 5.2 of the Terms governs changes to them. We may throttle or suspend AI Features for an Account that exceeds a Limit or consumes capacity in a manner materially inconsistent with ordinary business use.
C.9 Beta AI Features#
AI Features designated alpha, beta, preview, or early access are Free Services under Section 11 of the Terms, regardless of whether they are made available within a paid App.
C.10 Indemnification and liability for Output#
We do not indemnify you for Output. Output is disclaimed under Section C.5, and Section 15 of the Terms applies to it in full. This is consistent with Section 14.2, under which we provide no indemnity except where expressly agreed in a signed order form.
Except as expressly stated above, Section 15 of the Terms applies in full to AI Features, Output, and Agent Actions.
SCHEDULE D — PRODUCT-SPECIFIC TERMS#
These Product-Specific Terms apply only to Customers who provision the relevant App. Under Section 0.2 of the Terms, they take precedence over the Terms, the AI & Agent Terms, and the Data Processing Addendum as to that App.
D.1 CURFEW SIGNATURE#
D.1.1 Definitions#
"Audit Trail" means the record Curfew Signature generates for an Envelope, including the events, timestamps, identifiers, and authentication data described in D.1.7.
"Completion Certificate" means the document Curfew Signature generates summarizing the Audit Trail for a completed Envelope.
"Document" means a file you submit to Curfew Signature for execution.
"Envelope" means a Document or set of Documents routed for execution, together with its Audit Trail.
"Signer" means a person invited to review, acknowledge, or execute a Document.
D.1.2 Curfew is not a party to your Documents#
Curfew is a technology provider. Curfew is not a party to any Document, is not a signatory, witness, notary, escrow agent, or agent of any Signer, and does not review, verify, interpret, or advise on the content of any Document.
Nothing in Curfew Signature is legal advice. You are responsible for determining whether a Document is legally sufficient for your purpose and whether electronic execution is appropriate for it.
D.1.3 Your responsibilities#
You are responsible for:
(a) the content, accuracy, and legality of each Document; (b) determining who is authorized to send, sign, and countersign; (c) selecting the authentication method appropriate to the Document's risk; (d) obtaining any consent required to conduct the transaction electronically; (e) delivering, retaining, and producing executed Documents; and (f) compliance with all laws applicable to the transaction, including consumer protection, employment, lending, insurance, and licensing laws.
D.1.4 Consent to electronic records#
Where a Signer is a consumer and applicable law requires consent to conduct the transaction electronically, obtaining and documenting that consent is your obligation, not ours. Where we provide a consent workflow, it is a convenience. You are responsible for confirming it satisfies the requirements applicable to your transaction, including any requirement to disclose hardware and software requirements and the right to withdraw consent.
D.1.5 Excluded Documents#
You will not use Curfew Signature for any Document that applicable law excludes from electronic execution or that requires a form Curfew Signature does not support. These commonly include:
(a) wills, codicils, and testamentary trusts; (b) matters of family law, including adoption, divorce, and other domestic relations; (c) court orders, pleadings, and other court documents; (d) documents governed by the Uniform Commercial Code other than those for which electronic execution is expressly permitted; (e) notices of default, foreclosure, eviction, repossession, or the cancellation or termination of utility services, health insurance, or life insurance benefits; (f) product recalls and notices of material safety failures; and (g) documents required to accompany the transportation or handling of hazardous materials.
This list is illustrative and not exhaustive. Determining whether a Document may be executed electronically is your responsibility. [CONFIRM the list with counsel — see Drafting Notes.]
D.1.6 Signer identity and authentication#
We do not verify the identity of any Signer. We deliver an Envelope to the address or channel you specify and record the authentication steps completed.
You select the authentication method for each Envelope from those we make available. A more accessible authentication method carries a higher risk that a signature will later be repudiated. Choosing the method appropriate to the Document is your responsibility.
We are not liable for a signature applied by a person other than the intended Signer, including where a Signer's email account or device is compromised or where a Signer shares access.
D.1.7 Audit Trail#
For each Envelope we generate and retain an Audit Trail recording:
- Envelope creation, with the sender's identity and the Envelope's identifiers
- Each Document added, with its identifier, filename, and page count
- Delivery of the Envelope to each Signer, with timestamps
- The first time each Signer opens the Envelope, with timestamp, IP address, and user agent
- Each Signer's consent to electronic records, where captured, with timestamp, IP address, and user agent
- Each signature and each decline, with timestamp, IP address, and user agent
- The document integrity value (SHA-256) at execution
- Completion of the Envelope
We record the IP address and user agent for each Signer action - opening, consenting, signing, and declining. We do not record them for actions taken by the sender inside their own Account, which are attributed to the signed-in User instead.
The Audit Trail is Customer Data. We generate it as part of providing the App and do not alter it after creation.
