Terms of service

1. What these terms cover

Annuaro is club membership software. It gives a club's officers one place for the member roster, the dues ledger, renewal reminders, member self-service, and dues payment through the club's own payment account. Migration of a club's records out of its current system is part of the offer and runs under a separate written statement of work.

The club may use the service for its own membership administration for as long as it holds an account. Annuaro keeps all rights in the service and the software behind it; these terms transfer none of them.

These terms govern the club's use of the service at annuaro.com and every page, mail, and export the service produces. They apply to the club as an organization. The officer who accepts them on the club's behalf confirms that they hold the authority to bind the club, for example as its treasurer, membership manager, or another officer the club's board has authorized.

By opening a club account, signing in as an officer, or continuing to use the service after a change to these terms, the club accepts them. If the club does not accept them, it must not use the service.

2. The two promises these terms rest on

Two commitments shape everything below, and nothing in these terms overrides them.

Annuaro records the club's money and never holds it. Dues that members pay by card go into the club's own Stripe account, and from there to the club's own bank. Annuaro is never in the flow of funds. We record what the club's payment account reports; we do not collect, hold, route, or disburse the club's money.

The club owns its account and its data. Everything the club and its members enter, and everything the service records about them, belongs to the club. Export works on every plan, at any time, with no fee and no waiting period.

3. Accounts and officers

Opening an account. Annuaro creates each club's account and its first officer login by arrangement with the club. There is no self-service signup.

Officer logins. An officer signs in with an email address and a password. Every officer login carries full rights over the club's account: every officer can read and change every record, export the data, connect or disconnect the payment account, grant or revoke another officer's login from the club's page, and ask us to close the account. The club decides who holds an officer login and is responsible for what those people do with it.

Keeping the account safe. The club must keep its officers' sign-in details private, use an email address each officer controls, and revoke an officer's login from the club's page when that person leaves the role. Tell us at hello@annuaro.com as soon as the club learns of any unauthorized use of an officer login. Annuaro is not responsible for loss that follows from a login the club failed to protect or did not revoke.

Handover. When a treasurer or membership manager hands the role on, any officer grants the new person a login from the club's page and then revokes the old one; the club's last login cannot be revoked, so the new person is added first. A club that loses access to all of its officer logins can contact us; we will restore access to a person the club's board identifies in writing.

Disputes inside the club. Annuaro takes instructions about the club's account from its officers of record. If officers give us conflicting instructions, or the club's board tells us in writing that an officer's authority is disputed, we may hold the account read-only, with export still working, until the board gives us one written instruction. We do not judge the dispute.

Members' sign-in. A member signs in with a one-time link sent to the email address on their record. A member sees and changes their own contact details and reads their own dues history. A member cannot see other members' records or act for the club.

4. The club's data

Ownership. The club owns the roster, the ledger, the notes, the archived records from its previous system, the mail log, and every other record the service keeps on the club's behalf. Annuaro claims no rights in that data beyond what it needs to run the service for the club.

What Annuaro does with it. We use the club's data only to provide the service to the club, to send mail the club asks us to send, to answer the club's support requests, to keep the service secure, and to meet legal obligations. We do not sell it, share it with other clubs, use it for advertising, or use it for any purpose of our own. Our privacy policy at annuaro.com/privacy describes the data we hold, the services that process it for us, and how long it is kept.

The club's responsibilities. The club is responsible for the records it enters and imports. In particular, the club confirms that it has the right to enter each member's details, that it has told its members how the club uses those details, and that it has whatever consent its members' mail requires. A member's request to see, correct, or delete their record goes to the club; Annuaro helps the club answer it.

What the service is not built to hold. The service is for membership records: names, contact details, dues, and the notes a club keeps about a member's standing. The club must not store medical or health information, Social Security or other government identification numbers, bank or card numbers, or passwords in any field, including the notes and the archived records from a previous system.

Export. Any officer can download the club's complete records at any time as a set of plain files: the club, its members, the notes, the archived records, every ledger line with its voids, each member's balance, the mail log, the sending domain, the payment account with its events and any payment not yet matched to a member, and a manifest with row counts. The export is available on every plan and stays available while the club is read-only after a lapse.

Isolation. Each club's data is kept apart from every other club's, and that separation is tested as part of the service. No club, officer, or member can read another club's records through the service.

5. Plans, payment, and renewal

The plans. Annuaro offers two plans. The Free plan holds a roster of up to 25 current members, the public join form, full export, and email support. The Club plan adds unlimited members, the dues ledger, renewal reminders, member self-service, and card dues collection through the club's own payment account. The price of the Club plan, and any other paid arrangement, is stated in the club's written proposal or invoice, not on this page.

Paying for the Club plan. The club pays for one year at a time. An officer pays by card on a hosted invoice page run by our payment provider. Annuaro never sees, logs, or stores a card number. No card is kept on file, and nothing is charged automatically. No discount, coupon, or promotional pricing exists.

Renewal. Renewal is a fresh, deliberate payment each year, never an automatic charge. Before the club's paid-through date we send the next year's invoice to the club's officers along with a reminder, and we send one more reminder on the date itself. A renewal paid early extends the existing paid-through date by a year, so paying early costs the club nothing. The club's renewal price for the plan it holds rises no more than 5 percent over what the club paid the year before, for as long as the club renews without a gap.

Leaving the Club plan early. A club that leaves the Club plan before its year ends may ask for a refund of the unused part of the year on the terms set out in its written proposal. [Counsel: the refund arithmetic is ruled internally and will be carried in the governed pricing record; decide whether the formula belongs on this page once that record exists.]

Taxes. Prices exclude any sales or use tax. Where a tax applies to the club's subscription, the invoice states it.

6. What happens when a Club plan subscription lapses

A club on the Free plan never lapses. For a club on the Club plan, the following runs from the day after its paid-through date.

Days 1 to 60: read-only. Officers and members can sign in and read every record, and export keeps working. Nothing can be added or changed, no reminder mail goes out, and the join form and payment link close, and a member's press on the stop-mail link is not recorded until the club renews.
From day 61: closed. Members can no longer sign in, and an officer who signs in sees only a notice naming the deletion date and our address. The club's data is kept untouched, and the club can ask us for an export at any time.
Twelve months after the lapse date: deletion. We delete the club's account and all of its data, or sooner if the club asks in writing. Deletion is permanent.

A renewal payment at any point before deletion restores the account whole, because nothing is removed before deletion. We do not remove individual records from a lapsed club.

7. Dues collection and the club's payment account

The club's own account. To collect dues by card, the club connects its own Stripe account to the service from inside the club's portal. The account belongs to the club. Stripe's own agreement governs the relationship between the club and Stripe, including identity verification, fees, payouts, refunds, and disputes. The club pays Stripe's fees; Annuaro adds no fee of its own to a dues payment.

How a payment works. Each charge is created directly on the club's account, and the member pays the club. The club is the merchant of record, meaning the business the member is paying: the club's name appears on the member's payment page and statement, and the funds land in the club's account. Annuaro records the outcome that Stripe reports and writes it to the club's ledger.

Refunds and disputes. A refund to a member, and any dispute a member raises with their card issuer, is handled by the club through its own Stripe account. Annuaro records a refund that Stripe reports. A dispute does not change the ledger; if the club loses one, an officer voids the member's card line by hand. Annuaro is not a party to a payment between a member and the club.

Disconnecting. The club can disconnect its payment account from the service at any time. Disconnecting stops new card payments through the service and leaves the club's Stripe account, its balance, and its history intact and under the club's sole control.

8. The dues ledger

The ledger is the club's record of what each member owes and has paid. Its lines come from two places: entries the club's officers make by hand, such as a check or cash payment, a charge, an opening balance, or a void that corrects a mistake, and card payments the club's payment account reports. A line is never deleted; a mistaken line is voided and stays visible with its void.

The club is responsible for reviewing its ledger and reconciling it against its own payment account and bank records. Annuaro records what officers enter and what the payment account reports, but the ledger is a record of the club's money, not the money itself, and a ledger error does not move funds. Section 12 sets the limit of Annuaro's liability for an error in the ledger.

9. Mail sent on the club's behalf

The club's own sending domain. Renewal reminders and cutover notices to members are sent under the club's own domain, using records the club adds at its domain host. That mail carries the club's name, and Annuaro appears only as a small attribution line. A sign-in link a member or officer asks for comes from Annuaro's own address.

Consent and opting out. The club is responsible for having the right to mail each member. Every reminder the service sends on the club's behalf carries a working link for the member to stop the club's mail, and the service honors that choice from then on. A sign-in link a member asks for is sent regardless. An address that hard-bounces is not mailed again. A member who marks the club's mail as spam is treated as having opted out of that club's mail.

No bulk mail. The service sends transactional and reminder mail about a member's own membership. It is not a newsletter or bulk mailing tool, and the club may not use it as one.

10. Migration

Migration of a club's records out of its previous system runs under a written statement of work that the club approves before any step begins. The statement of work sets out what is moved, how the result is verified with the club's officers, and when the club's dues collection switches to its own payment account.

The snapshot. Everything extracted from the previous system is kept as one frozen snapshot in private storage that we control, with a second copy in a separate location. For 60 days after cutover, or after a stopped migration, we do not delete it and we do not change it, and the club can ask for a copy at any time in that window. At the end of the 60 days we delete both copies.

The old system. The club verifies the migrated records against its previous system before it cancels that system. Any charge the club's previous provider makes after the club's payment collection has switched to its own account is a matter between the club and that provider.

11. Acceptable use

The club and its officers must not:

enter records of people the club has no right to hold records about, or use the service for people who are not its members, prospective members, or their contacts;
use the service in any way that breaks a law that applies to the club, including laws on unsolicited mail and on the handling of personal information;
try to reach another club's records, probe the service for weaknesses, or interfere with its operation;
resell the service, license it to others, or run it for the benefit of anyone other than the club; or
use the service to send mail that is not about a member's own membership.

We may suspend an officer login or a club account while we look into a breach of this section, and we will tell the club's officers when we do.

12. Warranties, disclaimers, and limits on liability

What we commit to. We will provide the service with reasonable skill and care, keep the club's data separate from other clubs', keep the club's data available for export as section 4 states, and handle the club's data as our privacy policy states.

Support. Support is by email at hello@annuaro.com. On the Free plan, a person replies within three business days. On the Club plan, a person replies within one business day.

Availability. We work to keep the service available at all times, but we do not promise uninterrupted operation. We may take the service down for maintenance, and we will give the club's officers notice by email when we plan to.

Disclaimer. EXCEPT AS THIS SECTION STATES, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE", AND ANNUARO MAKES NO OTHER WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. ANNUARO DOES NOT WARRANT THAT THE SERVICE WILL BE ERROR-FREE OR THAT THE DUES LEDGER WILL MATCH THE CLUB'S OWN BANK OR PAYMENT ACCOUNT RECORDS WITHOUT REVIEW BY THE CLUB.

Limit on liability. TO THE FULLEST EXTENT THE LAW ALLOWS, ANNUARO'S TOTAL LIABILITY TO THE CLUB FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS, INCLUDING ANY ERROR OR OMISSION IN THE DUES LEDGER, IS LIMITED TO THE AMOUNT THE CLUB PAID ANNUARO FOR THE SERVICE IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM. FOR A CLUB ON THE FREE PLAN, THAT AMOUNT IS ZERO.

No indirect damages. TO THE FULLEST EXTENT THE LAW ALLOWS, ANNUARO IS NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF DUES, REVENUE, DATA, OR GOODWILL, EVEN IF ANNUARO WAS TOLD SUCH DAMAGES WERE POSSIBLE.

What the limits do not cover. Nothing in these terms limits liability for fraud, for gross negligence or willful misconduct, or for anything the law does not allow to be limited.

Third parties. Annuaro is not responsible for the acts of the club's payment provider, the club's domain host, the club's previous membership system, or a member's card issuer, and is not liable for a payment that fails, is refunded, or is disputed between a member and the club.

13. Indemnity

The club will indemnify Annuaro, meaning cover its losses and its reasonable costs, against any third-party claim that arises from records the club entered or imported without the right to do so, from mail the club sent through the service without the right to send it, or from the club's breach of section 11. We will tell the club promptly of any such claim and let the club control its defense, provided the club does not settle in a way that admits fault on Annuaro's part without our written agreement.

14. Ending the relationship

By the club. The club can stop using the service at any time. To leave cleanly: export the records, disconnect the payment account, and write to hello@annuaro.com asking us to close the account. We delete the club's data on request, or under the timeline in section 6 if the club simply lets its subscription lapse.

By Annuaro. We may close a club's account with 30 days' notice by email to its officers if we discontinue the service, or without notice if the club breaches section 11 in a way that harms other clubs, members, or the service. In either case the club keeps its right to export until the account closes, and its payment account stays its own.

What survives. Section 4's ownership and export terms survive until the club's data is deleted. Sections 7, 8, 12, 13, 15, and 16 survive the end of these terms.

15. Governing law and disputes

These terms are governed by the laws of the State of [State], without regard to its conflict-of-laws rules. Before either party brings a claim, it will write to the other describing the dispute, and the parties will try in good faith to resolve it within 30 days. A claim that is not resolved that way is brought in the state or federal courts located in [county, State], and each party consents to their jurisdiction.

16. General terms

Changes to these terms. We may change these terms. For a change that reduces the club's rights or adds to its obligations, we will email the club's officers at least 30 days before it takes effect. The date at the top of this page shows the current version. Use of the service after a change takes effect is acceptance of it.

Changes to the service. We may add to, change, or retire parts of the service. We will not remove the export or change the two promises in section 2.

Notices. Notices to the club go by email to its officers of record. Notices to Annuaro go to hello@annuaro.com. A notice is effective when sent, unless the sender receives a delivery failure.

Entire agreement. These terms, the privacy policy, the club's written proposal or invoice, and any statement of work the club has approved are the whole agreement between the club and Annuaro about the service. If a statement of work or proposal conflicts with these terms, the statement of work or proposal wins for that subject.

Assignment. The club may not transfer its account or these terms to another organization without our written consent, which we will not refuse without reason when a club merges or reorganizes. We may transfer these terms to a successor that takes over the service, and we will tell the club's officers when we do.

Severability and waiver. If a court finds any part of these terms unenforceable, the rest stays in force. A failure to enforce a term does not give up the right to enforce it later.

No third-party beneficiaries. These terms are between the club and Annuaro. A member is not a party to them and gains no right to enforce them, although sections 3 and 9 describe what the service does for members.

Time to bring a claim. Where the law allows, a claim under these terms must be brought within one year after it arises.

Suggestions. If the club or an officer suggests an improvement to the service, Annuaro may use the suggestion without owing anything for it.

Events beyond our control. Neither party is liable for a delay or failure caused by something outside its reasonable control, other than the club's obligation to pay for a subscription it has ordered.

No agency. The parties are independent. Nothing here creates a partnership, joint venture, or agency, and Annuaro is not the club's agent for collecting dues.

17. Contact

Questions about these terms go to hello@annuaro.com.

[Legal entity] [Mailing address]