Welcome to SpatialChat!
Our Terms of Service is a contract that governs our customers’ use of the SpatialChat services. It consists of the following documents:
Terms of Service: These contain the core legal and commercial terms that apply to your use of SpatialChat Services.
Your Order Form is the SpatialChat-approved form created following your purchase of our Services. It contains all of the details about your purchase, including terms of your Services’ use, services purchased and your fees.
We’ve aimed to keep these documents as readable as possible, but in some cases for legal reasons, some of the language is necessarily “legalese”.
We update these terms from time to time. You can find archived versions of the documents at the bottom.
These Terms of Service (“Agreement”) are a legally binding agreement between the user of the Services (“User” or “you”) and SpatialChat Ltd., a сompany with its principal place of business at Digeni Akrita, 1, Blue Ocean Building, Mezzanine floor, 3035, Limassol, Cyprus (“SpatialChat”, “we” or “us”). By accessing and using the Services or Website (operated by SpatialChat and located at https://spatial.chat), you acknowledge that you have read, understood, and agree to be bound by the terms of this Agreement. If you are entering into this Agreement on behalf of a business or other legal entity, you represent that you have the authority to bind such an entity to this Agreement, in which case the terms “User”, “you” or “your” shall refer to such entity. If you do not have such authority, or if you do not agree with the terms of this Agreement, you must not accept this Agreement and may not use the Services. You acknowledge that this Agreement is a contract between you and SpatialChat, even though it is electronic and is not physically signed by you, and it governs your use of the Services.
PLEASE READ THESE TERMS OF SERVICE CAREFULLY. IF YOU DO NOT AGREE WITH THESE TERMS, YOU MAY NOT REGISTER OR USE THE SERVICES.
- The “Services” is a software as a service-based online video communication platform that enables you to host online events, online classes, conferences and even parties. If you are using the Website in a visitor (non-registered, non-customer) capacity, then the Services shall also refer to the Website.
- The “Guest” is a person anonymously accessing SpatialChat space without being required to register.
- The “Space” is a dedicated virtual meeting space on the platform. Space created by a User is always free of charge for up to 4 attendees.
- The “Room” is a chat room inside a Space with 50 simultaneous users limit.
- The “Admin” is a person with access to the passworded admin section of the Space, enabling to control the Space access level, content sharing level and the Space customization.
- The “Host” is a Guest with elevated rights (as described herein: https://help.spatial.chat/hc/en-us/articles/360016441939-User-roles-comparison), promoted by Admin.
- The “Event Time” is a time period of the Event hosted by the User, during which attendees visit the Space and use the Services.
- The “Seat” is an ability to host one Guest. For example, to host 30 guests - you need 30 seats.
- The “Event” is a planned social occasion organized by the User on the platform.
- The “Event Termination” is a discontinuing access to the Space upon reaching end time.
- The “Participant-minute” is a minute spent by each of the guests inside a Space. Participant-minutes aren’t consumed while there are no more than 4 guests in a Space with paid participant-minutes Subscription. Whenever participant-minutes expire, all guests will be redirected to the Welcome Screen and will not be able to enter until subscription renewal by the Admin.
- The “Welcome Screen” is an interface that guests see every time they login to the Space.
- The “White-labeling” is an ability to customize Space logo and host Space on 3rd level spatial.chat sub-domain (such as "<your_space_id>.spatial.chat").
2. Use of Services
2.1. Right to Use Services. Subject to the terms and conditions of this Agreement, SpatialChat hereby grants you permission to access and use the Services and the Website solely for your own internal business purposes in accordance with this Agreement and the limitations of the Subscription plan that you select when subscribing to the Services (“Subscription plan”), which may be found at https://spatial.chat/pricing or another URL that we designate. You represent and warrant that: (a) all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are at least 18 years of age and have the capacity and authority to enter into this Agreement; and (d) your use of the Services does not and will not violate any applicable law or regulation. If you are under 18, you may not register or attempt to register for the Services.
2.2. Use of SpatialChat by Minors. The SpatialChat Services are not available to persons under 18. If you did not reach the age of 18 or the age of legal majority in your jurisdiction of residence, you may only use the SpatialChat Services under the supervision of a parent or legal guardian who agrees to be bound by these Terms of Service.
