SPONTIGO
Platform Subscription Terms
For properties and management groups that subscribe to the Spontigo platform | Effective: 2026-09-20
These Platform Subscription Terms (the “Subscription Terms”) are between Spontigo, Inc. (“Spontigo”) and the business identified in the Spontigo account through which they are accepted, or in the Order (“Customer” or “You”). They govern Your subscription to the Spontigo platform, whether or not the Order carries a fee.
These Subscription Terms are read together with Spontigo’s Core Platform Terms, available at spontigo.com/terms.html, and the Lodging Partner Agreement, available at spontigo.com/lodging-partner-agreement.html, both of which are incorporated by reference. In the event of conflict regarding the Subscription Services, the order of precedence is: (1) the Order, (2) these Subscription Terms, (3) the Lodging Partner Agreement, and (4) the Core Platform Terms.
How these Terms work: You subscribe to the Spontigo platform on the plan, and at the price if any, shown to You before You subscribe. You and Your team use it to talk with Your guests and customers by email, text, and phone, to build itineraries and sell experiences, and to run Your desk, with help from automation and AI. You decide who You contact and what You send, so You are responsible for it. The platform is provided as available, with no uptime guarantee, and Spontigo may suspend it if You do not pay. |
Capitalized terms not defined here have the meanings given in the Core Platform Terms and the Lodging Partner Agreement. As used in these Subscription Terms:
Customer’s subscription starts when Spontigo accepts the Order or Customer’s first payment succeeds, whichever is first. Unless the Order states a different term, a subscription runs month to month and renews automatically for successive periods of the same length until it is cancelled under Section 11.
Spontigo decides which modules and features are enabled for Customer’s account, consistent with the Order. Spontigo may add, change, or remove features as the platform evolves and has no obligation to maintain any particular feature. Spontigo will not materially reduce the core Subscription Services during a paid period without reasonable advance notice.
Spontigo may let Customer use the Subscription Services without charge for a trial or demonstration. That access is at Spontigo’s discretion, may be limited or ended at any time without notice, and is governed by the trial, demonstration, and beta disclaimer in Section 9 of the Core Platform Terms. When trial access ends, continued use requires a paid subscription, and Spontigo may restrict the account to its settings and billing pages until one is in place.
Customer will pay the Fees in the Order. Recurring Fees are billed in advance for each billing period. Usage charges and pass-through charges are billed in arrears. All Fees are in U.S. Dollars and, except as these Subscription Terms expressly provide, are non-cancellable and non-refundable.
Customer will keep a valid payment method on file. Customer authorizes Spontigo and its payment processor to charge that payment method for all Fees as they come due, including each renewal, without further approval, until the subscription is cancelled. If Spontigo agrees to invoice Customer, invoices are due within fifteen (15) days after the invoice date unless the Order says otherwise.
An Order may include an allowance of text messages, call minutes, phone numbers, AI usage, seats, or other metered items. Spontigo may express an allowance in credits, a unit it converts usage into at the rates it publishes in the Services, and may change those rates on notice under Section 3.5. Use beyond the allowance is charged at the rates in the Order or, if none are stated, at Spontigo’s then-current rates. Carrier surcharges, messaging registration fees, and similar third-party charges incurred for Customer’s account are passed through to Customer. Unused allowances do not roll over. Usage shown in the Services may be an estimate. Spontigo’s usage records, including its reasonable estimates, control absent manifest error, and Spontigo may limit or throttle use that materially exceeds the allowance or threatens the platform.
Fees do not include taxes. Customer is responsible for all sales, use, value-added, withholding, and similar taxes on its subscription, other than taxes on Spontigo’s net income, and Spontigo may add them to the amounts it charges.
Spontigo may change the Fees by giving Customer at least thirty (30) days’ notice through the portal or by email. The change takes effect at the start of the next billing period after the notice period ends or, for an Order with a committed term, at its next renewal. Pass-through charges change when the third party changes them.
Any amount not paid when due accrues interest from the due date until paid at the rate of one and one half percent (1.5%) per month or the highest rate permitted by law, whichever is lower. Customer will reimburse Spontigo’s reasonable costs of collection, including attorneys’ fees and the fees of any collection agency.
If any amount is ten (10) or more days past due, including because a charge to Customer’s payment method fails, Spontigo may suspend the Subscription Services, in whole or in part, until all past-due amounts are paid. Spontigo may choose not to suspend, or to delay doing so, without waiving the right. Fees continue to accrue during a suspension, and Spontigo is not liable for anything that results from one, including undelivered messages, unanswered calls, or lost bookings.
Customer must notify Spontigo of any disputed charge at support@spontigo.com within thirty (30) days after the charge, or the charge is final. Customer will pay all undisputed amounts on time and will contact Spontigo before disputing a charge with its bank or card issuer. A chargeback of a charge that is consistent with the Order is a breach of these Subscription Terms.
Customer may not withhold or set off any amount against the Fees. Spontigo may set off any amount Customer owes it against any amount Spontigo owes Customer, including any revenue share.
Customer is responsible for its Users, for everything done through its account and its Users’ credentials, and for its Users’ compliance with the Agreement. Customer decides who has access and at what role, will keep that list current, and will remove access promptly when a person leaves. Customer will notify Spontigo promptly at support@spontigo.com of any unauthorized access. Spontigo personnel may access Customer’s account to provide support, to perform services Customer has asked for, to protect the platform, and as the law requires.
Customer is the sender and initiator of every Communication that Customer or its Users send, place, author, schedule, approve, or configure through the Subscription Services, including one-to-one messages, campaigns, templates, automated sequences, and messages drafted by AI Features, whether sent from Customer’s connected mailbox, from a phone number assigned to Customer’s account, or under Customer’s brand. Customer decides who is contacted, by what channel, with what content, and when.
Customer is solely responsible for its Communications complying with all applicable laws, regulations, and industry rules, including the Telephone Consumer Protection Act, the CAN-SPAM Act, the Telemarketing Sales Rule, state telemarketing, mini-TCPA, and privacy laws, Canada’s anti-spam law, GDPR, and carrier and messaging-network rules. Without limiting that, Customer will: (a) obtain, and keep a record of, every consent required for the channel and type of message, including prior express written consent for marketing text messages and calls where required; (b) honor opt-out and do-not-contact requests promptly and not contact a person who has opted out; (c) observe applicable calling and messaging hours; (d) identify itself accurately and keep its Communications truthful and not misleading; and (e) give Spontigo accurate information for any carrier or messaging registration made for its account.
In providing the Subscription Services, Spontigo acts as a technology service provider and transmits Communications at Customer’s direction. Consent fields, suppression lists, opt-out handling, quiet-hour settings, quality checks, and similar features are tools to help Customer. They are not legal advice and do not make a Communication lawful. Spontigo may block, filter, delay, throttle, or decline to send any Communication, and may suspend messaging or calling for Customer’s account, if Spontigo believes a Communication may violate law, carrier rules, or the Agreement, or may harm the platform’s sending reputation. Spontigo does not guarantee that any Communication will be delivered. Carriers, mailbox providers, and networks may filter, block, or delay messages.
Phone numbers Spontigo provisions for Customer’s account are licensed for use during the subscription and are not owned by Customer. On Customer’s written request, and while Customer’s account is paid in full, Spontigo will reasonably cooperate in porting a number out, subject to carrier rules. Spontigo may reclaim and reassign numbers after termination.
Customer chooses whether calls are recorded and what notice callers hear, and records its own voicemail greeting. Customer is solely responsible for giving every notice and obtaining every consent required to record, monitor, or transcribe a call, including under the laws of jurisdictions that require the consent of all parties, and for informing its own Users. Spontigo’s recording and notice settings are tools, not legal advice.
If Customer connects an email mailbox, calendar, phone system, or other third-party account, Customer authorizes Spontigo to access it and to read, send, sync, and store its messages and data as needed to provide the Subscription Services, and represents that it has the authority to grant that access. Customer may disconnect an account at any time. Messages already synced are Customer Data.
Whitelabel Communications that Spontigo itself sends under Full Integration are governed by Section 5.3 of the Lodging Partner Agreement. Every other Communication is governed by this Section 5.
AI Features produce output using machine learning models, including models operated by third parties. Output may be inaccurate, incomplete, out of date, biased, or inappropriate, and may differ each time. It may state things about availability, prices, policies, places, or people that are wrong.
Customer is responsible for reviewing output before relying on it, sending it, or acting on it. Where Customer enables an AI Feature or automation to send Communications or take actions without review, Customer is responsible for the result as if one of its Users had done it. Quality checks and similar safeguards are an aid and do not guarantee that an error will be caught. Output is not legal, medical, safety, financial, or other professional advice.
Customer’s inputs and the resulting output may be processed by third-party model providers acting as Spontigo’s service providers. Spontigo may use inputs and output to operate, secure, and improve the Subscription Services as described in Section 7. TO THE FULLEST EXTENT PERMITTED BY LAW, SPONTIGO HAS NO LIABILITY FOR ANY OUTPUT OF AN AI FEATURE, FOR ANY COMMUNICATION OR ACTION BASED ON IT, OR FOR AN AI FEATURE’S FAILURE TO DETECT OR PREVENT AN ERROR.
As between the parties, Customer owns Customer Data. Customer grants Spontigo a worldwide, royalty-free license to host, copy, process, transmit, display, and modify Customer Data as needed to provide, support, secure, and improve the Subscription Services, to prevent fraud and abuse, and to comply with law. Customer represents that it has all rights, notices, and consents needed for Spontigo to do so.
Spontigo processes personal information in Customer Data as Customer’s service provider and processor, on Customer’s behalf and under the Agreement, and will not sell it. Guest Data remains subject to Section 5 of the Lodging Partner Agreement. Information Spontigo collects directly from a guest who books through the Platform is governed by the Guest Booking Terms and the Spontigo Privacy Policy, not by this Section. Spontigo will enter into a data processing addendum on its standard form at Customer’s request.
Spontigo may create data that is aggregated or de-identified so that it does not identify Customer or any individual. Spontigo owns that data and may use it for any lawful purpose, including analytics, benchmarking, improving the platform, and developing and training models and features.
Spontigo collects data about how Users use the Subscription Services, including page views, actions, performance data, and recordings of sessions within the application, to support Users, fix problems, secure the platform, and improve it. Spontigo owns this usage data.
Spontigo uses third-party service providers to deliver the Subscription Services, including providers of cloud hosting, payment processing, telephone and messaging, email delivery, model inference, error monitoring, and product analytics. Spontigo will provide its current list on request and remains responsible for them as stated in Section 12.6 of the Core Platform Terms.
Customer will not enter payment card numbers, bank account numbers, government-issued identification numbers, health or medical information, or other sensitive or specially regulated data into notes, messages, or other free-text fields. The Subscription Services are not designed for it, and Spontigo has no liability for it.
Information Customer or its Users contribute about a destination, area, local business, activity, or frequently asked question may be used across the platform, including to serve other customers and in guest-facing features. Customer grants Spontigo a perpetual, irrevocable, worldwide, royalty-free, sublicensable license to that content. This Section does not apply to personal information about Customer’s guests or to Customer’s Confidential Information.
For thirty (30) days after a subscription ends, and provided all Fees are paid, Spontigo will on request give Customer a reasonable export of its Customer Data in a standard format. After that period Spontigo has no obligation to keep Customer Data and may delete it, except that Spontigo may retain what it needs to fulfill bookings, what remains in routine backups, and what it must keep to comply with law or to establish or defend legal claims.
If Spontigo personnel work within Customer’s account, including by answering guests, building itineraries, or selling experiences, they do so on Customer’s behalf and within the permissions and instructions Customer sets. Unless an Order expressly says otherwise, Spontigo does not guarantee any response time, conversion rate, revenue, booking volume, or other result. Customer remains responsible for its relationship with its guests.
During the subscription and for twelve (12) months after it ends, Customer will not, directly or through others, solicit for employment or engagement, or hire or engage, any Spontigo employee or contractor who provided services to Customer. General advertising not aimed at Spontigo personnel is not a breach. If Customer hires or engages such a person in breach of this Section, Customer will pay Spontigo a placement fee equal to thirty percent (30%) of that person’s first-year compensation, which the parties agree is a reasonable estimate of Spontigo’s loss and not a penalty.
Customer consents to Spontigo paying commissions, tips, and similar incentives directly to Customer’s Users for bookings they generate, on terms Spontigo sets and may change. Those Users remain Customer’s employees or contractors and are not Spontigo’s. Customer is responsible for its own employment, wage-and-hour, tip, and conflict-of-interest obligations and policies. Spontigo will handle the tax reporting the law requires for payments Spontigo makes. Customer may opt its Users out of incentives by written notice to Spontigo.
The Subscription Services connect to and depend on third-party services, including property management systems, supplier booking systems, email and calendar providers, telephone carriers and messaging networks, payment processors, review sites, and model providers. Customer’s use of those services is governed by its own agreements with them. As stated in Section 9 of the Core Platform Terms, Spontigo is not responsible for them, and a feature that depends on one of them may change or end when it does. Review, reputation, and market data are provided as received from their source, with no assurance that they are complete or correct.
Section 8 of the Core Platform Terms governs availability. Spontigo makes no uptime, response-time, delivery, or other service-level commitment and owes no service credits unless an Order expressly provides them. Spontigo provides support by email and in the application during its normal business hours on a reasonable-efforts basis.
Customer may cancel its subscription by written notice to support@spontigo.com, or through a cancellation function in the portal where Spontigo makes one available. In either case the cancellation must be made by an Authorized Representative and must meet the requirements of Section 8.5 of the Lodging Partner Agreement, which governs who may cancel on Customer’s behalf and what does not count as a cancellation. Administrator access to the account does not by itself make a User an Authorized Representative.
Cancellation takes effect at the end of the then-current paid billing period or, for an Order with a committed term, at the end of that term. Spontigo does not refund Fees for a partial period or for unused services.
Spontigo may terminate a subscription for convenience on thirty (30) days’ notice, in which case Spontigo will refund any prepaid Fees for the period after termination takes effect. That refund is Customer’s sole remedy for such a termination.
Spontigo may suspend the Subscription Services, in whole or in part and with or without notice, under Section 3.7, under Section 2.3 of the Core Platform Terms, or if Spontigo reasonably believes that Customer’s use violates Section 5, is fraudulent or unlawful, creates a security risk, or has drawn a complaint, demand, or requirement from a carrier, service provider, or regulator.
Spontigo may terminate a subscription immediately on notice if: (a) any amount is more than thirty (30) days past due; (b) Customer materially or repeatedly breaches the Agreement; (c) a condition that led to a suspension is not cured within ten (10) days; or (d) Customer becomes insolvent, makes an assignment for the benefit of creditors, or becomes subject to bankruptcy or similar proceedings.
When a subscription ends, Customer’s access to the Subscription Services ends, all accrued Fees are immediately due, and Section 7.8 applies. If a subscription with a committed term ends early because of Customer’s breach or non-payment, the Fees for the rest of that term are immediately due as well. Sections 3, 5, 6, 7, 8.2, 12, 13, and 15, and any other provision that by its nature should survive, survive termination.
Spontigo’s rights under this Section 11 are in addition to its rights under the Core Platform Terms and apply without a cure period, notwithstanding Section 8.3 of the Lodging Partner Agreement.
Section 10 of the Core Platform Terms applies to these Subscription Terms. For the Subscription Services, the amount in Section 10.2(I) of the Core Platform Terms is the subscription Fees Customer paid Spontigo in the twelve (12) months before the event giving rise to the claim. Customer’s obligation to pay Fees, interest, and costs of collection is not subject to any cap.
WITHOUT LIMITING THE CORE PLATFORM TERMS, SPONTIGO HAS NO LIABILITY ARISING FROM: (A) CUSTOMER’S COMMUNICATIONS OR THEIR NON-DELIVERY; (B) THE OUTPUT OF AI FEATURES; (C) CALL RECORDING; (D) THIRD-PARTY SERVICES; (E) A SUSPENSION OR TERMINATION PERMITTED BY THE AGREEMENT; OR (F) TRIAL, DEMONSTRATION, OR BETA ACCESS.
In addition to its obligations under Section 11 of the Core Platform Terms and Section 11 of the Lodging Partner Agreement, Customer will defend, indemnify, and hold harmless Spontigo and its officers, directors, employees, agents, affiliates, and contractors from and against any third-party claims, regulatory actions, damages, fines, penalties, liabilities, losses, settlements, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to: (a) Customer’s Communications, including any claim under the Telephone Consumer Protection Act, the CAN-SPAM Act, or any similar federal, state, or foreign law; (b) the recording, monitoring, or transcription of calls for Customer’s account; (c) Customer Data, or Customer’s lack of the rights or consents needed to provide it; (d) the acts and omissions of Customer’s Users; or (e) any claim by Customer’s employees or contractors, including one relating to incentives paid under Section 8.3.
Spontigo may update these Subscription Terms from time to time. Spontigo will give notice of a material change through the portal or by email at least thirty (30) days before it takes effect, unless a shorter period is needed to comply with law or to address a security or abuse risk. Other changes take effect on posting. Continued use of the Subscription Services after a change takes effect constitutes acceptance of it. If Customer does not agree to a material change, its sole remedy is to cancel under Section 11.1 before the change takes effect. Spontigo may also ask Customer to re-accept updated Subscription Terms through the portal and may condition continued access on that acceptance.
The provisions of the Core Platform Terms on governing law, venue, the class action and jury trial waivers, attorneys’ fees, the time limit on claims, equitable relief, force majeure, assignment, subcontractors, severability, waiver, electronic execution, and notice apply to these Subscription Terms. These Subscription Terms, the Order, the Lodging Partner Agreement, and the Core Platform Terms are the entire agreement between the parties regarding the Subscription Services and supersede any prior proposal, quote, or discussion about them. Terms on a purchase order or other document Customer issues have no effect.
These Subscription Terms and any Order may be accepted electronically through the Spontigo portal by any individual with administrator access to Customer’s account, who represents that they are authorized to bind Customer. That acceptance has the same force and effect as an ink signature. Spontigo will retain a record of the version accepted, the accepting individual’s identity, and the date and time of acceptance.