Terms of Service

**Last Updated:** January 13, 2026

1. Introduction

Welcome to Sagely ("we," "our," or "us"). These Terms of Service ("Terms") govern your access to and use of the Sagely platform, including our website, applications, and services (collectively, the "Service").

By accessing or using Sagely, you agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Service.

2. Definitions

- **"Service"** refers to the Sagely helpdesk platform, including all software, applications, and features.

- **"User"** or **"you"** refers to any individual or entity accessing or using the Service.

- **"Agency"** refers to an organization that uses Sagely to manage client relationships and support tickets.

- **"Client"** refers to an end customer of an Agency who accesses the Service through a client portal.

- **"Content"** refers to any data, text, files, information, or other materials uploaded or submitted to the Service.

3. Eligibility

You must be at least 18 years old and capable of forming a binding contract to use the Service. By using Sagely, you represent and warrant that you meet these eligibility requirements.

If you are using the Service on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.

4. Account Registration

4.1 Account Creation

To use certain features of 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

4.2 Account Responsibility

You are responsible for all activities that occur under your account. We are not liable for any loss or damage arising from unauthorized use of your account.

4.3 Account Termination

We reserve the right to suspend or terminate your account at any time for violation of these Terms, illegal activity, or other reasons at our discretion.

5. Acceptable Use

5.1 Permitted Use

You may use Sagely only for lawful purposes and in accordance with these Terms. Specifically, you agree to use the Service to:

- Manage customer support requests and helpdesk operations

- Communicate with clients and team members

- Track time and manage projects

- Store and organize business-related information

5.2 Prohibited Activities

You agree NOT to:

- Violate any applicable laws or regulations

- Infringe on intellectual property rights of others

- Upload or transmit viruses, malware, or other malicious code

- Attempt to gain unauthorized access to the Service or other users' accounts

- Use the Service to send spam, phishing attempts, or unsolicited communications

- Reverse engineer, decompile, or disassemble any part of the Service

- Use automated systems (bots, scrapers) to access the Service without permission

- Harass, abuse, or harm other users

- Impersonate any person or entity

- Interfere with or disrupt the Service or servers

- Use the Service for any illegal, fraudulent, or unauthorized purpose

5.3 Consequences of Violation

Violation of these acceptable use policies may result in immediate suspension or termination of your account without refund.

6. Subscription and Payment

6.1 Subscription Plans

Sagely offers various subscription plans with different features and pricing. Current pricing and plan details are available on our website.

6.2 Billing

- Subscriptions are billed in advance on a monthly or annual basis

- You authorize us to charge your payment method for all fees

- Payment is due upon invoice unless otherwise agreed in writing

- All fees are non-refundable unless otherwise stated

- Subscriptions are non-refundable, cancellations will be returned as credit.

6.3 Price Changes

We reserve the right to modify subscription prices with at least 30 days' notice. Price changes will not affect your current billing cycle but will apply to subsequent renewals.

6.4 Auto-Renewal

Subscriptions automatically renew unless you cancel before the renewal date. You are responsible for canceling your subscription if you no longer wish to use the Service.

6.5 Late Payment

If payment fails or is overdue, we may suspend your access to the Service until payment is received. Continued non-payment may result in account termination and deletion of your data.

6.6 Taxes

All fees are exclusive of applicable taxes. You are responsible for all sales, use, GST, VAT, and other taxes except for taxes based on our net income.

7. Intellectual Property Rights

7.1 Sagely's Rights

The Service and all related content, features, and functionality are owned by Sagely and are protected by international copyright, trademark, patent, trade secret, and other intellectual property laws.

Our trademarks and trade dress may not be used without our prior written consent.

7.2 Your Content

You retain all ownership rights to Content you submit to the Service. By submitting Content, you grant us a worldwide, non-exclusive, royalty-free license to use, store, display, reproduce, and distribute your Content solely for the purpose of providing and improving the Service.

7.3 License to Use

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service in accordance with these Terms.

7.4 Feedback

If you provide us with feedback, suggestions, or ideas about the Service, you grant us the right to use such feedback without any obligation to you.

8. Data and Privacy

8.1 Privacy Policy

Your use of the Service is also governed by our Privacy Policy, which is incorporated into these Terms by reference. Please review our Privacy Policy to understand how we collect, use, and protect your information.

8.2 Data Security

We implement reasonable security measures to protect your data. However, no system is completely secure, and we cannot guarantee absolute security of your data.

8.3 Data Backup

While we perform regular backups, you are responsible for maintaining your own backup copies of important Content. We are not liable for any loss or corruption of your data.

8.4 Data Retention

We retain your data for as long as your account is active or as needed to provide the Service. Upon account termination, we may retain certain data for legal, regulatory, or business purposes.

9. Third-Party Services

The Service may integrate with or contain links to third-party services, websites, or applications. We do not control and are not responsible for third-party services. Your use of third-party services is subject to their own terms and policies.

10. Warranties and Disclaimers

10.1 Service Availability

While we strive for high availability, we do not guarantee that the Service will be uninterrupted, timely, secure, or error-free. We may suspend or discontinue any part of the Service at any time.

10.2 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, AND NON-INFRINGEMENT.

WE DO NOT WARRANT THAT:

- The Service will meet your specific requirements

- The Service will be uninterrupted, secure, or error-free

- The results obtained from using the Service will be accurate or reliable

- Any errors in the Service will be corrected

10.3 No Professional Advice

The Service is not intended to provide legal, financial, medical, or other professional advice. You should consult appropriate professionals for advice specific to your situation.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, SAGELY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR USE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, ARISING FROM:

- Your use or inability to use the Service

- Unauthorized access to or alteration of your Content

- Any third-party conduct or content on the Service

- Any other matter relating to the Service

OUR TOTAL LIABILITY FOR ANY CLAIMS UNDER THESE TERMS SHALL NOT EXCEED THE AMOUNT YOU PAID US IN THE 12 MONTHS PRECEDING THE CLAIM, OR $100, WHICHEVER IS GREATER.

SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR EXCLUSIONS OF LIABILITY FOR CERTAIN DAMAGES. IN SUCH JURISDICTIONS, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

12. Indemnification

You agree to indemnify, defend, and hold harmless Sagely, its affiliates, officers, directors, employees, and agents from any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys' fees) arising from:

- Your use of the Service

- Your violation of these Terms

- Your violation of any rights of another party

- Your Content or any content submitted through your account

13. Termination

13.1 Termination by You

You may terminate your account at any time by contacting our support team or using the account cancellation feature in the Service.

13.2 Termination by Us

We may terminate or suspend your account immediately, without prior notice, for:

- Violation of these Terms

- Illegal or fraudulent activity

- Non-payment of fees

- Any other reason at our discretion

13.3 Effect of Termination

Upon termination:

- Your right to use the Service immediately ceases

- We may delete your account and Content after a reasonable retention period

- You remain liable for all fees incurred prior to termination

- Provisions that by their nature should survive termination shall survive

13.4 Data Export

You may export your Content before termination using our data export features. After termination, we are not obligated to provide access to your Content.

14. Dispute Resolution

14.1 Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Colorado and the United States of America, without regard to conflict of law principles.

14.2 Arbitration

Any dispute arising from these Terms or the Service shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall be conducted in Denver, Colorado, and judgment on the award may be entered in any court of competent jurisdiction.

14.3 Exceptions to Arbitration

Either party may seek injunctive relief in court to protect intellectual property rights or confidential information.

14.4 Class Action Waiver

You agree to resolve disputes with us only on an individual basis and waive any right to participate in class actions or class-wide arbitration.

15. Modifications to Terms

We reserve the right to modify these Terms at any time. We will notify you of material changes by:

- Posting a notice on our website

- Sending an email to your registered email address

- Displaying a notification in the Service

Your continued use of the Service after changes take effect constitutes acceptance of the modified Terms. If you do not agree to the changes, you must stop using the Service and terminate your account.

16. General Provisions

16.1 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and Sagely regarding the Service and supersede all prior agreements.

16.2 Severability

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

16.3 Waiver

Our failure to enforce any right or provision of these Terms will not constitute a waiver of such right or provision.

16.4 Assignment

You may not assign or transfer these Terms or your account without our written consent. We may assign these Terms without restriction.

16.5 Force Majeure

We are not liable for any delay or failure to perform due to causes beyond our reasonable control, including natural disasters, war, terrorism, labor disputes, or internet service failures.

16.6 Export Control

You agree to comply with all applicable export and import laws and regulations. You represent that you are not located in a country subject to U.S. government embargo or designated as a "terrorist supporting" country.

16.7 No Third-Party Beneficiaries

These Terms do not confer any third-party beneficiary rights.

16.8 Notices

All notices under these Terms must be in writing and sent to:

**Sagely**  

Email: legal@getsagely.co  

Address: 3001 Brighton Blvd, Denver, CO 80216

Notices to you may be sent to the email address associated with your account.

17. Contact Information

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

**Email:** support@getsagely.co  

**Website:** https://getsagely.co

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By using Sagely, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.