2.3. Support. SpatialChat will use commercially reasonable efforts to provide support in connection with the Services during standard business hours through electronic mail, online resources, or otherwise in accordance with its standard practices (“Customer Support”). Customer Support is available Monday-Friday during standard support hours of 9:00 AM to 7:00 PM (EET). Customer support issues may be communicated via email to email@example.com.
2.4. Use Restrictions. You shall not use the Services for any purposes beyond the scope of the access granted in this Agreement. You shall not at any time, directly or indirectly, and shall not permit any persons to (a) copy, modify, or create derivative works of the Services in whole or in part; (b) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services; (c) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of the Services, in whole or in part; (d) remove any proprietary notices from the Services or (e) use the Services in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any Applicable Law.
2.5. Prohibited Acts. You shall not (a) use the Services to engage in any deceptive, misleading, illegal or unethical marketing activities or activities that otherwise may be detrimental to SpatialChat or places SpatialChat in a position of non-compliance with Applicable Law or SpatialChat certifications; (b) upload to, or store within, the Services (and Personal Information shall not contain) any infringing, obscene, threatening, defamatory, fraudulent, abusive, or otherwise unlawful or tortious material, including material that is harmful to children or violates third party privacy rights; (c) use the Services to store or transmit any viruses, Trojan horses, worms, time bombs, cancel bots, or other computer programming routines or code that may damage or detrimentally interfere with the Services or any data or Personal Information maintained on or in connect with the Services; (d) send or (cause to send) Sensitive Data through the text message relay functionalities available through the Services, and will be liable for any Security Incident in connection with the sending of Sensitive Data through such functionalities by you; (e) conduct any scans or other intrusion testing on or to our Services, or publish any document in this regard without obtaining the prior written consent of SpatialChat.
Additionally, you agree not to:
- Use the Services in any manner that could disable, overburden, damage, or impair the Services or interfere with any other party’s use of the Services, including their ability to engage in real time activities through the Services.
- Use any manual process to monitor or copy any of the material on the Services or for any other unauthorized purpose without our prior written consent.
- Use any device, software, or routine that interferes with the proper working of the Services.
- Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Services, the server on which the Services is stored, or any server, computer, or database connected to the Services.
- Attack the Services via a denial-of-service attack or a distributed denial-of-service attack.
- Take any action that may damage or falsify SpatialChat’s rating.
- Otherwise attempt to interfere with the proper working of the Services.
2.5. Content. You are solely responsible for all data, information, suggestions, text, content and other materials that you upload, post, deliver, provide or otherwise transmit or store to or in connection with the Services (“Content”). SpatialChat has the right, but not the obligation, to monitor the Content, the Services and your use thereof. You agree that we may remove or disable any Content that we in good faith determine violates any applicable law, the terms of this Agreement, or any third party right (including, but not limited to, upon receipt of any claim or allegation by a third party or governmental or regulatory authority relating to such Content) and we may disclose such Content and other information about your use of the Services if legally required to do so provided we will notify you (if not legally prohibited from doing so) in advance of such disclosure of Content which is not already public (through no fault of SpatialChat). You acknowledge and agree that you bear sole responsibility for adequate security, protection and backup of the Content that you post to the Services and you warrant and represent that your Content and your use of your Content will not violate any applicable law or any third party right. SpatialChat will have no liability for any unauthorized access or use of any of your Content, or any corruption, deletion, destruction or loss thereof. You understand and agree that we may monitor your use of the Services as well as the use of the Services by all of our users and that we may use the information gathered in an aggregate and anonymous manner. You agree that we may use and publish such aggregate and anonymized information, provided that such information does not identify you. In addition, we may use the information that you submit to the Services without identifying you for purposes of improving the Services.
3. Fees and Payments
3.1. Fees. For the use of our Paid Services you will be charged the fees set forth in the relevant Subscription Plan or as otherwise agree with SpatialChat in a written ordering document or other writing signed by SpatialChat and you (the "Fees").
3.2. Payment. You shall pay all Fees within 14 calendar days from the date of the applicable invoice, unless otherwise expressly agreed in writing between the parties. For self-serviced subscription plans (Standard and Starter Plans) you will be invoiced immediately upon subscription. You will be reminded three (3) days before self-serviced subscription renewal.
Non-self-service subscriptions: account managers issue an invoice in advance with payment term described in this section.
3.3. Credit Card. To the extent that Fees are billed and paid through a third-party credit card processor, such third party’s standard terms and conditions shall apply.
3.4. Taxes. All Fees and other amounts payable by you under this Agreement are exclusive of taxes, which we will charge as applicable. You agree to pay any taxes applicable to your use of the Services, other than taxes based upon our gross revenues or net income. If you are located in the European Union, all Fees are exclusive of any VAT and you represent that you are registered for VAT purposes in your member state. At our request, you will provide us with the VAT registration number under which you are registered in your member state. If you do not provide us with a VAT registration number prior to your transaction being processed, we will not issue refunds or credits for any VAT that was charged.
3.5. No Deductions or Setoffs. All amounts payable to SpatialChat under this Agreement shall be paid by you to us in full without any setoff, recoupment, counterclaim, deduction, debit, or withhold for any reason (other than any deduction or withholding of tax as may be required by Applicable Law).
3.6. Bank Charges. You are responsible for your own electronic funds transfers, transfer or other related service fees or charges related to payment to SpatialChat.
3.7. Late or Non-Payment. Failure to make any payment when due shall constitute a material breach of this Agreement. In addition to all other remedies available to SpatialChat under this Agreement or under Applicable Law:
3.7.1. You shall reimburse SpatialChat for all reasonable costs incurred by SpatialChat in collecting any late payments or interest, including attorney’s fees, court costs, and collection agency fees;
3.7.2. If such failure continues for 30 (thirty) days following written notice thereof, SpatialChat may suspend performance of the Services until all past due amounts have been paid, without incurring any obligation or liability to you or any other person by reason of such suspension.
3.8. Currency. Except where otherwise expressly provided, all monetary amounts in this Agreement are stated and shall be paid in U.S. Dollars (USD).
Except when required by law, paid fees are non-refundable except provisions below.
4.1 Cancellation Policy
You may cancel your subscription plan at any given time. Subscription will not be refunded. If the Space is under participant-minutes based plan, then it will still be available until all participant-minutes expire or the last billing period ends (whichever happens first). If the Space is under Seat Based Subscription, then it will still be available to access until its last billing period ends.
5. Intellectual Property Rights
As between the parties, SpatialChat retains all intellectual property rights relating to the Services.
You hereby agree to our use of your name, logo other proprietary marks for promotional, informational and advertising purposes. You may revoke your consent by sending a request to firstname.lastname@example.org
7. Copyright Policy
We respect the intellectual property rights of others. It is our policy to respond to any claim that Content posted on Service infringes on the copyright or other intellectual property rights (“Infringement”) of any person or entity.
If you are a copyright owner, or authorized on behalf of one, and you believe that the copyrighted work has been copied in a way that constitutes copyright infringement, please submit your claim via email to [email@example.com](mailto:firstname.lastname@example.org?subject=Copyright%20Infringement), with the subject line: “Copyright Infringement” and include in your claim a detailed description of the alleged Infringement as detailed below, under “DMCA Notice and Procedure for Copyright Infringement Claims”.
You may be held accountable for damages (including costs and attorneys’ fees) for misrepresentation or bad-faith claims on the infringement of any Content found on and/or through Service on your copyright.
8. DMCA Notice and Procedure for Copyright Infringement Claims
You may submit a notification pursuant to the Digital Millennium Copyright Act (DMCA) by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright’s interest;
- a description of the copyrighted work that you claim has been infringed, including the URL (i.e., web page address) of the location where the copyrighted work exists or a copy of the copyrighted work;
- identification of the URL or other specific location on Service where the material that you claim is infringing is located;
- your address, telephone number, and email address;
- a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
- a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
You can contact our Copyright Agent via email at [email@example.com](mailto:firstname.lastname@example.org?subject=DMCA%20Notice)
9.1. When you create an account with us, you guarantee that you are above the age of 18, and that the information you provide us is accurate, complete, and current at all times. Inaccurate, incomplete, or obsolete information may result in the immediate termination of your account on Service.
9.2. You are responsible for maintaining the confidentiality of your account and password, including but not limited to the restriction of access to your computer and/or account. You agree to accept responsibility for any and all activities or actions that occur under your account and/or password, whether your password is with our Service or a third-party service. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.
9.3. You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than you, without appropriate authorization. You may not use as a username any name that is offensive, vulgar or obscene.
9.4. We reserve the right to refuse service, terminate accounts, remove or edit content, or cancel orders at our sole discretion.
10. Error Reporting and Feedback
You may provide us either directly at email@example.com or via third party sites and tools with information and feedback concerning errors, suggestions for improvements, ideas, problems, complaints, and other matters related to our Service (“Feedback”). You acknowledge and agree that: (i) you shall not retain, acquire or assert any intellectual property right or other right, title or interest in or to the Feedback; (ii) SpatialChat may have development ideas similar to the Feedback; (iii) Feedback does not contain confidential information or proprietary information from you or any third party; and (iv) SpatialChat is not under any obligation of confidentiality with respect to the Feedback. In the event the transfer of the ownership to the Feedback is not possible due to applicable mandatory laws, you grant SpatialChat and its affiliates an exclusive, transferable, irrevocable, free-of-charge, sub-licensable, unlimited and perpetual right to use (including copy, modify, create derivative works, publish, distribute and commercialize Feedback in any manner and for any purpose.
The third party sites and tools mentioned above include the following:
Sentry – Sentry is an open-source error tracking solution provided by Functional Software Inc. More information is available here: https://sentry.io/privacy
11. Links to Other Websites
Our Service may contain links to third party web sites or services that are not owned or controlled by SpatialChat.
SpatialChat has no control over, and assumes no responsibility for the content, privacy policies, or practices of any third party web sites or services. We do not warrant the offerings of any of these entities/individuals or their websites.
YOU ACKNOWLEDGE AND AGREE THAT SPATIALCHAT SHALL NOT BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY DAMAGE OR LOSS CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH USE OF OR RELIANCE ON ANY SUCH CONTENT, GOODS OR SERVICES AVAILABLE ON OR THROUGH ANY SUCH THIRD PARTY WEB SITES OR SERVICES.
WE STRONGLY ADVISE YOU TO READ THE TERMS OF SERVICE AND PRIVACY POLICIES OF ANY THIRD PARTY WEB SITES OR SERVICES THAT YOU VISIT.
12. Disclaimer of Warranty
THESE SERVICES ARE PROVIDED BY SPATIALCHAT ON AN “AS IS” AND “AS AVAILABLE” BASIS. SPATIALCHAT MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THEIR SERVICES, OR THE INFORMATION, CONTENT OR MATERIALS INCLUDED THEREIN. YOU EXPRESSLY AGREE THAT YOUR USE OF THESE SERVICES, THEIR CONTENT, AND ANY SERVICES OR ITEMS OBTAINED FROM US IS AT YOUR SOLE RISK.
NEITHER SPATIALCHAT NOR ANY PERSON ASSOCIATED WITH SPATIALCHAT MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SERVICES. WITHOUT LIMITING THE FOREGOING, NEITHER SPATIALCHAT NOR ANYONE ASSOCIATED WITH SPATIALCHAT REPRESENTS OR WARRANTS THAT THE SERVICES, THEIR CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE SERVICES OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE SERVICES OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE SERVICES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.
SPATIALCHAT HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
13. Limitation of Liability
EXCEPT AS PROHIBITED BY LAW, YOU WILL HOLD US AND OUR OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS HARMLESS FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGE, HOWEVER IT ARISES (INCLUDING ATTORNEYS’ FEES AND ALL RELATED COSTS AND EXPENSES OF LITIGATION AND ARBITRATION, OR AT TRIAL OR ON APPEAL, IF ANY, WHETHER OR NOT LITIGATION OR ARBITRATION IS INSTITUTED), WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE, OR OTHER TORTIOUS ACTION, OR ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, INCLUDING WITHOUT LIMITATION ANY CLAIM FOR PERSONAL INJURY OR PROPERTY DAMAGE, ARISING FROM THIS AGREEMENT AND ANY VIOLATION BY YOU OF ANY FEDERAL, STATE, OR LOCAL LAWS, STATUTES, RULES, OR REGULATIONS, EVEN IF SPATIALCHAT HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. EXCEPT AS PROHIBITED BY LAW, IF THERE IS LIABILITY FOUND ON THE PART OF SPATIALCHAT, IT WILL BE LIMITED TO THE AMOUNT PAID FOR THE PRODUCTS AND/OR SERVICES, AND UNDER NO CIRCUMSTANCES WILL THERE BE CONSEQUENTIAL OR PUNITIVE DAMAGES. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE PRIOR LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.
14. Force Majeure
Neither party shall be held liable or responsible to the other party nor be deemed to have defaulted under or breached this Agreement for failure or delay in fulfilling or performing any obligation under this Agreement when such failure or delay is caused by or results from causes beyond the reasonable control of the affected party, including but not limited to fire, floods, embargoes, war, acts of war (whether war is declared or not), insurrections, riots, civil commotions, strikes, lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority; provided, however, that the party so affected shall use reasonable commercial efforts to avoid or remove such causes of nonperformance, and shall continue performance hereunder with reasonable dispatch whenever such causes are removed. Either party shall provide the other party with prompt written notice of any delay or failure to perform that occurs by reason of force majeure. The parties shall mutually seek a resolution of the delay or the failure to perform as noted above.
16.1. SpatialChat may terminate this Agreement, effective on written notice to you, if you: (a) fail to comply with notice of non-payment under section 3.7; or (b) breaches any of its obligations. No users are entitled to refunds upon termination due to breach of this Agreement.
16.2. Either party may terminate this Agreement, effective on written notice to the other party, if the other party materially breaches this Agreement, and such breach: (a) is incapable of cure; or (b) being capable of cure, remains uncured 30 days after the non-breaching party provides the breaching party with written notice of such breach; and
16.3. Either party may terminate this Agreement, effective immediately upon written notice to the other party, if the other party (a) becomes insolvent or is generally unable to pay, or fails to pay, its debts as they become due; (b) files, or has filed against it, a petition for voluntary bankruptcy or otherwise becomes subject, voluntarily or involuntary, to any proceeding under any domestic or foreign bankruptcy or insolvency Law; (c) makes or seeks to make a general assignment for the benefit of its credits; or (d) applies for or has appointed a receiver, trustee custodian, or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business (e ) there is a force majeure (as specified in section 14) event lasting more than 30 days.
16.4. If you wish to terminate your account, you may simply discontinue using Service.
All provisions of Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
17. Governing Law
These Terms shall be governed and construed in accordance with the Laws of Republic of Cyprus without regard to its conflict of law provisions.
Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Service and supersede and replace any prior agreements we might have had between us regarding Service.
18. Changes to Service
We reserve the right to withdraw or amend our Service, and any service or material we provide via Service, in our sole discretion without notice. We will not be liable if for any reason all or any part of Service is unavailable at any time or for any period. From time to time, we may restrict access to some parts of Service, or the entire Service, to users, including registered users.
19. Amendments to Terms
WE MAY CHANGE THE TERMS OF THIS AGREEMENT FROM TIME TO TIME BY POSTING THE UPDATED AGREEMENT ON THE WEBSITE. YOU CAN REVIEW THE MOST CURRENT VERSION OF THIS AGREEMENT AT ANY TIME AT https://spatial.chat/terms OR A SUCCESSOR URL THAT WE MAY DESIGNATE. THE REVISED TERMS AND CONDITIONS WILL BECOME EFFECTIVE IMMEDIATELY AFTER WE POST THE UPDATED TEXT ON THE WEBSITE. IF YOU USE THE SERVICES AFTER SUCH DATE, SUCH USE WILL CONSTITUTE ACCEPTANCE OF THE REVISED TERMS AND CONDITIONS.
20. Waiver and Severability
No waiver by SpatialChat of any term or condition set forth in Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of SpatialChat to assert a right or provision under Terms shall not constitute a waiver of such right or provision.
If any provision of Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of Terms will continue in full force and effect.
Survival. Upon any termination of this Agreement for any reason, all provisions regarding indemnification, warranty, liability and limits thereon, and any provisions which expressly or by their nature are required to survive such termination in order to achieve their purpose, shall so survive until it shall no longer be necessary for them to survive in order to achieve their purpose.
BY USING SERVICE OR OTHER SERVICES PROVIDED BY US, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF SERVICE AND AGREE TO BE BOUND BY THEM.
22. Contact Us
Please send your feedback, comments, requests for technical support by email: firstname.lastname@example.org
For commercial usage of SpatialChat, please contact our sales team.
For legal inquiries by email@example.com