The agreement between Room Two and the professionals who use it.
This is a template, not legal advice. It is written for a US-based SaaS product serving licensed professionals, and it needs review by a lawyer in your state before you publish it. Fields shown in [brackets] must be completed first.
Room Two is operated by [Legal entity name, e.g. Room Two LLC], [Registered business address] ("Room Two", "we", "us"). These Terms of Use are a binding agreement between us and the person or organization that creates an account ("you").
They cover the Room Two website, the application you sign in to, and every recap page you create with it (together, the "Service"). By creating an account or using the Service, you accept these terms. If you are agreeing on behalf of a firm or agency, you confirm you have authority to bind it, and "you" means that organization.
Two related documents form part of this agreement: our Privacy Policy and the practices described on our Security page.
You must be at least 18 and legally able to enter a contract. You must provide accurate account information and keep it current.
You are responsible for everything that happens under your credentials. Keep your password confidential, do not share a seat with another person, and tell us promptly at security@roomtwo.co if you believe your account has been accessed by someone else.
Seats are per named individual. Agency plans include a set number of seats; each additional person needs their own.
Room Two is a documentation and delivery tool. It takes what you tell it about a meeting you conducted and produces a private page you review, approve and send.
Every recap page is your communication with your client. You are solely responsible for its accuracy, for its compliance with the rules that govern you, and for the advice it summarizes. The Service is a drafting aid, not a substitute for your professional judgment or your firm's review process.
You are responsible for knowing and following the rules that apply to your license, your firm and your jurisdiction. That includes, where applicable, insurance advertising and illustration rules, CMS marketing requirements for Medicare-related communications, SEC or FINRA advertising and recordkeeping rules, state privacy and consumer protection law, and your firm's own supervisory and approval procedures.
Specifically, you agree that:
The Service includes an optional meeting recorder that captures audio and produces a transcript. Recording law varies significantly by state and by country. Some jurisdictions require the consent of every person being recorded; others require only one party's.
You are solely responsible for obtaining any consent the law requires before you record. Room Two shows a consent prompt as a practical reminder, but that prompt is not legal advice and does not establish that valid consent was obtained. If you are unsure of the rule in your state, ask counsel before you record.
You also agree not to record any conversation you are contractually or professionally barred from recording, and to stop recording immediately when asked. Transcripts are machine-generated, are not verbatim, and may contain errors — review any transcript before relying on it or placing its content on a client page.
Content you submit — notes, figures, recipient names, recordings, transcripts and published pages ("Your Content") — belongs to you and your clients. Between you and us, you are the controller of that information and we process it on your instructions to provide the Service. Our handling is described in the Privacy Policy.
You represent that you have the right to submit Your Content and to have us process it, including any consent or notice your clients are owed. You will not submit categories of data the Service is not built for — government identification numbers, full account or card numbers, or protected health information under HIPAA. Room Two is not a HIPAA business associate and does not execute business associate agreements.
You grant us a limited, non-exclusive license to host, process, transmit and display Your Content solely to operate and support the Service for you. We do not use Your Content to train models, and we do not sell it. That license ends when the content is deleted.
You will not:
We may remove content or suspend access where we reasonably believe this section has been breached.
A page is counted when you publish it. Editing, revoking or re-publishing a page for the same recipient does not consume another page. Publishing a page for a different recipient does. Allowances reset at the start of each billing period and do not roll over.
Fees are charged in advance and are stated in US dollars, exclusive of tax. Payments are processed by our payment provider; we do not store your card details. Overage charges for additional pages or seats are billed in arrears on your next invoice.
Subscriptions renew automatically at the end of each term until cancelled. You may cancel at any time from your account settings, effective at the end of the current paid term. You keep access until then.
Fees already paid are non-refundable except where required by law or where we cancel your subscription without cause. Cancelling mid-term does not produce a partial refund.
We may change pricing with at least 30 days' notice before the change takes effect for you. If you do not accept a change, you may cancel before your next renewal.
The Service — including its software, design, templates, wording, and the Room Two name and marks — belongs to us and our licensors. These terms grant you a limited, revocable, non-transferable right to use the Service during your subscription, and nothing more.
If you send us feedback or suggestions, we may use them without obligation or compensation to you. We will not identify you as the source without your permission.
We aim to keep the Service available and to give reasonable notice of planned maintenance, but we do not commit to a specific uptime level unless we have agreed one with you in writing.
We may add, change or remove features. Where a change materially reduces functionality you rely on, we will give reasonable notice. Features marked beta, preview or experimental — including the meeting recorder and automatic drafting — are provided as-is, may change or be withdrawn, and should not be relied on for anything you cannot verify yourself.
You may stop using the Service and close your account at any time.
We may suspend or terminate your access if you materially breach these terms, if your payment fails and is not cured within 10 days of notice, or if we are required to by law. Where the circumstances allow, we will tell you first and give you a chance to fix the problem.
On termination, your published pages stop resolving. We will make an export of your content available for 30 days on request, after which content is deleted in line with the retention periods in our Privacy Policy.
Except as expressly stated in these terms, the Service is provided "as is" and "as available", and we disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, non-infringement, and any warranty arising from course of dealing or usage of trade.
We do not warrant that the Service will be uninterrupted or error-free, that drafts or transcripts will be accurate or complete, or that use of the Service will make your communications compliant with any law, regulation or firm policy. Compliance remains your responsibility.
Some jurisdictions do not allow certain disclaimers, in which case they apply to the fullest extent permitted.
To the fullest extent permitted by law, neither party is liable for indirect, incidental, special, consequential, exemplary or punitive damages, or for lost profits, lost revenue, lost business, or loss of goodwill, even if advised of the possibility.
Our total aggregate liability arising out of or relating to the Service and these terms is limited to the amounts you paid us in the twelve months immediately before the event giving rise to the claim.
These limits do not apply to a party's liability for fraud, willful misconduct, or anything that cannot be limited under applicable law. They allocate risk between us and are a basis of the pricing above.
You will defend and indemnify us against third-party claims, and reasonable costs and damages arising from them, to the extent they arise out of: Your Content; your use of the Service in breach of these terms or applicable law; a recording made without required consent; a claim by your client, your firm, a carrier or a regulator relating to advice you gave or a communication you sent; or your infringement of someone's intellectual property.
We will notify you of the claim, give you control of the defense, and cooperate reasonably at your expense. You will not settle in a way that imposes obligations on us without our consent.
These terms are governed by the laws of [State, e.g. Michigan], without regard to its conflict-of-laws rules. The exclusive venue for any dispute is the state or federal courts located in [County and State, e.g. Wayne County, Michigan], and each party consents to personal jurisdiction there.
Before filing, each party agrees to raise the issue in writing and attempt in good faith to resolve it for 30 days. Either party may seek injunctive relief for misuse of intellectual property or a breach of confidentiality at any time.
We may update these terms. If a change is material, we will give at least 30 days' notice by email or in the application before it takes effect. Continued use after the effective date means you accept the updated terms. If you do not, cancel before then.
The version in force is the one posted here, with its effective date at the top of this page.
These terms, together with the Privacy Policy and any order form we sign with you, are the entire agreement between us on this subject and replace any earlier understanding. If a provision is held unenforceable, the rest stays in effect. A failure to enforce a provision is not a waiver of it. You may not assign this agreement without our consent; we may assign it in connection with a merger, acquisition or sale of assets. Nothing here creates a partnership, agency or employment relationship between us.
Questions about these terms: