Terms of Service

Last modified on 19 May, 2026

These Terms of Service ("Terms") form a binding agreement between you and SigmaHorse LLC ("SigmaHorse," "we," "us," or "our") governing your access to and use of the CircleUp mobile application, website at circleup.now, and related services (collectively, the "Service"). Please read them carefully.

1. Acceptance of Terms

1.1 By creating an account, downloading the app, or otherwise accessing or using the Service, you agree to be bound by these Terms and by our Privacy Policy. If you do not agree, do not use the Service.

1.2 The Service is intended for workplace communication and is licensed by SigmaHorse to organizations ("Customers") for use by their employees, contractors, and other authorized personnel ("End Users"). If you are using the Service on behalf of an organization, you represent that you have authority to bind that organization, and "you" refers to both you individually and the organization.

1.3 If you are an End User accessing the Service through your employer's CircleUp workspace, your use is also subject to any agreement between SigmaHorse and your employer and to your employer's internal policies. In the event of a conflict between these Terms and your employer's agreement with us regarding workspace administration, the employer agreement controls as to the employer; these Terms continue to control your individual use.

2. Eligibility

2.1 Minimum age. End Users must be at least 14 years old to use the Service. The Service is not directed to and may not be used by anyone under 13.

2.2 Contractual capacity; minors. Only individuals who are 18 or older and have legal capacity may accept these Terms on their own behalf or on behalf of an organization. If an End User is under 18, the Customer organization that provisions that End User onto the Service is the contracting party, accepts these Terms on the End User's behalf for purposes of workplace use of the Service, and represents and warrants that (a) the End User is at least 14, (b) the End User's use of the Service complies with all applicable child labor laws (including the Fair Labor Standards Act and any state or local equivalents), and (c) the Customer has obtained any parental or guardian consent required by applicable law (for example, for an employer-managed account holding the minor's work-related communications).

2.3 Workplace context. The Service is designed for use in workplace settings and is not directed to children. See the Privacy Policy for additional details on age and workplace eligibility.

3. Changes to Terms

3.1 We may modify these Terms from time to time. If we make a material change, we will notify you through the Service or by other reasonable means. What constitutes a material change is determined at our reasonable discretion.

3.2 Your continued use of the Service after the effective date of revised Terms constitutes your acceptance of those revised Terms. If you do not agree, you must stop using the Service.

4. Accounts and Workspaces

4.1 Workspace administrators. A Customer organization that subscribes to the Service designates one or more administrators who can invite End Users, assign roles, manage content, and configure workspace settings. Administrators may access, export, deactivate, or delete End User accounts and the content within their workspace.

4.2 End User accounts. To use the Service you may be required to create an account or accept an invitation to a workspace. You must provide accurate and current information and keep it updated. You are responsible for safeguarding your credentials and for all activity that occurs under your account.

4.3 Notification of unauthorized use. Notify us promptly at support@circleup.now if you suspect unauthorized access to your account.

5. The Service

5.1 CircleUp enables managers and other authorized users to record and share short videos and supporting files with their teams, and enables End Users to ask questions about that content through an AI-powered assistant ("AI Assistant") that returns role-aware answers based on the workspace's content. Questions the AI Assistant cannot confidently answer may be escalated to a designated manager.

5.2 We may modify, add, or discontinue features of the Service at any time. We will use commercially reasonable efforts to provide advance notice of material reductions in functionality.

6. Customer Content

6.1 Definition. "Customer Content" means all video recordings, audio, transcripts, files, images, messages, prompts, and other materials that Customers or End Users submit to or generate through the Service. As between you and SigmaHorse, the Customer (and, where applicable, the End User who authored it) retains all ownership of its Customer Content.

6.2 License to SigmaHorse. You grant SigmaHorse a worldwide, non-exclusive, royalty-free license to host, store, transmit, reproduce, modify (e.g., to transcode video, generate transcripts, create embeddings), display, and otherwise use Customer Content solely to (a) operate, maintain, and provide the Service to you and your workspace, (b) prevent or address technical or security issues, (c) comply with law or valid legal process, and (d) improve the Service in aggregated or de-identified form. This license ends when the relevant Customer Content is deleted from the Service, except as needed to complete in-progress operations and to comply with our retention and backup practices described in the Privacy Policy.

6.3 AI processing. You acknowledge and agree that the Service uses automated processing, including third-party large language models and speech-to-text services, to transcribe videos, generate AI Assistant responses, and route questions. AI Assistant output may be inaccurate, incomplete, or out of date and must not be relied upon as a substitute for professional judgment, supervisor instructions, or applicable policies and laws. Managers remain responsible for the content of their videos and for any decisions made based on AI Assistant output.

6.4 No training on Customer Content without permission. SigmaHorse does not use Customer Content to train general-purpose foundation models, and contracts with its AI subprocessors to prohibit such use of Customer Content unless we have obtained the Customer's prior written consent.

6.5 Your responsibility. You are solely responsible for Customer Content you create or upload, including ensuring you have all rights necessary to submit it and to grant the license in Section 6.2, and that it does not violate any law or third-party right.

7. Acceptable Use

You agree not to, and not to permit any End User or third party to:

(a) use the Service in any way that violates applicable law, including labor, employment, wage-and-hour, anti-discrimination, health and safety, privacy, recording-consent, or export-control laws;

(b) upload, post, transmit, or otherwise make available any content that is defamatory, harassing, threatening, hateful, sexually explicit, that depicts minors in a sexualized manner, or that incites violence;

(d) record, transmit, or share audio or video of any person without obtaining the consent required by applicable law in the jurisdictions of all parties to the recording;

(e) upload protected health information, payment card data, government-issued identifiers, or other sensitive personal information except as expressly permitted by your workspace administrator and in compliance with applicable law;

(f) attempt to reverse engineer, decompile, or extract the source code or model weights of any component of the Service, except to the extent applicable law expressly permits;

(g) probe, scan, or test the vulnerability of the Service, breach security or authentication measures, or interfere with the Service or its users;

(h) use any robot, scraper, or other automated means to access the Service or collect Customer Content, other than search engines and public APIs we make available;

(i) use the Service to develop or train a competing product, machine-learning model, or dataset;

(j) misrepresent your identity, role, or affiliation, or impersonate any person; or

(k) use the AI Assistant to generate content that violates this Section 7 or to circumvent its safety measures.

8. Rights and Restrictions; Intellectual Property

8.1 Our intellectual property. The Service, including all software, design, text, graphics, logos, and the CircleUp name, is owned by SigmaHorse or its licensors and is protected by intellectual property and other laws. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for its intended workplace purposes.

8.2 Feedback. If you submit suggestions or feedback about the Service, you grant SigmaHorse a perpetual, irrevocable, worldwide, royalty-free license to use them for any purpose without obligation to you.

8.3 Trademarks. "CircleUp," the CircleUp logo, and SigmaHorse marks are trademarks of SigmaHorse LLC. You may not use them without our prior written consent.

9. Copyright Complaints (DMCA)

9.1 We respond to clear notices of alleged copyright infringement that comply with the U.S. Digital Millennium Copyright Act. To submit a notice, contact us at support@circleup.now and include: identification of the copyrighted work, identification of the allegedly infringing material with sufficient detail for us to locate it, your contact information, a statement of good-faith belief that the use is not authorized, a statement under penalty of perjury that your notice is accurate and that you are authorized to act, and your physical or electronic signature.

9.2 We may remove allegedly infringing content and terminate the accounts of repeat infringers in appropriate circumstances.

10. Content Moderation and Reporting

10.1 SigmaHorse provides reporting mechanisms within the Service for End Users to flag content or behavior that violates these Terms.

10.2 We may, but are not obligated to, review, screen, edit, refuse, or remove any Customer Content, and we may suspend or terminate accounts that violate these Terms. We are not responsible for content posted by users.

11. Workspace Data Access and Export

11.1 Workspace administrators may, consistent with applicable law and employer policies, view and export End User account information and Customer Content within their workspace, including video uploads, AI Assistant chat transcripts, and escalation messages. End Users should not have an expectation of privacy in workplace communications conducted through the Service vis-à-vis their employer.

11.2 Our handling of Customer Content as between SigmaHorse and the Customer is further described in the Privacy Policy and in any data processing agreement between SigmaHorse and the Customer.

12. Third-Party Services

The Service may interoperate with or contain links to third-party services. We are not responsible for the content, policies, or practices of any third party. Your use of third-party services is subject to their terms and privacy policies.

13. SMS Messaging and Mobile Information

13.1 No affiliate marketing. SigmaHorse does not engage in, and the Service is not used for, affiliate marketing, lead generation, the sale of mobile information, or cross-context behavioral advertising. We do not sell, rent, or share mobile phone numbers or SMS opt-in data with third parties or affiliates for marketing or promotional purposes.

13.2 SMS communications. SMS messages sent through the Service — including account verification codes and workspace invitations — are sent only to phone numbers that have been opted in by the End User (for account verification) or by an authorized Customer administrator who has attested to the End User's consent (for workspace invitations). Mobile information collected through SMS will not be shared with third parties or affiliates for marketing or promotional purposes.

13.3 Service providers, not third-party recipients. We use Amazon Web Services' End User Messaging service to deliver SMS messages. AWS acts as a data processor under our direction and is not a third-party recipient of mobile information for marketing or promotional purposes.

13.4 Opt-out and help. End Users may opt out of SMS messages at any time by replying STOP to any message received from the Service. For help, reply HELP to any message or email support@circleup.now. Standard message and data rates may apply.

13.5 Use of the term "affiliates" elsewhere in these Terms. Where these Terms use the word "affiliates" or "corporate affiliates" (for example, in Sections 16, 17, and 19), the term refers to corporate affiliates of SigmaHorse — meaning entities that control, are controlled by, or are under common control with SigmaHorse — and not to marketing partners, advertising affiliates, lead-generation partners, or any third-party marketers.

14. Suspension and Termination

14.1 You may stop using the Service at any time and may request deletion of your account by contacting support@circleup.now. Where you access the Service through an employer workspace, your account is also controlled by that workspace administrator.

14.2 We may suspend or terminate your access to the Service, or any portion of it, at any time if we reasonably believe you have violated these Terms, if doing so is required by law, or to protect the Service or its users.

14.3 Sections 6.2 (residual license needed for completion and backups), 6.5, 8, 9, 13, 15, 16, 17, 18, and 19 survive termination.

15. Disclaimers

15.1 THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

15.2 WITHOUT LIMITING THE FOREGOING, SIGMAHORSE DOES NOT WARRANT THAT THE AI ASSISTANT WILL PRODUCE ACCURATE OR COMPLETE RESPONSES, AND YOU AGREE NOT TO RELY ON THE AI ASSISTANT FOR LEGAL, MEDICAL, SAFETY, OR OTHER PROFESSIONAL ADVICE.

16. Limitation of Liability

16.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL SIGMAHORSE OR ITS CORPORATE AFFILIATES, OFFICERS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR IN CONNECTION WITH THE SERVICE OR THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

16.2 IN NO EVENT WILL OUR AGGREGATE LIABILITY EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID TO SIGMAHORSE FOR THE SERVICE DURING THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY, OR (B) ONE HUNDRED U.S. DOLLARS (USD $100).

16.3 Some jurisdictions do not allow the exclusion or limitation of certain damages, so portions of this Section 16 may not apply to you.

17. Indemnification

To the maximum extent permitted by law, you will indemnify, defend, and hold harmless SigmaHorse and its corporate affiliates, officers, employees, and agents from and against any claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to (a) your Customer Content, (b) your use of the Service, (c) your violation of these Terms, or (d) your violation of any law or third-party right. If you are a Customer organization, this indemnity also applies to acts or omissions of your End Users.

18. Governing Law; Dispute Resolution

18.1 These Terms are governed by the laws of the State of South Carolina, USA, without regard to its conflict-of-laws rules.

18.2 Except for actions to protect intellectual property rights or seek injunctive relief, the parties will attempt in good faith to resolve any dispute through informal discussions before initiating litigation. The exclusive venue for any litigation arising out of or relating to these Terms or the Service is the state and federal courts located in South Carolina, and the parties consent to personal jurisdiction in those courts.

18.3 The U.N. Convention on Contracts for the International Sale of Goods does not apply to these Terms.

19. Miscellaneous

19.1 Entire agreement. These Terms, together with the Privacy Policy and any order form or written agreement between SigmaHorse and a Customer, constitute the entire agreement between the parties regarding the Service.

19.2 Severability. If any provision is held unenforceable, the remaining provisions will remain in full force and effect.

19.3 No waiver. Our failure to enforce any provision is not a waiver of that or any other provision.

19.4 Assignment. You may not assign these Terms without our prior written consent. We may assign these Terms to a corporate affiliate (as defined in Section 13.5) or in connection with a merger, acquisition, or sale of assets.

19.5 Notices. We may send notices through the Service or to the email associated with your account. You may send notices to support@circleup.now.

19.6 Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control.

20. Contact Us

If you have questions about these Terms, contact us at support@circleup.now.

SigmaHorse LLC