Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Olumba ("Company," "we," "our," or "us") governing your access to and use of the Olumba document management platform, including any associated websites, applications, and services (collectively, the "Service").

By accessing or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Service.

If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and "you" refers to both you individually and that organization.

2. Description of Service

Olumba provides a cloud-based document management platform designed for construction and development projects. The Service includes:

• Document storage, organization, and version control
• Project and task management tools
• Collaboration features for team members and external parties
• Document sharing and access controls
• Correction and review workflows
• Related tools and features as developed

We reserve the right to modify, suspend, or discontinue any part of the Service at any time with or without notice.

3. Account Registration

3.1 Account Creation

To use the Service, you must create an account. You agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information
• Keep your password secure and confidential
• Notify us immediately of any unauthorized access to your account
• Accept responsibility for all activities that occur under your account

3.2 Account Types

The Service offers different account types with varying permissions:

• Organization accounts: Full access to create projects, manage teams, and access all features included in your subscription plan.
• Collaborator accounts: Invited users with access limited to specific projects they are invited to participate in.
• Client accounts: View-only or limited access for project stakeholders.

3.3 Age Requirements

You must be at least 18 years old to create an account. By creating an account, you represent that you are at least 18 years of age.

4. Subscription and Payment

4.1 Subscription Plans

Access to certain features of the Service requires a paid subscription. Subscription plans, pricing, and features are described on our website and may be modified from time to time.

4.2 Billing

By subscribing to a paid plan, you agree to pay the applicable fees. You authorize us to charge your designated payment method on a recurring basis according to your billing cycle (monthly or annually).

4.3 Automatic Renewal

Subscriptions automatically renew at the end of each billing period unless you cancel before the renewal date. You may cancel your subscription at any time through your account settings.

4.4 Refunds

Subscription fees are generally non-refundable except as required by applicable law or as expressly stated in these Terms. If you cancel during a billing period, you will retain access to the Service until the end of that period.

4.5 Price Changes

We may change our prices with 30 days' advance notice. Price changes will take effect at the start of your next billing cycle after the notice period.

5. Your Content

5.1 Ownership

You retain all ownership rights in the documents, files, data, and other content you upload to the Service ("Your Content"). We do not claim ownership of Your Content.

5.2 License to Us

By uploading Your Content, you grant us a limited, non-exclusive, worldwide license to host, store, transmit, display, and reproduce Your Content solely as necessary to provide the Service to you and as permitted by your privacy settings.

5.3 Your Responsibilities

You are solely responsible for Your Content. You represent and warrant that:

• You own or have the necessary rights to upload and share Your Content
• Your Content does not infringe any third-party intellectual property rights
• Your Content complies with all applicable laws and regulations
• Your Content does not contain viruses, malware, or harmful code

5.4 Backup

While we implement measures to protect Your Content, you are responsible for maintaining your own backup copies of important documents. We are not liable for any loss of Your Content.

6. Acceptable Use

You agree not to use the Service to:

• Violate any applicable law, regulation, or third-party rights
• Upload content that is illegal, harmful, threatening, abusive, defamatory, or otherwise objectionable
• Impersonate any person or entity or misrepresent your affiliation
• Interfere with or disrupt the Service or servers
• Attempt to gain unauthorized access to any part of the Service
• Use automated means (bots, scrapers, etc.) to access the Service without permission
• Transmit viruses, malware, or other harmful code
• Collect or harvest user information without consent
• Use the Service for any illegal or unauthorized purpose
• Resell, sublicense, or redistribute the Service without authorization

We reserve the right to investigate violations and take appropriate action, including suspending or terminating your account.

7. Intellectual Property

7.1 Our Intellectual Property

The Service, including its original content, features, functionality, design, and branding, is owned by Olumba and protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, or create derivative works without our prior written consent.

7.2 Feedback

If you provide us with feedback, suggestions, or ideas, you grant us a non-exclusive, worldwide, royalty-free license to use, modify, and incorporate such feedback into the Service without any obligation to you.

8. Third-Party Services

The Service may integrate with or contain links to third-party services, websites, or applications. We are not responsible for the content, privacy practices, or terms of any third-party services. Your use of third-party services is at your own risk and subject to their terms.

9. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

We do not warrant that:

• The Service will be uninterrupted, secure, or error-free
• Any defects will be corrected
• The Service will meet your specific requirements
• Any content or data will be accurate, reliable, or complete

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, OLUMBA AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICE.

OUR TOTAL LIABILITY FOR ALL CLAIMS RELATED TO THE SERVICE SHALL NOT EXCEED THE AMOUNT YOU PAID US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities, so some of the above limitations may not apply to you.

11. Indemnification

You agree to indemnify, defend, and hold harmless Olumba and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of the Service
• Your violation of these Terms
• Your Content or any content you upload or share
• Your violation of any rights of a third party

12. Termination

12.1 Termination by You

You may terminate your account at any time through your account settings or by contacting us. Upon termination, your right to use the Service will immediately cease.

12.2 Termination by Us

We may suspend or terminate your access to the Service at any time, with or without cause, and with or without notice. Reasons for termination may include:

• Violation of these Terms
• Non-payment of fees
• Conduct that we determine is harmful to other users or the Service
• Legal or regulatory requirements

12.3 Effect of Termination

Upon termination, we may delete Your Content and account data. We recommend exporting your data before terminating your account. Sections of these Terms that by their nature should survive termination will survive.

13. Dispute Resolution

13.1 Informal Resolution

Before filing any formal dispute, you agree to contact us at legal@getolumba.com to attempt to resolve the dispute informally. We will attempt to resolve the dispute within 30 days.

13.2 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions.

13.3 Venue

Any legal action or proceeding arising out of or related to these Terms shall be brought exclusively in the state or federal courts located in Los Angeles County, California.

14. General Provisions

14.1 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and Olumba regarding the Service.

14.2 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

14.3 Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of that right or provision.

14.4 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign our rights and obligations under these Terms without restriction.

14.5 Notices

We may provide notices to you via email, posting on the Service, or other reasonable means. You agree to keep your contact information current.

15. Changes to These Terms

We reserve the right to modify these Terms at any time. We will provide notice of material changes by posting the updated Terms and updating the "Last updated" date. Your continued use of the Service after changes become effective constitutes acceptance of the revised Terms.

16. Contact Us

If you have any questions about these Terms, please contact us at: