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Terms of service

1. Agreement to Terms

These Terms of Service ("Terms") are a binding legal agreement between you (and the organization on whose behalf you act, collectively "Customer," "you," "your") and ArvoDocs LLC, a Texas limited liability company ("ArvoDocs," "Company," "we," "us," "our"), governing your access to and use of the ArvoDocs cloud-based quality management software and related services (the "Service"). By accessing, registering for, or using the Service, you accept these Terms in full. If you are entering into these Terms on behalf of an entity, you represent and warrant that you have authority to bind that entity, and "you" refers to that entity. If you do not agree, do not access or use the Service.

2. Description of Service

ArvoDocs is a cloud-based quality management system (QMS) software platform offering document control, quality event management, supplier management, training records, compliance starter templates, an audit trail, and related functionality. The Service is software-as-a-service: ArvoDocs LLC provides the platform; you provide the inputs, configuration, governance, and operational practices that make the platform useful in your environment. The Service is a tool. It is not your quality system.

3. Accounts and Eligibility

You must provide accurate, current, and complete information when creating an account and keep that information up to date. You are responsible for safeguarding your account credentials and for all activity that occurs under your account. You must notify us immediately of any unauthorized access or use. You must be at least 18 years old and capable of forming a binding contract to use the Service. We may suspend or terminate any account that violates these Terms, our Acceptable Use Policy, or applicable law.

4. Subscription, Billing, and Renewal

The Service is offered under free and paid subscription plans. Paid plans are billed monthly or annually in advance, in U.S. dollars, by the payment method you provide. Fees are non-refundable except as expressly required by law or these Terms. Your subscription will automatically renew for successive periods equal to the then-current term unless you cancel before the renewal date. You may cancel through the in-app billing interface; cancellation takes effect at the end of the then-current billing period and you will retain access through that date. We may change prices, plan features, or plan limits by giving you at least 30 days' prior notice; changes take effect at the start of your next renewal term. Past-due amounts may accrue interest at the lesser of 1.5% per month or the maximum permitted by law, and we may suspend the Service for non-payment.

5. Customer Data and Ownership

You retain all right, title, and interest in and to the data, documents, records, and content you upload to or generate within the Service ("Customer Data"). We claim no ownership of Customer Data. You grant ArvoDocs a worldwide, non-exclusive, royalty-free license to host, store, process, transmit, display, and back up Customer Data solely as necessary to provide, maintain, secure, and support the Service, to comply with law, or as you instruct.

You are solely responsible for the accuracy, quality, legality, and appropriateness of Customer Data, for the means by which you acquired Customer Data, and for any decisions or actions you take based on Customer Data or on outputs of the Service.

Upon termination, Customer Data remains available for export for 90 days, after which it is permanently deleted in the normal course. Backups may persist for a further limited period before being overwritten in the ordinary course of our retention policy.

6. Data Processing

In providing the Service, ArvoDocs acts as a data processor on behalf of Customer (the data controller), processing Customer Data solely for the purpose of delivering and maintaining the Service in accordance with your documented instructions and these Terms. A Data Processing Agreement (DPA) is available upon request from [email protected].

7. Service Level Target

ArvoDocs targets 99.9% monthly uptime for the Service, excluding scheduled maintenance, force majeure, and downtime resulting from your acts or omissions, third-party services, or factors outside our reasonable control. We will use commercially reasonable efforts to provide at least 48 hours' advance notice of scheduled maintenance via email and/or in-app notification.

Service credits: If availability falls below 99.9% in a calendar month, eligible paid customers may request a service credit equal to a pro-rated portion of that month's subscription fee for the unavailable period. Total credits in any month shall not exceed 30% of that month's fees. Credit requests must be submitted in writing within 30 days of the incident. Service credits are your sole and exclusive remedy for any failure to meet the availability target.

8. Intellectual Property

Our platform: ArvoDocs LLC and its licensors own and retain all right, title, and interest in and to the Service, including all software, code, designs, user interfaces, documentation, trademarks, logos, compliance starter templates, sample content, and underlying technology, and all intellectual property rights therein. Except for the limited license granted below, no rights are granted to you by implication, estoppel, or otherwise.

Limited license: Subject to your compliance with these Terms and timely payment of fees, we grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Service during your subscription term for your internal business purposes.

Templates: ArvoDocs-provided compliance starter templates and sample documents are starting points only and are offered as a convenience. Modifications, additions, and customizations you make are Customer Data and are yours. The unmodified templates themselves remain our property.

Restrictions: You shall not, and shall not permit any third party to: (a) reverse engineer, decompile, disassemble, or attempt to derive the source code of the Service except as permitted by applicable law notwithstanding this restriction; (b) modify, adapt, or create derivative works of the Service; (c) sell, resell, rent, lease, sublicense, or otherwise commercially exploit the Service; (d) use the Service to build, train, or improve a competing product or service; (e) circumvent or attempt to circumvent any technical limitations, security mechanisms, usage metering, or access controls; (f) scrape, crawl, or use automated means to access the Service except via documented APIs and within posted rate limits; or (g) remove, alter, or obscure any proprietary notices.

Feedback: If you provide feedback, suggestions, or ideas regarding the Service, you grant ArvoDocs a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate that feedback into the Service without obligation or compensation.

9. Customer Responsibilities — Compliance, Validation, and Operations

Read this section carefully. The Service is designed to assist you in operating a quality management system. It does not replace your quality system, and using it does not make you compliant with any standard.

You are solely responsible for:

  • Determining whether the Service is suitable for your particular use, industry, regulatory framework, and risk profile;
  • Establishing, documenting, implementing, maintaining, and continually improving your quality management system, policies, procedures, training, controls, and recordkeeping practices;
  • Validating the Service for your intended use (including any computer system validation, IQ/OQ/PQ, or equivalent activities required by your regulatory framework — e.g., 21 CFR Part 11, EU Annex 11, GxP, GAMP 5, ISO 13485 §4.1.6, AS9100, FSSC 22000, or any other standard);
  • The accuracy, completeness, integrity, and lawful use of Customer Data, including data uploaded by your users, integrations, or imports;
  • All regulatory submissions, certifications, audits, inspections, complaints, recalls, and dealings with regulators, notified bodies, certification bodies, customers, and other third parties;
  • Compliance with all applicable laws and regulations governing your business, products, services, employees, customers, and data — including health and safety, product liability, privacy, export control, sanctions, and industry-specific regulations;
  • Configuring access controls, password policies, user provisioning and deprovisioning, multi-factor authentication where available, and protecting your account credentials;
  • Reviewing, accepting, and acting upon outputs of the Service before relying on them; and
  • Backing up or exporting Customer Data on a schedule appropriate for your operations.

No regulatory advice: ArvoDocs LLC is not a notified body, certification body, regulatory authority, registrar, auditor, or law firm. Nothing in the Service, in our marketing, in our templates, or in any communication from us constitutes legal advice, regulatory advice, medical advice, financial advice, or professional consulting services. You should consult qualified counsel and qualified regulatory professionals for advice specific to your situation.

High-risk uses: The Service is not designed or intended for any use where failure or inaccuracy could result in personal injury, loss of life, environmental damage, or catastrophic property damage. You acknowledge that the Service is not certified, validated, or warranted for safety-critical, real-time control, or life-support applications, and that any such use is at your sole risk.

Export control and restricted data: You are responsible for compliance with all applicable export-control laws (including the U.S. Export Administration Regulations and International Traffic in Arms Regulations) and economic sanctions. You shall not upload to the Service any technical data, software, or content the export of which is restricted by such laws unless you have made an independent determination that doing so is lawful and the Service is authorized to receive it. ArvoDocs does not represent that the Service is suitable for storing ITAR-controlled technical data, CUI requiring DFARS/CMMC compliance, Protected Health Information requiring a Business Associate Agreement, classified information, or other regulated data unless we have separately agreed in writing.

10. Data Portability and Termination

You may export Customer Data from the Service at any time during your subscription using built-in export functionality (including PDF, CSV, and structured data exports). Upon expiration, cancellation, or termination, Customer Data remains available for export for 90 days, after which it is permanently deleted in the normal course. Migration assistance may be available on request from [email protected] and may be subject to additional fees.

11. Acceptable Use

You agree to use the Service in compliance with all applicable laws and our Acceptable Use Policy. You shall not use the Service in any way that could damage, disable, overburden, or impair the Service or interfere with any other party's use of it.

12. Confidentiality

Each party agrees to treat as confidential any non-public information disclosed by the other party that is designated as confidential or that a reasonable person would understand to be confidential ("Confidential Information"), and to use it only for purposes of these Terms.

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was already known to the receiving party without restriction prior to disclosure; (c) is independently developed by the receiving party without use of the disclosing party's Confidential Information; or (d) is rightfully received from a third party without restriction. Either party may disclose Confidential Information if required by law, court order, or regulator, provided it gives the other prompt notice where legally permitted.

13. Disclaimers — No Warranty

THE SERVICE, INCLUDING ALL CONTENT, TEMPLATES, AND OUTPUTS, IS PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS, AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, ARVODOCS LLC AND ITS LICENSORS DISCLAIM ALL WARRANTIES AND REPRESENTATIONS, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, ACCURACY, COMPLETENESS, QUIET ENJOYMENT, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.

Without limiting the foregoing, ArvoDocs does not warrant that: (a) the Service will be uninterrupted, error-free, or secure; (b) defects will be corrected; (c) the Service or its outputs will meet your requirements or expectations; (d) the Service is suitable for any particular regulatory, certification, or audit outcome; or (e) compliance starter templates, sample documents, or any other content provided through the Service are accurate, current, complete, or sufficient for your purposes. Any reliance you place on the Service or its content is at your own risk.

No regulatory guarantee: Compliance with ISO 13485, ISO 9001, FDA 21 CFR Parts 11/210/211/820/117/121, EU MDR, AS9100, FSSC 22000, SQF, OSHA, HIPAA, or any other standard or regulation is determined by the applicable authority based on your organization's complete quality system, controls, and conduct. Use of the Service does not, by itself, demonstrate or confer compliance with any standard or regulation.

14. Indemnification by Customer

You shall defend, indemnify, and hold harmless ArvoDocs LLC and its affiliates, and each of their respective officers, directors, employees, contractors, agents, successors, and assigns (each an "Indemnified Party"), from and against any and all third-party claims, suits, actions, proceedings, demands, losses, damages, fines, penalties, judgments, settlements, costs, and expenses (including reasonable attorneys' fees and court costs) (collectively, "Losses") arising out of or relating to:

  • your or your users' access to or use of the Service;
  • Customer Data, including any claim that Customer Data infringes, misappropriates, or violates a third party's intellectual property, privacy, publicity, or other rights, or violates applicable law;
  • your products, services, operations, manufacturing, distribution, recalls, regulatory submissions, customer complaints, or interactions with regulators, notified bodies, certifying bodies, customers, suppliers, or other third parties;
  • any regulatory action, audit finding, citation, warning letter, Form 483, recall, withdrawal, fine, or penalty issued to or against you;
  • any claim by your customers, distributors, suppliers, end users, employees, or agents arising from your use of the Service or operation of your business;
  • your violation of these Terms, our Acceptable Use Policy, or applicable law (including export-control, sanctions, privacy, and health-information laws);
  • your negligence, gross negligence, willful misconduct, or fraud; and
  • your failure to validate, configure, secure, or operate the Service appropriately for your environment.

ArvoDocs shall: (i) promptly notify you of any claim for which it seeks indemnification (provided that failure to give prompt notice will not relieve you of your obligations except to the extent you are materially prejudiced); (ii) grant you sole control of the defense and settlement of the claim (provided you shall not settle any claim that imposes any obligation, liability, or admission on an Indemnified Party without our prior written consent, not to be unreasonably withheld); and (iii) provide reasonable cooperation at your expense.

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

(a) Excluded damages. IN NO EVENT SHALL ARVODOCS LLC OR ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES; OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, CUSTOMERS, REGULATORY APPROVALS, CERTIFICATIONS, DATA, USE, OR ANTICIPATED SAVINGS; OR FOR ANY DAMAGES ARISING OUT OF OR RELATING TO (i) REGULATORY ACTIONS, AUDIT OUTCOMES, RECALLS, FINES, OR PENALTIES; (ii) PRODUCT LIABILITY OR PERSONAL INJURY CLAIMS AGAINST YOU; (iii) LOSS, CORRUPTION, OR UNAUTHORIZED ACCESS TO CUSTOMER DATA NOT CAUSED BY OUR GROSS NEGLIGENCE; (iv) BUSINESS INTERRUPTION; (v) FAILURE TO ACHIEVE OR MAINTAIN ANY REGULATORY OR CERTIFICATION STATUS; OR (vi) DECISIONS YOU MAKE BASED ON OUTPUTS OF THE SERVICE — WHETHER ARISING IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, STRICT LIABILITY, OR OTHERWISE, AND EVEN IF ARVODOCS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

(b) Aggregate cap. ARVODOCS LLC'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, REGARDLESS OF THE CAUSE OF ACTION AND THE THEORY OF LIABILITY, SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY YOU TO ARVODOCS UNDER THE SUBSCRIPTION TERM GIVING RISE TO THE CLAIM. FOR FREE PLANS OR EVALUATION USE, ARVODOCS' TOTAL LIABILITY SHALL NOT EXCEED ONE HUNDRED U.S. DOLLARS (US$100).

(c) Essential purpose. THE LIMITATIONS IN THIS SECTION APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE AND ARE A FUNDAMENTAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. THE PARTIES ACKNOWLEDGE THAT THE FEES REFLECT THIS ALLOCATION OF RISK.

(d) Carve-outs from cap (NOT from excluded damages). The cap in (b) does not apply to: your obligation to pay fees due under these Terms; your indemnification obligations under Section 14; or your breach of Section 8 (Intellectual Property — Restrictions). The exclusion of damages in (a) applies to all claims without exception.

(e) Statute of limitations. No claim arising out of or relating to these Terms or the Service may be brought by you more than one (1) year after the cause of action accrues, except where applicable law prohibits a shorter limitations period.

(f) Jurisdictional limits. Some jurisdictions do not allow the exclusion or limitation of certain damages; in those jurisdictions liability is limited to the maximum extent permitted by law.

16. Term, Suspension, and Termination

These Terms remain in effect for so long as you have an account or active subscription. We may suspend or terminate your access to the Service immediately, with or without notice, if: (a) you breach these Terms or our Acceptable Use Policy; (b) you fail to pay fees when due; (c) your account is being used in a manner that risks harm to the Service or other users; (d) we are required to do so by law or regulator; or (e) we discontinue the Service. You may terminate by canceling through the in-app billing interface. Upon termination, your right to use the Service ends, and the provisions of these Terms that by their nature should survive (including Sections 5, 8, 9, 13, 14, 15, 17, and 19–24) shall survive.

17. Force Majeure

Neither party shall be liable for any failure or delay in performance (other than payment obligations) caused by circumstances beyond its reasonable control, including acts of God, natural disasters, pandemic, war, terrorism, riots, government action, power or telecommunications failure, denial-of-service or other cyberattacks, or failures of third-party infrastructure or services. The affected party shall give prompt notice and use commercially reasonable efforts to resume performance.

18. Governing Law and Venue

These Terms are governed by the laws of the State of Texas, U.S.A., without regard to its conflict-of-laws principles. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Travis County, Texas, U.S.A., for any action arising out of or relating to these Terms. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

19. U.S. Government End Users

The Service is "commercial computer software" and "commercial computer software documentation" as those terms are defined in FAR 12.212. Use, duplication, or disclosure by the U.S. Government is subject only to the rights set forth in these Terms.

20. Export Control and Sanctions

You represent and warrant that you are not located in, organized under the laws of, or ordinarily resident in any country or region subject to comprehensive U.S. sanctions, and that you are not on any U.S. government list of restricted parties (including OFAC's Specially Designated Nationals list, the Denied Persons List, the Entity List, or the Unverified List). You shall comply with all applicable export-control and sanctions laws in your use of the Service. The Service may not be used to upload or process information whose export or processing is restricted by such laws unless ArvoDocs has agreed in writing.

21. Assignment

You may not assign or transfer these Terms or any rights or obligations hereunder, by operation of law or otherwise, without ArvoDocs' prior written consent; any attempted assignment in violation of this Section is void. ArvoDocs may assign these Terms in whole or in part to an affiliate or in connection with a merger, acquisition, reorganization, or sale of substantially all of its assets.

22. Notices

Notices to ArvoDocs shall be sent to [email protected]. Notices to you may be sent to the email associated with your account or posted in-app, and are effective upon delivery or posting. You are responsible for keeping your account email current.

23. Changes to Terms

We may update these Terms from time to time. We will notify you of material changes by email and/or in-app notice at least 14 days before they take effect. Continued use of the Service after the effective date constitutes acceptance of the updated Terms. If you do not agree to the updated Terms, your sole remedy is to cancel your subscription before the effective date.

24. Miscellaneous

Severability: If any provision of these Terms is held unenforceable, that provision shall be enforced to the maximum extent permitted and the remaining provisions shall remain in full force and effect.

No waiver: No failure or delay by either party in exercising any right under these Terms operates as a waiver of that right.

Independent contractors: The parties are independent contractors. These Terms create no partnership, joint venture, agency, franchise, employment, or fiduciary relationship.

Third-party beneficiaries: There are no third-party beneficiaries to these Terms.

Headings: Section headings are for convenience only and have no substantive effect.

Entire agreement: These Terms, together with the Privacy Policy, Acceptable Use Policy, and any executed Data Processing Agreement or written order form, constitute the entire agreement between you and ArvoDocs LLC regarding the Service and supersede all prior or contemporaneous agreements, proposals, communications, and understandings, whether written or oral. In the event of a conflict, the order of precedence is: (1) a mutually executed written order form, (2) the DPA, (3) these Terms, (4) the Acceptable Use Policy, (5) the Privacy Policy. No terms in any purchase order or similar document issued by you shall amend, modify, or supplement these Terms.

25. Contact

Questions about these Terms? Email [email protected].