Resolve Terms and Conditions

1. Agreement to These Terms

These Terms and Conditions ("Terms") govern your access to and use of Resolve, by Strategic Process Systems ("Resolve"), provided by Strategic Process Systems, LLC ("SPS," "we," "us," or "our").

By creating an account, accessing, or using Resolve, you agree to these Terms. If you do not agree to these Terms, you may not create an account or use Resolve.

If you use Resolve on behalf of a business or other organization, you represent that you are authorized to use Resolve on behalf of that organization and to provide information to Resolve for that purpose.

2. About Resolve

Resolve is a process-improvement application designed to help businesses identify process problems, investigate potential causes, review possible improvements, conduct improvement experiments, track results, and request assistance from SPS.

Resolve provides structured process-improvement guidance and recommendations. Resolve does not guarantee that a diagnosis, recommendation, experiment, or other suggested action will produce a particular business, financial, operational, regulatory, or other result.

You remain responsible for evaluating whether any recommendation or action is appropriate for your organization.

3. Alpha and Pre-Release Use

During the Alpha period, Resolve is a pre-release product under active development.

Alpha features may be incomplete, modified, unavailable, or removed. Data structures, workflows, functionality, and access levels may change as SPS evaluates and improves the product.

You should not rely on Resolve as the sole repository for information that is critical to your business.

SPS may suspend or discontinue Alpha access at any time.

4. Accounts and Account Security

You must provide accurate information when creating and maintaining your Resolve account.

You are responsible for maintaining the confidentiality of your account credentials and for activities conducted through your account.

You may not share credentials in a manner intended to bypass account, user, subscription, or other access limitations.

You must notify SPS if you become aware of unauthorized access to your account.

5. Company Accounts and Authorized Users

Resolve may associate individual users with a company or organization.

Certain users may be given administrative authority to manage their company's Resolve account, including inviting or managing other authorized users. Users with such authority are responsible for exercising it appropriately.

You may access only companies and information that you are authorized to access.

You may not attempt to access another company's account, data, users, diagnostics, findings, recommendations, experiments, reports, or other information without authorization.

6. Information You Provide

You retain ownership of the business information and other content you submit to Resolve ("Customer Content").

You grant SPS permission to host, process, store, reproduce, and otherwise use Customer Content as reasonably necessary to provide, maintain, secure, support, and improve Resolve and SPS services.

You represent that you have the right and authority to provide Customer Content to Resolve.

You should not enter information into Resolve that your organization is prohibited from sharing with SPS or processing through the service.

During Alpha, do not intentionally submit highly sensitive regulated information unless SPS has expressly agreed in writing that Resolve is appropriate for that information.

7. Diagnostics, Recommendations, and Experiments

Resolve uses information supplied by users and application logic to identify potential process issues and suggest possible improvements.

These outputs are intended to support professional judgment, not replace it.

Before implementing a recommendation or experiment, you are responsible for considering its potential effect on your employees, customers, operations, safety, legal obligations, regulatory requirements, finances, and other relevant circumstances.

SPS does not guarantee the accuracy, completeness, suitability, or effectiveness of any diagnostic finding, recommendation, experiment, metric, calculation, or other Resolve output.

8. Consultation Requests

Resolve may allow you to request process-improvement assistance from SPS.

When you choose to submit a consultation request, Resolve may present information that will be included in a consultation report and ask for your consent before transmitting that report to SPS.

Submitting a consultation request does not itself create a consulting engagement or obligate SPS to provide consulting services.

Any paid or formal consulting engagement may be subject to a separate agreement between you or your organization and SPS.

9. Plans, Features, and Usage Limits

Resolve may offer different plans with different features, user allowances, usage limits, or other capabilities.

Available features and limits may depend on the plan assigned to your company.

During Alpha, SPS may provide, change, upgrade, downgrade, or remove Alpha access or plan capabilities without charge.

Any future paid subscription pricing, billing terms, renewal terms, cancellation rights, or payment requirements will be disclosed before users are charged.

No provision of these Terms authorizes SPS to charge you without separately presenting the applicable price and payment terms.

10. Acceptable Use

You may not use Resolve to:

• violate applicable law or the rights of another person or organization;
• gain unauthorized access to another account, company, system, or data;
• interfere with or disrupt Resolve or its supporting systems;
• circumvent security controls, account restrictions, feature restrictions, or usage limits;
• introduce malicious software or harmful code;
• impersonate another person or misrepresent your authority;
• use automated methods to access or extract information from Resolve in a manner that materially interferes with the service; or
• attempt to discover, exploit, or abuse vulnerabilities in Resolve or its supporting systems.

