Terms and Conditions

1. Acceptance of Terms

By accessing or using the website https://seamlessams.com/ and the software services provided by Seamless Software LLC ("Seamless AMS", "we", "us"), you agree to comply with and be bound by these Terms and Conditions. If you do not agree to these terms, you are prohibited from using our services.

2. Description of Services & Platform Architecture

Seamless AMS provides a cloud-based, multi-tenant Association Management System (AMS) that allows subscriber organizations ("AMS Tenants") to operate a unified membership and engagement platform. The Platform includes, depending on your subscription tier, the following modules and capabilities:

• Contacts & CRM: Individual and organization records, contact relationships, tags, and configurable custom fields.
• Memberships: Membership plans and tiers, individual and group memberships, enrollment and renewal management, and promotional codes.
• Events & Ticketing: Event creation, registration, attendee types, accompanying guests, scheduling, venues, organizers, sponsors, and on-site attendance/check-in.
• Donations: Fundraising campaigns and donation collection.
• Digital Storefront: Products and variants, shopping carts, orders, shipping, taxes, invoices, and refunds.
• Learning Management: Courses, lessons, quizzes, progress tracking, certificates, and interactive content.
• Communications: Email templates, sending identities, and member communications.
• Reporting & Analytics: Saved reports, analytics queries, and data import/export tools.
• Media & Documents: A media library for uploading and managing files, images, and documents.
• AI-Assisted Tools & Integrations: Optional AI-assisted features and connections to third-party services and payment providers.

3. Billing, Fees, and Commercial Relationships

• Direct Billing Structure: Seamless Software LLC charges and bills AMS Tenants directly for software subscriptions, licensing, and usage tiers according to their specific enterprise agreements. Unless otherwise agreed, subscriptions renew automatically for successive terms, and fees are exclusive of applicable taxes.
• End-User Transactions: Seamless AMS does not charge individual End-Users (members, donors, event attendees, or customers) directly. All commercial transactions—including ticket sales, shop items, donations, and membership dues—are set, managed, and charged by the respective AMS Tenant.
• Refund Policies: Because we do not process direct payments from End-Users, Seamless Software LLC is not responsible for issuing refunds, managing payment disputes, or settling chargebacks for individual events, memberships, or donations. All such disputes must be handled directly between the End-User and the respective AMS Tenant organization.
• Payment Gateway: All authorized payment processing on the platform is integrated through Stripe (and, where enabled, QuickBooks Payments) and subject to the applicable provider's Services Agreement.

4. User Accounts and Security Obligations

• Account Accuracy: AMS Tenants must provide complete and accurate corporate registration and contact details (including primary administrative emails like j.watson@seamlessams.com).
• Credential Security: Users are entirely responsible for safeguarding their login credentials and are encouraged to enable two-factor authentication. Any unauthorized access or suspected data breach must be reported to us immediately.
• Authorized Users: You are responsible for all activity conducted under your account and by the staff and administrators you authorize to access the Platform.
• Prohibited Content & Activities: You agree not to use the platform to transmit malicious code, bypass system security, host fraudulent donation campaigns, send unlawful or unsolicited communications (spam), infringe intellectual property rights, upload unlawful or harmful content, or violate any state, federal, or international laws.

5. Tenant Data and Content

As between you and Seamless Software LLC, you retain ownership of the data and content you and your End-Users upload to or generate within the Platform ("Tenant Data"). You grant us a limited license to host, process, and transmit Tenant Data solely to provide, maintain, secure, and improve the Platform. You are solely responsible for the accuracy and legality of Tenant Data and for obtaining all necessary consents from your End-Users, including in accordance with our Privacy Policy.

6. Third-Party Integrations and Services

The Platform integrates with, and allows you to connect, third-party services such as Stripe, Intuit QuickBooks, Google, Microsoft, and other optional tools (for example, Zapier, Slack, Mailchimp, Zoom, Salesforce, and WordPress). Your use of any third-party service is subject to that provider's terms and privacy policy. Seamless Software LLC is not responsible for the availability, accuracy, security, or performance of any third-party service, and enabling an integration authorizes the associated exchange of data with that provider.

7. Intellectual Property

The Seamless AMS platform, its source code, design elements, UI/UX structure, branding, logos, and proprietary features are the exclusive property of Seamless Software LLC. You are granted a limited, non-exclusive, non-transferable license to access the platform during the term of your active subscription, as further described in our End-User License Agreement. You may not reverse engineer, copy, or redistribute any part of our platform.

8. Service Availability and Modifications

We strive to keep the Platform available and reliable, but we do not guarantee uninterrupted or error-free operation. We may perform maintenance, and we may add, modify, or discontinue features from time to time to improve the service. We will use reasonable efforts to limit disruption from planned maintenance.

9. Disclaimer of Warranties

The Platform is provided on an "as is" and "as available" basis, without warranties of any kind, whether express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Platform will be uninterrupted, error-free, or completely secure.

10. Limitation of Liability

To the maximum extent permitted by applicable law, Seamless Software LLC shall not be liable for any indirect, incidental, special, or consequential damages arising out of system downtime, data loss from unexpected server interruptions, or transaction disputes occurring between AMS Tenants and their End-Users.

11. Indemnification

You agree to indemnify and hold harmless Seamless Software LLC and its officers, employees, and agents from any claims, damages, liabilities, and expenses arising out of your Tenant Data, your use of the Platform, or your violation of these Terms or applicable law.

12. Term and Termination

These Terms remain in effect while you use the Platform or maintain an active subscription. We may suspend or terminate access for violation of these Terms or non-payment. Upon termination, your right to access the Platform ceases. We will make Tenant Data available for export for a reasonable period in accordance with our standard practices, after which it may be deleted.

13. Governing Law and Jurisdiction

These Terms and Conditions, along with any operational disputes, shall be governed by, interpreted, and enforced in accordance with the laws of the United States of America and the State of Maryland, without regard to conflict of law principles. You explicitly agree to submit to the exclusive jurisdiction of the state and federal courts located in Kensington, MD (or the respective county/district courts covering Kensington, MD).

14. Changes to These Terms

We may update these Terms and Conditions from time to time. When we make material changes, we will update the "Effective Date" above and, where appropriate, provide additional notice. Your continued use of the Platform after an update constitutes acceptance of the revised Terms.

15. Contact Information

If you have any operational, billing, or legal questions regarding these Terms, please contact us directly: