Terms of Service

1. Acceptance of Terms

By accessing, browsing, or using Selec (“the Service”), operated at select.app by Selec (“Company,” “we,” “us,” or “our”), you (“User,” “you,” or “your”) acknowledge that you have read, understood, and agree to be bound by these Terms of Service (“Terms”) and our Privacy Policy. If you are accepting on behalf of an organization or entity, you represent and warrant that you have the authority to bind that entity to these Terms. If you do not agree to all of these Terms, you must not access or use the Service.

2. Description of Service

Selec provides software for running lotteries, applications, and selection processes, including tools for collecting submissions, running selection algorithms, managing offers and waitlists, and maintaining audit trails. The specific features and functionality of the Service may change at any time in our sole discretion without prior notice.

3. Accounts

You must provide accurate, current, and complete information when creating an account and keep it updated at all times. You are solely responsible for maintaining the confidentiality and security of your account credentials and for all activities that occur under your account, whether or not authorized by you. You must notify us immediately of any unauthorized use of your account. We are not liable for any loss or damage arising from your failure to safeguard your account credentials.

4. Organizations

The Service is scoped to organizations. Organization administrators are solely responsible for managing team members, permissions, billing, and all activities conducted through their organization. The organization administrator assumes full responsibility for ensuring that all uses of the Service by the organization and its members comply with these Terms and all applicable laws and regulations, including any data protection and anti-discrimination laws. Each organization must maintain an active paid subscription to use the Service.

5. Subscriptions and Billing

The Service is offered through paid subscription plans. Pricing is published on the pricing page and is subject to change at any time upon thirty (30) days' notice. All fees are non-refundable to the fullest extent permitted by law, including upon cancellation, downgrade, or termination for any reason. You are responsible for all applicable taxes. You may cancel your subscription at any time; cancellation takes effect at the end of the current billing period, and no prorated refunds will be issued for the remainder of the billing cycle. Failure to pay fees may result in immediate suspension or termination of access.

6. Acceptable Use

You represent and warrant that you will not:

• Use the Service for any unlawful purpose or in violation of any applicable laws, regulations, or third-party rights.
• Attempt to gain unauthorized access to any part of the Service, other accounts, computer systems, or networks connected to the Service.
• Interfere with, disrupt, or create an undue burden on the Service or its infrastructure.
• Submit false, misleading, infringing, or fraudulent information through the Service.
• Use the Service to discriminate against individuals in a manner prohibited by applicable law.
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Service.
• Reproduce, modify, distribute, sell, lease, or create derivative works based on the Service without our prior written consent.
• Use any automated means (bots, scrapers, crawlers) to access or collect data from the Service.
• Circumvent, disable, or interfere with any security features or usage limits of the Service.
• Use the Service in any manner that could damage, disable, overburden, or impair the Service.

We reserve the right to determine, in our sole discretion, whether your use of the Service violates this section and to take any action we deem appropriate, including suspension or termination without notice or refund.

7. Intellectual Property

The Service, including all software, designs, text, graphics, logos, interfaces, and other content (excluding User Content), is the exclusive property of Selec and is protected by copyright, trademark, patent, trade secret, and other intellectual property laws. These Terms grant you no right, title, or interest in the Service except for the limited, non-exclusive, non-transferable, revocable license to use the Service in accordance with these Terms.

8. User Content and Data

You retain ownership of all data and content you submit to the Service (“User Content”). By using the Service, you grant us a worldwide, royalty-free, sublicensable, transferable license to use, reproduce, process, adapt, publish, transmit, display, and distribute your User Content solely as necessary to provide, maintain, improve, and develop the Service, generate aggregated anonymized insights, and comply with legal obligations. This license survives termination of your account to the extent necessary to complete these purposes.

You represent and warrant that you have all rights necessary to grant this license, and that your User Content does not infringe or violate the rights of any third party. We are not responsible for any User Content submitted to or through the Service.

9. Third-Party Services

The Service may integrate with or contain links to third-party services, including payment processors, identity providers, and hosting platforms. Your use of any third-party service is governed by that third party's terms and privacy policies. We are not responsible or liable for any third-party services, their content, their privacy practices, or any transactions you enter into with third parties.

10. Disclaimer of Warranties

The Service is provided on an “as is” and “as available” basis, without warranties of any kind, either express or implied. To the fullest extent permitted by applicable law, we disclaim all warranties, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, reliability, and any warranties arising from course of dealing or usage of trade.

We do not warrant that the Service will be uninterrupted, timely, secure, error-free, or free of viruses or other harmful components. We do not warrant that any results obtained from the use of the Service will be accurate, reliable, or meet your requirements. We do not guarantee the integrity of any selection process, lottery, or algorithm result produced through the Service. Any reliance on the Service or its outputs is at your own risk.

