These Terms of Service (the "Terms") are a binding agreement between Shkirap Inc. ("Shkirap", "we", "us" or "our") and the business or other legal entity that creates an account or uses Reshape GTM (formerly "Reshape GTM") (the "Customer", "you" or "your"). They govern your access to and use of Reshape GTM, available at performance.shkirap.com, including the web application, the public demo, related documentation and support (together, the "Service").
If you accept these Terms on behalf of a company or other organization, you represent that you have authority to bind it, and "you" refers to that organization. If you don't have that authority, or don't agree to these Terms, do not use the Service. You accept these Terms by ticking the acceptance box when you create an account or join a workspace, or by using the Service.
1. The Service
1.1 What it does. Reshape GTM is a performance-management tool built on the CAGE framework. It lets you record structured ratings of the people you manage on the CAGE framework (Character, Acumen, Grit and Experience), combine them with results such as quota attainment, and view scores, placements (Star, Compass, Flight risk, Time bomb), trends, comparisons, insights and reports.
1.2 Workspaces and users. The Service is organized into workspaces. The person who creates a workspace is its owner and may invite other users ("Authorized Users"), such as managers. You are responsible for your Authorized Users' compliance with these Terms and for all activity in your workspace.
1.3 Accounts. You must provide accurate account information and keep your credentials confidential. Notify us promptly at the contact address below if you suspect unauthorized access. The Service is intended for business use by people who are at least 18 years old.
1.4 Changes to the Service. We may improve, modify or discontinue features from time to time. If we discontinue the Service as a whole, we will give you reasonable advance notice and an opportunity to export your data.
2. Customer Data
2.1 Ownership. As between you and us, you own all data and content that you or your Authorized Users submit to the Service, including information about your employees, contractors and other individuals you rate ("Employee Data"), ratings, notes, settings and files (together, "Customer Data"). We claim no ownership of Customer Data.
2.2 Roles. For Employee Data and other personal data contained in Customer Data, you are the controller (or "business") and determine why and how it is processed. We act as your processor (or "service provider") and process it only to provide, secure and support the Service, as described in our Privacy Policy and on your documented instructions, which these Terms and your use of the Service's features constitute.
2.3 Your warranties about Employee Data. You represent and warrant that: (a) you have all rights, notices, consents and legal bases required under applicable law (including privacy, data-protection and employment law, and any works-council, union or collective-agreement obligations) to collect Employee Data and to submit it to the Service for processing as described in these Terms and the Privacy Policy; (b) you have provided any notices to the individuals concerned that the law requires; and (c) your collection and use of Customer Data does not violate any law or third-party right.
2.4 Sensitive data. The Service is not designed for, and you agree not to submit, special-category or sensitive personal data (for example, health or medical information, government identification numbers, financial-account numbers, biometric data, or information about race, ethnicity, religion, sexual orientation, disability, union membership or immigration status), or data of anyone under 16. Notes and free-text fields should be limited to job-related performance information.
2.5 License to us. You grant us a worldwide, limited, non-exclusive license to host, copy, process, transmit and display Customer Data only as needed to provide, secure, support and improve the Service and as otherwise permitted by these Terms. We do not sell Customer Data, and we do not use it to build profiles for advertising.
2.6 Aggregated data. We may collect usage data about how the Service is used (for example, feature usage and performance metrics) and may create de-identified, aggregated statistics that do not identify you, your Authorized Users or any individual. We may use those statistics to operate and improve the Service.
2.7 Export and deletion. You can export your people and ratings as CSV and download reports at any time while your workspace is active. Deletion and retention are described in Section 9 and in the Privacy Policy.
3. Decision-support only — not employment advice
3.1 Decision support. CAGE scores, placements, insights, suggested actions and any other outputs of the Service ("Outputs") are generated from the ratings and data that you enter. They are informational decision-support tools only. They are not employment, legal, HR or professional advice, and they are not a determination about any individual.
3.2 You make the decisions. You are solely responsible for all employment and personnel decisions you make, including hiring, compensation, promotion, discipline, performance improvement and termination, whether or not you used the Service or any Output. Do not rely on Outputs as the sole basis for any decision that has legal or similarly significant effects on an individual; such decisions should involve meaningful human review.
3.3 Compliance with law. You are solely responsible for using the Service and Outputs in compliance with all applicable laws, including employment, labor, anti-discrimination, equal-opportunity, privacy, data-protection and automated-decision-making laws. You must not use the Service to discriminate against any person on the basis of a characteristic protected by law, and you are responsible for configuring the framework, characteristics and wording you use so that they are job-related and lawful.
3.4 Accuracy. Outputs depend on the accuracy and completeness of the data you provide and on the framework settings you choose. We do not guarantee that any Output is accurate, complete or suitable for any particular purpose.
4. Acceptable use
You will not, and will not permit anyone to: (a) use the Service in violation of law or third-party rights, or to harass, defame or discriminate against anyone; (b) submit data you don't have the right to submit, or the sensitive data described in Section 2.4; (c) upload malware or attempt to gain unauthorized access to the Service, other accounts or our systems; (d) probe, scan or test the vulnerability of the Service, or bypass security, rate limits or plan limits, except with our prior written permission; (e) interfere with or disrupt the Service or its infrastructure; (f) copy, frame, resell, sublicense or provide the Service to third parties as a service bureau; (g) reverse engineer or decompile the Service, except to the extent the law expressly permits; (h) use the Service or its Outputs to build a competing product; or (i) access the Service through automated means other than features we provide. We may suspend access that we reasonably believe violates this Section or threatens the security or integrity of the Service, and will notify you where practicable.
5. Subscriptions, free trial and payment
5.1 Plans. Paid plans (currently Growth and Pro) are offered on monthly or annual subscriptions at the prices shown on our website or in the app at checkout. Each plan includes the features and limits described there. Currently, Growth covers up to 10 active people, and Pro adds unlimited people, Insights, multiple teams and the Slack integration, plus everything in Growth. A free trial includes Pro features unless we say otherwise when you start it.
5.2 Free trial. New workspaces may be eligible for one 7-day free trial. You must provide a payment method to start the trial. Unless you cancel before the trial ends, the trial automatically converts to the paid subscription you selected, and your payment method will be charged the applicable subscription fee at the end of the trial. One trial per customer.
5.3 Automatic renewal. Subscriptions renew automatically at the end of each billing period (monthly or annually) for the same period at the then-current price, and your payment method will be charged at each renewal, until you cancel. We will notify you in advance of any price increase, which will take effect at your next renewal.
5.4 Cancellation. You can cancel at any time from Billing → Manage billing in the app (our Stripe-hosted billing portal). Cancellation takes effect at the end of the current trial or billing period; you keep access until then, after which the workspace becomes read-only.
5.5 No refunds. Fees are non-refundable, and we do not provide refunds or credits for partial billing periods, unused time, downgrades or unused seats, except where required by law.
5.6 Plan changes. Upgrades, downgrades and interval changes are prorated as shown at the time of the change. Downgrading to a plan with lower limits may require you to reduce usage first. If your workspace moves to a plan that doesn't include a feature (for example, when a Pro subscription or a trial ends), that feature is locked, but the related Customer Data (such as your teams) is kept and is available again if you upgrade.
5.7 Payment processing. Payments are processed by Stripe, Inc. We do not store your full card details. You authorize us and Stripe to charge your payment method for all fees and applicable taxes. Fees exclude taxes, which you are responsible for (other than taxes on our income). If a payment fails, we may retry the charge and, after notice, suspend write access until payment is made.
6. Intellectual property
6.1 Our property. The Service, including its software, design, the CAGE framework content, definitions, interview questions, scoring method, documentation, logos and trademarks, and all improvements to them, are owned by Shkirap or its licensors and are protected by intellectual-property laws. Except for the limited rights expressly granted in these Terms, no rights are granted to you.
6.2 Your right to use the Service. Subject to these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable right during your subscription for your Authorized Users to access and use the Service for your internal business purposes. You may use Outputs and reports generated from your Customer Data for your internal business purposes.
6.3 Feedback. If you send us suggestions or feedback, we may use them without restriction or obligation to you.
7. Confidentiality
Each party will protect the other's non-public information disclosed in connection with the Service with at least reasonable care, use it only to perform under these Terms, and disclose it only to employees, contractors and service providers who need to know it and are bound by similar obligations, or as required by law (with prompt notice where lawful). Customer Data is your confidential information.
8. Security and subprocessors
8.1 Security. We maintain reasonable administrative, technical and physical safeguards designed to protect Customer Data, including encryption in transit (TLS), encryption at rest by our hosting providers, workspace-level access controls enforced in the database, and least-privilege access by our personnel. No system is perfectly secure, and we cannot guarantee absolute security.
8.2 Security incidents. If we become aware of unauthorized access to Customer Data in our systems, we will notify you without undue delay, provide information reasonably available to help you meet your obligations, and take reasonable steps to contain and remediate it.
8.3 Subprocessors. You authorize us to use the subprocessors listed in our Privacy Policy (currently Supabase, Netlify, Stripe and Resend) to provide the Service. We remain responsible for our subprocessors' performance of our obligations, and we will update the list in the Privacy Policy before adding a new subprocessor that processes Customer Data.
9. Term, termination and data retention
9.1 Term. These Terms apply from your first use of the Service until your account and workspace are closed.
9.2 Termination. You may stop using the Service and cancel your subscription at any time. We may suspend or terminate your access if you materially breach these Terms and do not cure the breach within 15 days of notice, immediately for breaches of Section 4 that threaten the Service or others, or if required by law.
9.3 After termination. On cancellation or expiry, your workspace becomes read-only and you can still sign in to view and export your data. You may ask us to delete your workspace at any time by contacting us. We delete Customer Data from our active systems within 30 days of a verified deletion request, and we may delete the data of workspaces that have had no active subscription for 12 months after giving notice. Residual copies in encrypted backups are overwritten in the ordinary course (typically within 30 days thereafter). We may retain limited records as required by law, such as billing and tax records and records of your acceptance of these Terms.
9.4 Survival. Sections 2.3, 2.6, 3, 5.5, 6, 7, 9.3 and 10 through 14 survive termination.
10. Disclaimers
THE SERVICE AND ALL OUTPUTS ARE PROVIDED "AS IS" AND "AS AVAILABLE". TO THE FULLEST EXTENT PERMITTED BY LAW, SHKIRAP DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND ACCURACY, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, OR THAT ANY OUTPUT WILL BE ACCURATE OR APPROPRIATE FOR ANY EMPLOYMENT OR OTHER DECISION. THE PUBLIC DEMO USES FICTITIOUS SAMPLE DATA FOR ILLUSTRATION ONLY.
11. Limitation of liability
11.1 Excluded damages. TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL OR DATA, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, EVEN IF ADVISED OF THEIR POSSIBILITY.
11.2 Cap. TO THE FULLEST EXTENT PERMITTED BY LAW, SHKIRAP'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE FEES YOU ACTUALLY PAID TO SHKIRAP FOR THE SERVICE IN THE TWELVE (12) MONTHS IMMEDIATELY BEFORE THE EVENT GIVING RISE TO THE LIABILITY (OR, IF YOU HAVE PAID NOTHING, ONE HUNDRED U.S. DOLLARS (US$100)).
11.3 Application. These limitations apply to all theories of liability, including contract, tort (including negligence), strict liability and otherwise, and even if a remedy fails of its essential purpose. They do not limit your payment obligations, your obligations under Section 12, or liability that cannot be limited by law.
12. Indemnification
You will defend, indemnify and hold harmless Shkirap and its officers, directors, employees and agents from and against any claims, demands, proceedings, damages, losses, liabilities, fines, penalties, costs and expenses (including reasonable attorneys' fees) brought by a third party (including any of your employees, contractors, candidates or any regulator) arising out of or relating to: (a) Customer Data, including your collection, submission and use of Employee Data, or a breach of your warranties in Section 2.3; (b) any employment or personnel decision you make or action you take, whether or not informed by the Service or any Output; (c) your or your Authorized Users' violation of these Terms or of applicable law, including employment, anti-discrimination and privacy laws; or (d) your use of the Service other than as permitted by these Terms. We will give you prompt notice of the claim, reasonable cooperation at your expense, and control of the defense, provided that you may not settle a claim in a way that imposes any obligation or admission on us without our prior written consent.
13. Governing law and disputes
These Terms are governed by the laws of the State of California, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply. The parties will first try in good faith to resolve any dispute informally by contacting each other at the addresses below. Any dispute not resolved within 30 days will be brought exclusively in the state or federal courts located in San Mateo County, California, and each party consents to the personal jurisdiction of those courts. Either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property or confidential information.
14. General
14.1 Changes to these Terms. We may update these Terms from time to time. We will post the updated version with a new version number and effective date and, for material changes, notify you by email or in the app at least 15 days before they take effect, except where changes are required by law or relate to new features. If you continue to use the Service after the changes take effect, you accept them; we may also ask you to accept them again in the app. If you don't agree, you may cancel your subscription.
14.2 Entire agreement. These Terms, together with the Privacy Policy and any order or plan details shown at checkout, are the entire agreement between the parties about the Service and supersede prior agreements on that subject. If there is a conflict, these Terms control, except that a signed written agreement between you and Shkirap controls over these Terms.
14.3 Assignment. You may not assign these Terms without our prior written consent, except in connection with a merger, acquisition or sale of substantially all of your assets with notice to us. We may assign these Terms in connection with a merger, acquisition, corporate reorganization or sale of assets.
14.4 Other terms. If any provision is held unenforceable, it will be enforced to the maximum extent permitted and the rest remain in effect. Our failure to enforce a provision is not a waiver. Neither party is liable for delays caused by events beyond its reasonable control. The parties are independent contractors. There are no third-party beneficiaries. Notices to you may be sent to the email address on your account; notices to us must be sent to the contact address below.
14.5 Export and sanctions. You will comply with applicable export-control and sanctions laws and will not use the Service in, or provide access to, embargoed countries or restricted persons.
15. Contact
Shkirap Inc. · Menlo Park, California, USA Email: neej@shkirap.com