Good-faith reports of suspected security problems to SPS are not prohibited by this section.

11. Intellectual Property

Resolve, including its software, design, workflows, documentation, branding, and SPS-created content, is owned by SPS or its licensors and is protected by applicable intellectual-property laws.

These Terms do not transfer ownership of Resolve or SPS intellectual property to you.

Subject to these Terms, SPS grants you a limited, non-exclusive, non-transferable, revocable right to use Resolve for your organization's legitimate business purposes.

Your Customer Content remains yours as described in Section 6.

12. Feedback

If you voluntarily provide suggestions, ideas, bug reports, comments, or other feedback about Resolve, you permit SPS to use that feedback to develop, improve, and operate Resolve and other SPS products and services without restriction or compensation to you.

13. Availability and Changes

SPS may modify Resolve and its functionality from time to time.

We do not guarantee uninterrupted or error-free availability. Maintenance, technical problems, third-party services, security issues, or product development may temporarily affect access.

During Alpha in particular, features and stored information may be modified as the product evolves.

14. Third-Party Services

Resolve may rely on third-party infrastructure, authentication, hosting, email, payment, scheduling, or other service providers.

Your use of certain integrated third-party services may also be subject to the terms and policies of those providers.

SPS is not responsible for third-party services outside SPS's reasonable control.

15. Disclaimer of Warranties

TO THE FULLEST EXTENT PERMITTED BY LAW, RESOLVE IS PROVIDED "AS IS" AND "AS AVAILABLE."

SPS DISCLAIMS WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY OTHER WARRANTIES THAT MAY OTHERWISE APPLY, WHETHER EXPRESS, IMPLIED, OR STATUTORY.

SPS DOES NOT WARRANT THAT RESOLVE WILL BE ERROR-FREE, UNINTERRUPTED, OR THAT ITS DIAGNOSTICS, RECOMMENDATIONS, EXPERIMENTS, CALCULATIONS, REPORTS, OR OTHER OUTPUTS WILL PRODUCE ANY PARTICULAR RESULT.

16. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, SPS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, BUSINESS OPPORTUNITIES, GOODWILL, OR DATA ARISING FROM OR RELATED TO YOUR USE OF RESOLVE.

TO THE FULLEST EXTENT PERMITTED BY LAW, SPS'S TOTAL LIABILITY ARISING OUT OF OR RELATING TO RESOLVE OR THESE TERMS WILL NOT EXCEED THE GREATER OF: (A) THE AMOUNT YOU PAID SPS SPECIFICALLY FOR RESOLVE DURING THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM; OR (B) $100.

Some jurisdictions do not allow certain limitations of liability, so portions of this section may not apply to you.

17. Indemnification

To the extent permitted by law, you agree to indemnify and hold harmless SPS and its officers, employees, and agents from third-party claims, damages, liabilities, and reasonable expenses arising from your unlawful use of Resolve, your violation of these Terms, or Customer Content you submit without the necessary rights or authority.

18. Suspension and Termination

SPS may suspend or terminate access to Resolve when reasonably necessary to protect Resolve, SPS, other users, or third parties; address suspected unlawful or unauthorized activity; enforce these Terms; or operate the Alpha program.

You may stop using Resolve at any time.

Account termination, company-data deletion, and retention of information may be subject to separate account-management and data-retention procedures.

19. Privacy

SPS's collection and use of personal information in connection with Resolve will be described in the applicable Privacy Policy.

These Terms do not replace the Privacy Policy.

20. Changes to These Terms

SPS may update these Terms as Resolve evolves.

When changes require renewed acceptance, Resolve may require you to review and accept the updated Terms before continuing to use applicable services.

The effective date and version displayed with the Terms identify the version presented to you.

21. Governing Law

These Terms are governed by the laws of the State of Florida, without regard to conflict-of-law principles.

Any dispute arising from these Terms or Resolve will be brought in a court of competent jurisdiction in Florida, except where applicable law requires otherwise.

22. Entire Agreement

These Terms constitute the agreement between you and SPS regarding your use of Resolve except where another written agreement between you and SPS expressly governs a particular service or consulting engagement.

If a provision of these Terms is found unenforceable, the remaining provisions will remain in effect.

Failure by SPS to enforce a provision of these Terms does not waive its right to do so later.

23. Contact

Questions about these Terms may be directed to: