Terms of Service — essentials (draft outline)

This is an engineering-drafted outline prepared for legal review, not a finished legal document. It states only facts and figures already fixed in our internal specification, and marks every commercial or legal decision still open as [TBD — …]. It is not a complete set of Terms of Service on its own — a lawyer needs to add the clauses ordinarily required for a SaaS contract that this document doesn’t attempt to draft (see the checklist at the end).

1. The service

SFT Visitor Journeys is a website-analytics service, sold per website (“Site”). A single account (“Organization”) may have any number of Sites, each billed and activated independently.

2. Fees

• Monthly fee: EUR 49.90 per Site, per month, for as long as the Site remains active. There is no setup fee.
• Free trial: the first Site of an Organization starts with a free trial of 7 days. Payment details are collected when the trial starts, and the first monthly fee is charged when it ends, unless the Site is cancelled before. Each Organization gets one free trial; further Sites, and a Site activated again after a cancellation, are charged from the first day.
• Currency: prices are in EUR, net of VAT (added by Stripe Tax at checkout, or reverse-charged for a valid EU business VAT ID). Other currencies are available on request, handled manually outside Stripe Checkout.
• Prices are processed and invoiced through Stripe, including automatic tax calculation and collection where applicable. Payment methods, invoices and (subject to §4 below) cancellation are managed through the Stripe Customer Portal, not through a billing interface of our own.

3. What “active” means

A Site is active, and its data collection endpoints answer normally, while its subscription status is active, trialing, or past_due (the last of these keeps the Site active while Stripe retries the payment, and shows the customer a banner in the dashboard asking them to update their payment method, rather than cutting the Site off immediately). A Site whose subscription is incomplete, incomplete_expired, unpaid, canceled, paused, or that has no billing record at all, is inactive: its tracking endpoint stops recording new data (though the ad-click redirect keeps working for the visitor’s sake, without recording anything), and its dashboard stays readable — showing existing data until it is deleted under the retention schedule in §5 below — with a “Reactivate” option, until then.

4. Cancellation

You can cancel each Site at any time under Billing → Manage billing (the Stripe Customer Portal). Cancellation takes effect at the end of the billing period you’ve already paid for — the Site stays active and keeps recording visits until then, with no partial refund for the remainder of that period. Cancelling during the free trial ends the subscription when the trial ends, and nothing is charged.

[TBD — a lawyer should still confirm and state any minimum term or notice period beyond the above.]

5. Data during and after cancellation

Data collection, retention and deletion for an active Site are described in full in the Data Processing Agreement §5 — visitor IP addresses and user agents after 60 days, all other visit data after 180 days, regardless of billing status.

[TBD — when a Site is cancelled or deleted, does its data get deleted immediately, kept readable for some grace period first (so the customer can export it or reactivate without losing history), or something else? This section and the Data Processing Agreement must state the same answer once decided.]

6. Acceptable use

[TBD — a lawyer should draft the customer’s obligations: the Site must belong to a domain the customer controls or has authorisation to track; the tracking script must not be used to collect data the product isn’t designed to collect (form field values, passwords, etc. — technically prevented by the tracker itself, but worth stating contractually too); the customer is responsible for their own website’s compliance with applicable law, including whether their own cookie/consent banner needs to be adjusted; the customer must not attempt to bypass the service’s rate limits or abuse defences.]

7. Service levels and support

[TBD — not yet designed: is any uptime commitment offered? What support channel and response time?]

8. Data processing agreement

Processing of the customer’s website visitors’ personal data is governed by our Data Processing Agreement. The customer accepts these Terms and the DPA together, once per Site, as part of Stripe Checkout when activating that Site — Checkout requires this acceptance before payment can complete.

9. Sub-processor changes

[TBD — a lawyer should draft the mechanism promised to customers for being told about a new or changed sub-processor (see the matching open item in the Data Processing Agreement §7) — e.g. advance notice by e-mail, with a right to object or terminate.]

10. Liability, warranty, term and termination for cause, governing law and jurisdiction

[TBD — none of this is designed yet. A lawyer needs to draft these from scratch: a liability cap (consistent with the DPA’s §14), a disclaimer of implied warranties appropriate for a SaaS product, the contract’s term and either party’s right to terminate for cause (e.g. non-payment, breach), and governing law and jurisdiction — Austrian law and the courts of Horn/the competent Austrian court would be the conventional default for an Austrian-founded company, but this needs to be confirmed against consumer-protection rules if any customer could be a consumer rather than a business.]

Checklist: sections a lawyer still needs to add or complete

This outline deliberately covers only the commercial terms already decided (per-Site pricing, the free trial, and the open decisions flagged above). A complete Terms of Service document additionally needs, at minimum:

• Full liability, warranty and indemnity clauses (§10)
• Data-at-cancellation policy, matching the Data Processing Agreement (§5)
• Acceptable use policy (§6)
• Service levels and support commitment, if any (§7)
• Sub-processor change notice mechanism (§9)
• Governing law, jurisdiction, dispute resolution (§10)
• Intellectual property (ownership of the customer’s own website data and reports; Smooth Flow Tech’s ownership of the Service itself)
• Confirmation of the exact legal entity name, registered address and company register number operating the Service (also needed in the Data Processing Agreement)