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Spout Services Inc.
Effective Date: January 6, 2026
These Terms of Service ("Terms") govern your access to and use of the services, software, and website provided by Spout Services Inc. ("Spout Services," "we," "us," or "our"). By accessing or using our Services, you ("Client," "you," or "your") agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use our Services.
Spout Services provides a utility communication platform that enables utilities to communicate with their customers through SMS, email, and other channels. Our Services include leak detection alerts, regulatory compliance notifications, emergency broadcasts, and other utility-related communications. The specific features and functionality available to you will depend on your subscription plan and service agreement.
2.1 Account Creation. To use our Services, you must create an account by providing accurate, complete, and current information. You represent and warrant that you have the authority to bind your organization to these Terms.
2.2 Account Security. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must immediately notify us of any unauthorized access or security breach. We are not liable for any loss or damage arising from your failure to protect your account credentials.
2.3 Account Information. You agree to keep your account information, including organization name, EIN, address, phone number, and email address, accurate and up to date.
3.1 Customer Consent and Compliance. All customer contact information used by Spout Services must be provided directly by you and must not be obtained through any other means. Messaging from your organization must remain closely related to your utility services. You must comply with all applicable laws and regulations, including but not limited to the Telephone Consumer Protection Act (TCPA), CAN-SPAM Act, and state privacy laws.
3.2 Data Accuracy. You are responsible for the accuracy, quality, and legality of all data you provide to our Services, including customer contact information, consumption data, and other information.
3.3 Prohibited Uses. You may not use our Services to: (a) violate any applicable laws or regulations; (b) infringe on intellectual property rights; (c) transmit harmful, fraudulent, or misleading content; (d) send spam or unsolicited communications; (e) interfere with or disrupt the Services; (f) attempt to gain unauthorized access to our systems; (g) use the Services for any purpose unrelated to legitimate utility operations; or (h) resell or redistribute the Services without our written permission.
3.4 Opt-Out Management. You must honor all customer opt-out requests processed through our platform and maintain compliance with do-not-contact lists. Emergency communications critical to public health and safety may be exempt from opt-out restrictions as permitted by law.
4.1 Fees. You agree to pay all fees specified in your service agreement or subscription plan. Fees are non-refundable except as expressly stated in these Terms or required by law.
4.2 Billing. Unless otherwise agreed, fees are billed in advance on a recurring basis (monthly or annually). You authorize us to charge your designated payment method on each billing cycle.
4.3 Late Payment. If payment is not received by the due date, we may charge late fees and suspend or terminate your access to the Services. Late fees will not exceed the maximum amount permitted by applicable law.
4.4 Fee Changes. We reserve the right to modify our fees upon thirty (30) days' written notice. Your continued use of the Services after the effective date of the fee change constitutes acceptance of the new fees.
5.1 Our Intellectual Property. Spout Services and its licensors retain all rights, title, and interest in and to the Services, including all software, technology, content, trademarks, and intellectual property. These Terms do not grant you any ownership rights in the Services.
5.2 Limited License. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services solely for your internal business purposes.
5.3 Your Data. You retain all rights to the data you provide to the Services. You grant us a limited license to use, process, and store your data solely to provide the Services and as described in our Privacy Policy.
6.1 Privacy Policy. Our collection, use, and disclosure of your information is governed by our Privacy Policy, which is incorporated into these Terms by reference.
6.2 Data Processing. To the extent you provide us with personal information of your customers, you acknowledge that we act as a data processor on your behalf. Our data processing practices are governed by our Data Processing Agreement, which may be executed separately.
6.3 Data Security. We implement reasonable security measures to protect your data, as described in our Privacy Policy. However, no security system is impenetrable, and we cannot guarantee the absolute security of your data.
7.1 Service Availability. We strive to maintain high availability of our Services but do not guarantee uninterrupted access. We may perform scheduled maintenance that temporarily affects service availability, and we will provide advance notice when possible.
7.2 Support. We provide technical support as specified in your service agreement. Support response times and availability may vary based on your subscription plan.
7.3 Service Modifications. We reserve the right to modify, suspend, or discontinue any aspect of the Services at any time, with or without notice. We are not liable to you or any third party for any modification, suspension, or discontinuation of the Services.
8.1 Your Warranties. You represent and warrant that: (a) you have the authority to enter into these Terms; (b) your use of the Services complies with all applicable laws; (c) you have obtained all necessary consents and permissions from your customers; and (d) your data does not violate any third-party rights.
8.2 Disclaimer. THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ANY DEFECTS WILL BE CORRECTED.
9.1 Limitation. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL SPOUT SERVICES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR USE, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9.2 Cap. OUR TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO US IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.
You agree to indemnify, defend, and hold harmless Spout Services and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the Services; (b) your violation of these Terms; (c) your violation of any applicable laws or regulations; (d) your violation of any third-party rights; or (e) your failure to obtain necessary customer consents.
11.1 Term. These Terms commence when you first access the Services and continue until terminated as provided herein.
11.2 Termination by You. You may terminate these Terms at any time by ceasing to use the Services and providing written notice to us. Termination does not relieve you of any payment obligations for services already provided.
11.3 Termination by Us. We may suspend or terminate your access to the Services immediately, without notice, if: (a) you breach these Terms; (b) your account is past due; (c) your use poses a security risk; or (d) we are required to do so by law.
11.4 Effect of Termination. Upon termination, your right to access and use the Services immediately ceases. We will delete or return your data as specified in our Privacy Policy or Data Processing Agreement. Provisions that by their nature should survive termination will survive, including but not limited to payment obligations, intellectual property rights, disclaimers, limitations of liability, and indemnification.
12.1 Informal Resolution. Before filing any claim, you agree to contact us and attempt to resolve the dispute informally. We will attempt to resolve the dispute informally by contacting you via email.
12.2 Governing Law. These Terms are governed by and construed in accordance with the laws of the State of Utah, without regard to its conflict of law provisions.
12.3 Jurisdiction. Any legal action or proceeding arising out of or related to these Terms shall be brought exclusively in the federal or state courts located in Salt Lake County, Utah, and you consent to the personal jurisdiction of such courts.
13.1 Entire Agreement. These Terms, together with our Privacy Policy and any separate service agreement you have entered into with us, constitute the entire agreement between you and Spout Services regarding the Services.
13.2 Amendments. We may modify these Terms at any time by posting the revised Terms on our website and updating the "Effective Date" above. Material changes will be notified to you via email or through the Services. Your continued use of the Services after the effective date of the revised Terms constitutes acceptance of the changes.
13.3 Severability. If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will remain in full force and effect.
13.4 Waiver. No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such provision or any other provision.
13.5 Assignment. You may not assign or transfer these Terms or any rights or obligations hereunder without our prior written consent. We may assign these Terms without your consent in connection with a merger, acquisition, or sale of assets.
13.6 Force Majeure. We are not liable for any failure or delay in performance due to causes beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, or internet service failures.
13.7 Relationship. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and Spout Services.
For questions about these Terms, please contact us at:
Spout Services Inc.
Email: info@spoutservices.com
Address: 2701 N Thanksgiving Way #100, Lehi, UT 84043
