Terms of Service

These Terms of Service (“Terms”) govern access to and use of Latchwork Cadence (the “Service”), operated by Latchwork Systems (“Latchwork,” “we,” “us”). By creating an account, clicking to accept, or using the Service, you agree to these Terms. If you are accepting on behalf of an organization, you represent that you have authority to bind that organization (“Customer”), and “you” refers to both you and the Customer. If you do not have that authority, or you do not agree to these Terms, do not use the Service.

1. The Service

Cadence provides obligation tracking, reminders, approval workflows, document storage, and electronic signing. We may improve or modify features over time; we will not materially reduce the core functionality of a paid plan during a paid term. Features identified as beta, preview, or early access are provided as-is, may change or be discontinued at any time, and are excluded from any service commitments.

2. Eligibility

The Service is a business tool intended for use by organizations and their authorized users. You must be at least 18 years old and able to form a binding contract to use the Service.

3. Free trials

We may offer free trials at our discretion. Trials are provided as-is, without any service commitments, and may be modified, limited, suspended, or terminated at any time. Unless you purchase a subscription before the trial ends, your access converts to the free tier or ends, and Customer Data entered during the trial may become inaccessible or be deleted after the export window in Section 12.

4. Accounts and security

You must provide accurate registration information and keep it current. You are responsible for maintaining the confidentiality of credentials, for configuring roles and access within your organization, and for all activity under your accounts. You must notify us promptly at security@latchworksystems.comof any suspected unauthorized access. Customer’s administrators may access and control user accounts within Customer’s organization, including content those users submit.

5. Customer Data

You retain all rights to the data, documents, and content you or your users submit to the Service (“Customer Data”). You grant us a limited, non-exclusive license to host, copy, transmit, process, and display Customer Data solely as necessary to provide and secure the Service, prevent or address technical problems, or as you otherwise instruct. We do not sell Customer Data and we do not use Customer Data to train machine-learning models. You are responsible for the accuracy and legality of Customer Data and for having the rights and consents needed to submit it. Our handling of personal data is described in the Privacy Policy and, for business customers, the Data Processing Addendum.

6. Our intellectual property; feedback

Latchwork and its licensors own the Service, including all software, interfaces, documentation, and trademarks. We grant you a limited, non-exclusive, non-transferable right to access and use the Service during your subscription, subject to these Terms. You may not copy, modify, create derivative works of, reverse engineer, or attempt to extract source code from the Service except as permitted by law. If you send us suggestions or feedback, we may use it without restriction or obligation to you.

7. Electronic signatures and records

The Service includes electronic signature functionality designed to support signatures consistent with the U.S. ESIGN Act, UETA, and similar frameworks, including signer authentication events and audit trails. By using the signing features, you and your signers consent to transact electronically and to receive signing-related notices by email. You are responsible for determining whether electronic signatures are appropriate and legally effective for your specific documents, signers, and jurisdictions — certain documents (for example wills, certain family-law documents, and court filings) may be excluded from electronic signature laws. Latchwork does not provide legal advice.

8. Acceptable use

You will not, and will not permit anyone to, use the Service to:

• violate any law or regulation, or infringe the rights of others;
• upload or distribute malware or other harmful code;
• attempt to probe, scan, or breach the Service’s security, or access data or tenants belonging to others;
• send spam or fraudulent signing requests, or impersonate any person or entity;
• interfere with the integrity or performance of the Service, including through excessive automated load;
• resell, sublicense, or provide the Service to third parties as a service bureau without our written consent; or
• use the Service to build a competing product.

We may suspend accounts that pose a security or legal risk or materially breach this section, with notice where practicable, and will restore access once the issue is resolved.

9. Third-party services

The Service interoperates with third-party services (for example identity providers, payment processing, and email delivery). Your use of a third-party service is governed by that provider’s terms, and we are not responsible for third-party services we do not control.