11. Limitation of Liability

To the maximum extent permitted by applicable law, in no event shall Selec, its officers, directors, employees, agents, affiliates, successors, or assigns be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including but not limited to damages for loss of profits, goodwill, data, use, or other intangible losses, arising out of or in connection with your access to or use of (or inability to access or use) the Service, whether based on warranty, contract, tort (including negligence), statute, or any other legal theory, even if we have been advised of the possibility of such damages.

Our total aggregate liability to you for all claims arising out of or relating to these Terms or the Service shall not exceed the lesser of (a) the total amount you paid to us for the Service in the three (3) months immediately preceding the event giving rise to the claim, or (b) one hundred U.S. dollars (US$100).

The limitations in this section apply regardless of the form of action and even if remedies provided herein fail of their essential purpose. Some jurisdictions do not allow the exclusion or limitation of certain damages; in such jurisdictions, our liability shall be limited to the greatest extent permitted by law.

12. Indemnification

You agree to defend, indemnify, and hold harmless Selec, its officers, directors, employees, agents, affiliates, successors, and assigns from and against all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or related to: (a) your use of the Service; (b) your User Content; (c) your violation of these Terms; (d) your violation of any applicable law, regulation, or third-party right; (e) any selection process, lottery, or other activity you conduct using the Service; or (f) any dispute between you and any third party, including applicants, submitters, or participants in your selection processes. This indemnification obligation survives termination of these Terms and your use of the Service.

13. Dispute Resolution and Arbitration

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

You and Selec agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Service (“Disputes”) shall be resolved through binding individual arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules, rather than in court. There is no judge or jury in arbitration, and court review of an arbitration award is limited. The arbitration shall be conducted by a single arbitrator. The arbitration shall be held in Wilmington, Delaware, or at another mutually agreed location. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

CLASS ACTION WAIVER: You and Selec agree that any arbitration or court proceeding shall be conducted solely on an individual basis and not as a class, consolidated, or representative action. If for any reason a claim proceeds in court rather than in arbitration, you and Selec each waive any right to a jury trial. If a court or arbitrator determines that this class action waiver is unenforceable, then the entirety of this arbitration provision shall be null and void.

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights or confidential information.

14. Governing Law and Jurisdiction

These Terms and any Disputes shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of laws principles. To the extent that arbitration does not apply, you irrevocably consent to the exclusive jurisdiction and venue of the state and federal courts located in Wilmington, Delaware, and you waive any objection based on inconvenient forum.

15. Service Availability and Modifications

We reserve the right to modify, suspend, or discontinue the Service (or any part thereof), temporarily or permanently, at any time and for any reason, with or without notice. We shall not be liable to you or any third party for any modification, suspension, or discontinuance of the Service. We may impose limits on certain features or restrict access to parts or all of the Service without notice or liability.

16. Termination

We may suspend or terminate your access to the Service immediately, without prior notice or liability, for any reason, including but not limited to a breach of these Terms. Upon termination: (a) all rights and licenses granted to you under these Terms will immediately cease; (b) you must immediately cease all use of the Service; and (c) you remain liable for all amounts owed. We are under no obligation to maintain, export, or return any of your data after termination, and we may delete your data at any time following termination. Sections 7 through 14, 17, and 18 survive termination of these Terms.

17. Force Majeure

We shall not be liable for any failure or delay in performing our obligations under these Terms to the extent that such failure or delay results from circumstances beyond our reasonable control, including but not limited to acts of God, natural disasters, pandemics, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, labor disputes, shortages of transportation, facilities, fuel, energy, labor, materials, failures of third-party service providers or utilities, cyberattacks, or internet or telecommunications failures.

18. General Provisions

Entire Agreement. These Terms, together with the Privacy Policy, constitute the entire agreement between you and Selec regarding the Service and supersede all prior or contemporaneous agreements, understandings, and communications, whether written or oral.

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

No Waiver. Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver must be in writing and signed by an authorized representative of Selec.

Assignment. You may not assign or transfer these Terms or your rights under them without our prior written consent. We may assign these Terms at any time without notice or consent, including in connection with a merger, acquisition, reorganization, or sale of assets.

Notices. We may provide notices to you via email, through the Service, or by posting on our website. Notices to us must be sent to legal@select.app. Notices are effective upon delivery.

Headings. Section headings are for convenience only and do not affect the interpretation of these Terms.

19. Changes to Terms

We reserve the right to modify these Terms at any time at our sole discretion. We will post the revised Terms on the Service and update the “Effective date.” Material changes will be communicated via email or through the Service with at least thirty (30) days' notice. Your continued use of the Service after the revised Terms take effect constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must stop using the Service.

20. Contact

If you have questions about these Terms, contact us at legal@select.app.