We make no representation that the Audit Trail will be admitted as evidence, will be sufficient to prove the identity of a Signer, or will establish the enforceability of any Document.
D.1.8 Retention, export, and deletion#
Retention of completed Envelopes is set out in Schedule A.
You are responsible for retaining your own copies of executed Documents, Completion Certificates, and Audit Trails. Do not rely on Curfew Signature as your system of record for execution evidence.
Executed Envelopes — completed Documents together with their Completion Certificates and Audit Trails — are retained for twelve (12) months following termination, and remain exportable by you during that period. This is an exception to the sixty-day window in Section 12.3 of the Terms, which continues to govern all other Customer Data.
After twelve months, executed Documents and Audit Trails may be permanently deleted and cannot be recovered. We will send at least one reminder to the Account's billing contact before deletion.
Administrators can delete Envelopes and Audit Trails, including those created by other Users. We are not responsible for a deletion made through your Account.
D.1.9 Agents may not execute signatures#
No Agent or other AI Feature may apply, authorize, or complete a signature on behalf of a Signer. Signature application requires an act by the Signer.
Agents may prepare Documents, populate fields, route Envelopes, and send reminders, subject to Schedule C. You remain responsible under Schedule C §C.6.1 for every Agent Action taken in Curfew Signature, including sending an Envelope to an unintended recipient.
D.1.10 Legal proceedings and testimony#
D.1.10.1 Notice#
If we receive a subpoena, discovery request, or other legal process seeking an Envelope, Audit Trail, or testimony about them in a matter to which we are not a party, we will notify you promptly where legally permitted, so that you may seek to quash, narrow, or obtain a protective order.
D.1.10.2 Compliance#
We will comply with valid legal process as and when required by law. Our compliance is not conditioned on any payment by you, and nothing in this Section delays or limits our response to legal process.
D.1.10.3 Costs#
You will reimburse our reasonable costs of responding, including personnel time at USD $250 per hour and reasonable attorneys' fees, unless the process arises from our own alleged wrongdoing. We will invoice you, and amounts are due on the terms in Section 5.4.
D.1.10.4 Retainer for additional assistance#
Beyond producing records as required by law, you may ask us to provide additional assistance — searching or compiling beyond the scope compelled, preparing a custodian-of-records declaration or certification, giving deposition or trial testimony, or moving to quash, narrow, or obtain a protective order on your behalf.
We may require a refundable retainer of ten (10) hours at the rate above (USD $2,500) before beginning that additional assistance. The retainer is applied against actual costs as incurred; any unused balance is refunded within thirty (30) days of the conclusion of the matter, and costs exceeding the retainer are invoiced.
We are not obligated to provide additional assistance, and we may decline to provide it if a retainer is requested and not paid. This Section does not apply to our compliance with legal process under D.1.10.2.
D.1.10.5 Recovery from the requesting party#
Nothing in this Section limits our right to seek costs, fees, or protection from the party issuing the legal process, including under Federal Rule of Civil Procedure 45 or an equivalent state rule. Amounts we actually recover from that party reduce what you owe under D.1.10.3.
D.1.11 No warranty of legal effect#
WE DO NOT WARRANT THAT A DOCUMENT EXECUTED THROUGH CURFEW SIGNATURE WILL BE VALID, BINDING, ADMISSIBLE, OR ENFORCEABLE, OR THAT IT WILL SATISFY ANY LEGAL REQUIREMENT APPLICABLE TO YOUR TRANSACTION. Section 13.2 and Section 15 of the Terms apply in full.
D.1.12 Not supported#
Curfew Signature does not provide: notarization or remote online notarization, identity verification against government records, qualified or advanced electronic signatures within the meaning of eIDAS, or long-term validation of digital certificates.
SCHEDULE E — CURFEW USER TERMS#
⚠ This is a SEPARATE AGREEMENT between Curfew and you as an individual. The organization that set up Curfew and invited you has its own, different agreement with us - the Curfew Customer Terms, together with Schedules A to D. That agreement is between Curfew and your organization. This one is between Curfew and you. It is published as Schedule E of the Customer Terms so that an organization can read exactly what its people are asked to agree to, and so that you can read the whole picture in one place. It is not one of the documents listed in Section 0.1 of the Customer Terms, it forms no part of the agreement with your organization, and it creates no obligation for your organization. Nothing in it makes you responsible for your organization's bill. You accept these User Terms for yourself, on their own - never by accepting the Customer Terms, and your organization never accepts them on your behalf.
The short version#
Someone at your organization set up Curfew and invited you. They own the account, and they control what happens to everything you put in it. These terms cover you as a user. They don't cost you anything and they don't make you responsible for your organization's bill.
1. Who's who#
Your organization is the customer. It has a separate agreement with us — the Curfew Customer Terms — that governs the service itself. You are not a party to that agreement, and you are not agreeing to it here.
These User Terms cover your personal use of Curfew. You accept them when you accept your invitation or use the Services.
If you also have authority to enter agreements for your organization, that's a separate matter handled through the Customer Terms.
2. Your organization controls the account#
This is the most important thing in this document.
Your organization decides:
- Whether you have access, and when it ends
- Which apps and permissions you get
- What data goes into Curfew and what it's used for
- How long anything is kept
Administrators at your organization can see, export, change, and permanently delete anything in the account — including things you created, files you uploaded, and messages you sent. That includes content you might think of as private. We act on your organization's instructions and we don't second-guess them.
If you have a question about your data — access, correction, deletion — ask your organization, not us. They decide, and we'll refer your request to them. Our Privacy Policy explains how this works.
We're not responsible for how your organization uses Curfew or what it does with your information.
3. Signing in#
Curfew doesn't use passwords. You sign in with a single-use link sent to your email.
That means your email account is your Curfew account. Keep it secure, and tell your organization straight away if you think someone else has access.
Don't share your access with anyone else. Your seat is for you.
4. What you agree not to do#
Follow the Acceptable Use Policy at www.curfewsuite.com/terms (Schedule B). In particular, don't:
- Use Curfew to do anything illegal, or to harass, defraud, or harm anyone
- Upload malware, or content you don't have the right to upload
- Try to get around security controls, permissions, rate limits, or usage limits
- Access data or accounts that aren't yours
- Reverse engineer, decompile, scrape, or copy how Curfew works
- Use Curfew to build or improve a competing product
- Share your seat, or use a shared login to avoid per-user charges
If you break these rules we can suspend or remove your access, and we'll usually tell your organization.
5. AI features#
Curfew includes AI features, including Alfred and the Composer.
AI output can be wrong. It may be inaccurate, out of date, or made up entirely. Check it before you rely on it, send it, or act on it. Don't treat it as legal, financial, tax, medical, or HR advice.
When you direct an agent to do something, you're doing it on your organization's behalf, and your organization is responsible for it. Some actions can't be undone — sent messages, deleted records, changes in connected systems. Read what an agent proposes before you confirm it.
Don't try to defeat safety filters or usage limits, including by prompt injection. Don't present AI output as human-written where that would mislead someone.
6. Your organization's data isn't yours to take#
Content in the account belongs to your organization, not to you. When your access ends, you don't have a right to keep, copy, or take a copy of it with you. If you need something, ask your organization.
7. What we don't promise#
Curfew is provided "as is." We don't promise it will be uninterrupted, error-free, or secure, that any defect will be fixed, or that AI output will be accurate or suitable for anything.
We provide the Services to your organization, not to you. We have no obligation to you to keep the Services available, to preserve your content, or to restore access.
Your organization may have made commitments to you about Curfew. Those are your organization's commitments, not ours.
8. Limits on what we owe you#
To the fullest extent the law allows, we are not liable to you for indirect, incidental, special, consequential, or punitive damages, or for lost profits, lost data, or business interruption.
Our total liability to you for anything relating to these User Terms or the Services will not exceed USD $100.
These limits don't apply to anything that can't be limited under applicable law.
9. Ending your access#
Your organization can end your access at any time, for any reason. So can we, if you break these terms or the Acceptable Use Policy, or if we need to protect the Services or other people.
Sections 2, 6, 7, 8, 10, and 11 continue to apply after your access ends.
10. Disputes#
Please read this section. It affects how disputes between you and Curfew are handled.
Delaware law governs these User Terms.
Any claim you have against us must be brought in the state or federal courts of Delaware, in New Castle County. You agree those courts have jurisdiction over you and won't argue that another location would be more convenient.
Before filing anything, email support@curfewsuite.com describing your claim and what you want. We'll try to resolve it with you over the following 60 days. Neither of us files before that period ends.
YOU AND CURFEW EACH AGREE TO BRING CLAIMS ONLY INDIVIDUALLY. You agree not to bring, join, or take part in a class action, collective action, or representative action against us, and not to have your claims combined with anyone else's. You understand you are giving up the right to take part in a class action against Curfew.
YOU AND CURFEW EACH GIVE UP THE RIGHT TO A JURY TRIAL.
Any claim must be filed within one year of when it arises, or it's barred.
If the class action paragraph is unenforceable, the rest of this section still applies.
11. Other terms#
These terms don't make you responsible for your organization's fees. Nothing here creates a payment obligation for you.
If these terms conflict with the Customer Terms, the Customer Terms govern the service and these User Terms govern you personally. Nothing here gives you rights under the Customer Terms.
We may update these User Terms. We'll post the new version and, for material changes, show you a notice before they take effect. Continuing to use Curfew after that means you accept them.
If part of these terms is unenforceable, the rest still applies.
12. Contact#
Curfew Labs Inc. 8 The Green, Suite B Dover, DE 19901 support@curfewsuite.com