10. Fees and billing

Paid plans are billed per user, monthly or annually, in advance, via our payment processor. Consumable add-ons such as signature packs are billed at purchase and are non-refundable once consumed. You authorize us to charge your payment method for all fees due. Except as required by law or expressly stated in these Terms, fees are non-refundable and non-cancellable. Fees are exclusive of taxes; you are responsible for applicable sales, use, and VAT/GST taxes, excluding taxes on our income. We will provide at least 30 days’ notice before any price increase takes effect for your plan; increases apply at your next renewal. If undisputed fees remain unpaid, we may suspend the Service after at least 10 days’ written notice.

11. Term and termination

Subscriptions renew automatically for successive terms unless cancelled before renewal. You may cancel at any time; service continues through the end of the paid period. Either party may terminate for material breach not cured within 30 days of written notice, or immediately if the other party becomes insolvent. We may terminate free accounts that have been inactive for an extended period, with prior notice.

12. Effect of termination; data export

Upon termination or expiration, your right to use the Service ends. You may export Customer Data for 30 days following termination, after which we may delete it in accordance with our retention practices, except where retention is required by law. Sections that by their nature should survive (including Sections 5, 6, 13, 14, 15, 16, and 17) survive termination.

13. Confidentiality

Each party may receive non-public information from the other that is marked confidential or that reasonably should be understood to be confidential (“Confidential Information”). Customer Data is Customer’s Confidential Information. The receiving party will use Confidential Information only to perform under these Terms, protect it with at least reasonable care, and not disclose it except to employees and contractors bound by comparable obligations, or as required by law with notice to the other party where legally permitted.

14. Warranties and disclaimers

We warrant that the Service will perform materially as described in our documentation under normal use. EXCEPT AS EXPRESSLY STATED, THE SERVICE IS PROVIDED “AS IS,” AND TO THE MAXIMUM EXTENT PERMITTED BY LAW WE DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, AND WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE. Reminders and workflows assist your processes but do not replace your obligation to meet your own deadlines, and Latchwork is not responsible for missed obligations, deadlines, or renewals.

15. Indemnification

We will defend Customer against third-party claims alleging that the Service, as provided by us and used as permitted, infringes a patent, copyright, or trademark, and will pay resulting damages finally awarded or agreed in settlement — provided Customer promptly notifies us and gives us control of the defense. If such a claim arises, we may modify the Service, procure rights for continued use, or terminate the affected subscription with a pro-rata refund. Customer will defend Latchwork against third-party claims arising from Customer Data or Customer’s use of the Service in violation of these Terms or law, under the same procedures.

16. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS, REVENUE, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY. EACH PARTY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS IS LIMITED TO THE FEES PAID OR PAYABLE BY CUSTOMER IN THE 12 MONTHS PRECEDING THE FIRST CLAIM. THESE LIMITS DO NOT APPLY TO CUSTOMER’S PAYMENT OBLIGATIONS, EITHER PARTY’S INDEMNIFICATION OBLIGATIONS, OR A PARTY’S BREACH OF SECTION 13 (CONFIDENTIALITY).

17. Governing law and disputes

These Terms are governed by the laws of the State of Ohio, excluding its conflict of laws rules. The exclusive venue for disputes is the state and federal courts located in Hamilton County, Ohio, and each party consents to their jurisdiction. Either party may seek injunctive relief in any court of competent jurisdiction for misuse of intellectual property or Confidential Information.

18. General

Neither party is liable for delay or failure caused by events beyond its reasonable control. Neither party may assign these Terms without the other’s consent, except to an affiliate or in connection with a merger, acquisition, or sale of substantially all assets. These Terms, together with the policies they reference and any order or checkout flow, are the entire agreement and supersede prior discussions. If any provision is unenforceable, the remainder stays in effect; a failure to enforce is not a waiver. Notices to us must be sent to legal@latchworksystems.com; notices to you may be sent to your account’s administrator email addresses.

19. Changes to these Terms

We may update these Terms from time to time. For material changes we will give at least 30 days’ notice by posting on this page and emailing account owners. Continued use after the effective date constitutes acceptance; if you object to a material change, you may terminate and receive a pro-rata refund of prepaid fees for the terminated period.

20. Contact

Questions about these Terms: legal@latchworksystems.com.