Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Customer," "you," or "your") and episki, llc, a Pennsylvania limited liability company ("episki," "we," "us," or "our"). By accessing or using the episki platform at episki.app or any related services (collectively, the "Service"), you agree to be bound by these Terms.

If you are accepting these Terms on behalf of an organization, you represent and warrant that you have the authority to bind that organization. If you do not agree to these Terms, do not use the Service.

2. Service Description

episki is a cloud-based governance, risk, and compliance (GRC) platform that helps security and compliance teams manage programs, assessments, frameworks, controls, tasks, and evidence. The Service is provided on a software-as-a-service basis. These Terms grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service during your subscription term. No software is sold or transferred under these Terms.

3. User Accounts and Security

To use the Service, you must create an account with accurate and complete information. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

You agree to notify us immediately at hello@episki.com if you become aware of any unauthorized use of your account. episki is not liable for losses arising from unauthorized access to your account where you have failed to safeguard your credentials.

4. Billing and Payment

Access to the Service requires a paid subscription. Fees are billed in advance on a monthly or annual basis as selected at the time of purchase. All fees are non-refundable except as expressly stated in these Terms or required by applicable law.

We may change pricing with at least 30 days' written notice before your next billing cycle. Continued use of the Service after a price change takes effect constitutes acceptance of the new pricing.

If payment fails, we may suspend access to the Service until payment is received. Accounts with overdue balances exceeding 30 days may be terminated.

5. Data Ownership and Intellectual Property

Your Data. You retain all rights, title, and interest in the data you submit to the Service, including compliance programs, assessments, controls, evidence, tasks, and any other content you create or upload ("Customer Data"). episki does not claim ownership of Customer Data.

Our Platform. episki and its licensors retain all rights, title, and interest in the Service, including all software, technology, designs, trademarks, and documentation. Nothing in these Terms transfers any intellectual property rights in the Service to you.

Aggregated Data. We may collect anonymized, aggregated usage data that does not identify you or any individual. We may use this data to improve, benchmark, and market the Service.

6. Acceptable Use

You agree not to:

• Use the Service for any unlawful purpose or in violation of any applicable law or regulation.
• Attempt to gain unauthorized access to the Service, other accounts, or related systems.
• Interfere with, disrupt, or degrade the performance of the Service.
• Reverse-engineer, decompile, or disassemble any part of the Service.
• Resell, sublicense, or make the Service available to third parties except as permitted by your subscription plan.
• Upload content that is malicious, infringing, or violates the rights of others.

7. No Compliance Guarantee

episki provides tools and workflows to help you manage compliance programs, but the Service does not guarantee that you will achieve or maintain compliance with any specific framework, regulation, or standard (including but not limited to SOC 2, ISO 27001, HIPAA, PCI DSS, or NIST CSF).

Compliance is ultimately your responsibility. The Service assists with organizing, tracking, and documenting your compliance activities, but the accuracy and completeness of your programs, controls, and evidence depend on the information you provide and the actions you take.

8. Warranties and Disclaimers

episki warrants that the Service will perform materially in accordance with its documentation during your subscription term. If the Service does not meet this warranty, your sole remedy is for us to use commercially reasonable efforts to correct the non-conformity.

EXCEPT AS EXPRESSLY PROVIDED ABOVE, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, EPISKI DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, EPISKI'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE AMOUNTS PAID BY YOU TO EPISKI IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

IN NO EVENT WILL EPISKI BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR BUSINESS OPPORTUNITIES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10. Indemnification

You agree to indemnify, defend, and hold harmless episki and its officers, directors, employees, and agents from any claims, damages, losses, or expenses (including reasonable attorneys' fees) arising from your use of the Service, your violation of these Terms, or your violation of any applicable law or the rights of a third party.

11. Termination and Data Export

Either party may terminate these Terms at any time by providing written notice. Upon cancellation, your access to the Service will continue until the end of your current billing period.

Upon termination, you may request an export of your Customer Data within 30 days. After this period, we may delete your Customer Data in accordance with our data retention practices. episki is not obligated to retain Customer Data beyond 30 days following termination.

episki may suspend or terminate your access immediately if you breach these Terms, fail to pay fees when due, or if continued provision of the Service would violate applicable law.

12. Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, without regard to conflict-of-law principles. Any dispute arising under these Terms will be resolved exclusively in the state or federal courts located in Pennsylvania, and each party consents to the personal jurisdiction of such courts.

13. Modifications

We may update these Terms from time to time. If we make material changes, we will notify you by email or by posting a notice on the Service at least 30 days before the changes take effect. Your continued use of the Service after the effective date of revised Terms constitutes acceptance of those changes.

14. General Provisions

These Terms, together with the Privacy Policy and any order forms or service-specific terms, constitute the entire agreement between you and episki. If any provision is found to be unenforceable, the remaining provisions will remain in full force. Our failure to enforce any right or provision is not a waiver of that right. You may not assign these Terms without our prior written consent. episki may assign these Terms in connection with a merger, acquisition, or sale of assets.

15. Contact

If you have questions about these Terms, contact us at hello@episki.com.

episki, llc · Pennsylvania, USA