Terms of Service

1. Acceptance of Terms

By accessing, browsing, or using Countdown Trigger ("Service," "Platform," or "we/us/our"), you ("User" or "you") acknowledge that you have read, understood, and agree to be bound by these Terms of Service ("Terms"), our Privacy Policy, and all applicable laws and regulations. These Terms constitute a legally binding agreement between you and Countdown Trigger.

We reserve the right to modify these Terms at any time. Material changes will be communicated via email or prominent notice on the Service at least 30 days before taking effect. Your continued use of the Service after such notice constitutes acceptance of the modified Terms.

2. Description of Service

Countdown Trigger is an automation platform that triggers user-configured actions (including but not limited to emails, SMS messages, and webhooks) when users fail to check in within specified timeframes ("dead man's switch" functionality).

IMPORTANT: THE SERVICE IS NOT A LEGAL SUBSTITUTE FOR A WILL, TRUST, POWER OF ATTORNEY, HEALTHCARE DIRECTIVE, OR ANY OTHER LEGAL DOCUMENT. The Service does not transfer ownership of any assets, intellectual property, digital accounts, or legal rights. We strongly recommend consulting with a qualified attorney for estate planning, asset transfer, and legal document preparation.

The Service relies on third-party providers for message delivery (including but not limited to Twilio for SMS, email service providers, and cloud infrastructure). We do not guarantee the reliability, availability, or delivery success of these third-party services.

3. Eligibility

You must be at least 18 years of age and have the legal capacity to enter into binding contracts to use this Service. By using the Service, you represent and warrant that you meet these requirements. The Service is not intended for use by minors under 18 years of age.

4. Account Registration and Security

You agree to:

• Provide accurate, current, and complete information during registration
• Maintain and promptly update your account information
• Maintain the security and confidentiality of your login credentials
• Accept responsibility for all activities under your account
• Immediately notify us of any unauthorized use or security breach

You are solely responsible for any actions taken through your account, whether authorized by you or not. We are not liable for any loss or damage arising from your failure to maintain account security.

5. User Responsibilities and Content

You are solely responsible for all content you create, upload, transmit, or configure through the Service, including but not limited to countdown names, descriptions, email content, SMS messages, webhook payloads, and recipient information ("User Content").

You represent and warrant that:

• You have all necessary rights and permissions to use and distribute your User Content
• Your User Content does not violate any third-party rights, including privacy, publicity, intellectual property, or contractual rights
• You have obtained proper consent from all recipients of automated messages
• Your use of the Service complies with all applicable laws and regulations

Message Recipients: You are solely responsible for ensuring that recipients have consented to receive automated communications from you. We are not liable for any claims, damages, or legal actions arising from messages sent through the Service to your designated recipients.

6. Prohibited Uses

You may not use the Service to:

• Send threatening, harassing, defamatory, obscene, or illegal content
• Impersonate others or misrepresent your identity or affiliation
• Distribute malware, viruses, or engage in phishing or fraud
• Send spam or unsolicited commercial messages
• Violate any applicable laws, regulations, or third-party rights
• Interfere with or disrupt the Service or servers
• Attempt to gain unauthorized access to any systems or data
• Circumvent any security measures or usage limits
• Use the Service for any purpose that could result in physical harm to any person
• Engage in activities that could expose us to liability

We reserve the right to investigate and take appropriate action against violations, including terminating accounts and reporting to law enforcement authorities.

7. Payment and Billing

Certain features of the Service require payment. By subscribing to a paid plan, you agree to pay all applicable fees. Subscription fees are billed in advance on a recurring basis and are non-refundable except as required by law.

We reserve the right to change pricing with 30 days' notice. Continued use after a price change constitutes acceptance of the new pricing.

8. Service Availability and Modifications

We strive to maintain high availability but DO NOT GUARANTEE uninterrupted, timely, secure, or error-free operation of the Service. The Service may be subject to limitations, delays, and other problems inherent in the use of the internet and electronic communications.

CRITICAL ACKNOWLEDGMENT: You acknowledge and accept that the Service may fail to trigger actions due to technical failures, third-party service outages, network issues, software bugs, scheduled maintenance, or other factors beyond our control. YOU SHOULD NOT RELY ON THE SERVICE AS YOUR SOLE METHOD FOR TIME-CRITICAL OR LIFE-CRITICAL NOTIFICATIONS.

We reserve the right to modify, suspend, or discontinue any aspect of the Service at any time, with or without notice. We are not liable for any modification, suspension, or discontinuation of the Service.

9. DISCLAIMER OF WARRANTIES

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

WITHOUT LIMITING THE FOREGOING, WE EXPRESSLY DISCLAIM ANY WARRANTIES REGARDING:

• THE RELIABILITY, TIMELINESS, ACCURACY, OR COMPLETENESS OF THE SERVICE
• THAT THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS
• THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE
• THAT ACTIONS WILL BE TRIGGERED AT THE SPECIFIED TIMES
• THAT MESSAGES WILL BE DELIVERED TO RECIPIENTS
• THAT ANY ERRORS OR DEFECTS WILL BE CORRECTED
• THAT THE SERVICE IS FREE OF VIRUSES OR HARMFUL COMPONENTS

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US OR THROUGH THE SERVICE CREATES ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

10. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL COUNTDOWN TRIGGER, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY:

• INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES
• LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES
• COST OF SUBSTITUTE GOODS OR SERVICES
• PERSONAL INJURY OR PROPERTY DAMAGE
• DAMAGES ARISING FROM FAILURE TO TRIGGER ACTIONS OR DELIVER MESSAGES
• DAMAGES ARISING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR DATA
• DAMAGES ARISING FROM THIRD-PARTY CONDUCT OR CONTENT

REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL OUR TOTAL AGGREGATE LIABILITY EXCEED THE GREATER OF: (A) THE TOTAL AMOUNT YOU PAID TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IN SUCH JURISDICTIONS, OUR LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

11. Indemnification

You agree to indemnify, defend, and hold harmless Countdown Trigger and its affiliates, officers, directors, employees, agents, licensors, and service providers from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of the Service
• Your User Content
• Messages sent through your account to recipients
• Your violation of these Terms
• Your violation of any rights of third parties
• Your violation of any applicable laws or regulations
• Any claims by recipients of messages sent through your account
• Any claims by beneficiaries or persons affected by actions triggered through your account

We reserve the right to assume exclusive defense and control of any matter subject to indemnification by you, in which case you agree to cooperate with our defense.

12. Third-Party Services

The Service integrates with and relies upon third-party services, including but not limited to Twilio (SMS), email delivery providers, payment processors, and cloud infrastructure providers. Your use of the Service is also subject to the terms and policies of these third-party providers.

WE ARE NOT RESPONSIBLE FOR THE AVAILABILITY, ACCURACY, OR RELIABILITY OF THIRD-PARTY SERVICES. WE DISCLAIM ALL LIABILITY FOR ANY FAILURES, DELAYS, OR ERRORS CAUSED BY THIRD-PARTY SERVICES.

13. Force Majeure

Neither party shall be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to: acts of God, natural disasters, war, terrorism, riots, embargoes, labor disputes, government actions, power failures, internet or telecommunications failures, third-party service outages, cyberattacks, pandemics, or any other force majeure event.

14. Termination

We may terminate or suspend your account immediately, without prior notice or liability, for any reason, including but not limited to violation of these Terms. Upon termination, your right to use the Service ceases immediately.

You may terminate your account at any time through your account settings. Upon termination, we may delete your data in accordance with our Privacy Policy.

Sections 5 (User Responsibilities), 9 (Disclaimer of Warranties), 10 (Limitation of Liability), 11 (Indemnification), 15 (Arbitration), and 16 (Governing Law) shall survive termination.

15. Dispute Resolution: Binding Arbitration and Class Action Waiver

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

15.1 Informal Resolution

Before initiating any arbitration or court proceeding, you agree to first contact us at legal@countdowntrigger.com and attempt to resolve the dispute informally for at least 30 days.

15.2 Binding Arbitration

If we cannot resolve a dispute informally, you and Countdown Trigger agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Service (collectively, "Disputes") will be resolved exclusively through binding individual arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify.

Arbitration shall be administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules. The arbitration will be conducted in English, and judgment on the award may be entered in any court with jurisdiction.

15.3 Class Action Waiver

YOU AND COUNTDOWN TRIGGER AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, REPRESENTATIVE ACTION, MASS ACTION, OR CONSOLIDATED PROCEEDING. THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS AND MAY NOT PRESIDE OVER ANY FORM OF CLASS OR REPRESENTATIVE PROCEEDING.

15.4 Opt-Out Right

You may opt out of this arbitration agreement by sending written notice to legal@countdowntrigger.com within 30 days of first accepting these Terms. Your notice must include your name, email address, and a clear statement that you wish to opt out of arbitration. If you opt out, you may pursue claims in court, but the class action waiver still applies.

15.5 Exceptions

This arbitration agreement does not apply to: (a) claims for injunctive or equitable relief; (b) claims related to intellectual property infringement; (c) claims that must be brought in court under applicable law; or (d) claims involving sexual assault or sexual harassment.

16. Governing Law and Jurisdiction

These Terms and any disputes arising hereunder shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law principles.

For any disputes not subject to arbitration, you consent to the exclusive jurisdiction and venue of the state and federal courts located in Delaware.

17. General Provisions

17.1 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and Countdown Trigger regarding the Service and supersede all prior agreements and understandings.

17.2 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

17.3 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

17.4 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign our rights and obligations without restriction.

17.5 No Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights in any person, except as expressly provided herein.

18. Contact Information

For questions about these Terms, please contact us at:

Countdown Trigger
Email: legal@countdowntrigger.com