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Terms of Service
TERMS OF SERVICE
Last Updated: May 13, 2026
1. ACCEPTANCE OF TERMS
These Terms of Use (“Terms”) govern your access to and use of the services provided by Spendly, Inc. d/b/a “Spendly” (“Spendly,” “we,” “us,” or “our”), including our website located at www.getspendly.com and any related applications, platforms, or services (collectively, the “Services”).
By accessing or using the Services, you agree to be bound by these Terms, our Privacy Policy, and any applicable order forms, subscription agreements, or other commercial agreements (collectively, the “Agreement”).
If you do not agree to these Terms, you may not access or use the Services.
2. DESCRIPTION OF SERVICES
Spendly provides a business expense optimization platform that helps organizations identify, analyze, and reduce operating costs.
Our Services include:
• Bill Intelligence, our subscription-based, AI-driven expense analysis and recommendation service; and
• Optional vendor engagement and negotiation services, where we assist in identifying savings opportunities and communicating with vendors on your behalf (with your authorization).
3. BILL INTELLIGENCE
Bill Intelligence is Spendly’s subscription-based software service that analyzes user-provided data, including billing data, expense data, contracts, vendor information, and related business information.
Bill Intelligence may provide:
• Expense categorization and analysis
• Suggested actions and insights
• Benchmarking and pricing insights
• Identification of cost-saving opportunities
• Recommendations for vendor optimization or renegotiation
Important Disclaimers.
Bill Intelligence is provided for informational and business support purposes only.
• We do not guarantee cost savings, improved vendor terms, or any specific business outcome.
• Outputs may be incomplete, inaccurate, or outdated.
• AI outputs are probabilistic in nature and may not reflect real-world pricing, contractual terms, or vendor behavior.
• You are solely responsible for reviewing and validating all outputs before acting on them.
4. AUTHORIZATION TO ACT ON YOUR BEHALF (OPTIONAL)
If you elect to use Spendly’s vendor engagement or negotiation services, you authorize Spendly to act as your limited agent solely for:
• Communicating with third-party vendors
• Requesting billing or contract information
• Facilitating cost optimization discussions
This authorization applies only to vendor categories you designate and does not allow Spendly to enter into contracts on your behalf, terminate service, or incur charges without your express written approval. You may revoke this authorization at any time by written notice.
5. SUBSCRIPTIONS AND BILLING
Certain Services, including Bill Intelligence, are provided on a subscription basis. By purchasing a subscription, you agree to pay all applicable fees as set forth in your order form or agreement and to authorize Spendly to charge your payment method on a recurring basis.
Auto-Renewal. Subscriptions automatically renew for successive terms unless canceled prior to the renewal date.
Fees and Payments. All fees are due in advance and are non-refundable, except as required by law or expressly stated otherwise.
Price Changes. We may modify subscription pricing with reasonable notice. Continued use of the Services after such changes constitutes acceptance.
Suspension for Non-Payment. We reserve the right to suspend or terminate access to the Services for failure to pay fees when due.
6. COMMERCIAL TERMS
Your use of certain Services may be governed by a separate agreement, including a subscription agreement, order form, or savings share agreement. These agreements govern pricing, billing, term, and service scope. In the event of a conflict, the separate agreement controls.
7. ELIGIBILITY
You must be at least 18 years old to use the Services. If you are using the Services on behalf of a company, you represent that you have authority to bind that entity to these Terms.
8. USER ACCOUNTS
To access certain features, you may be required to create an account. You agree to provide accurate and complete information, maintain the security of your credentials, and be responsible for all activity under your account.
9. USER DATA AND CONTENT
You may provide data, documents, and other content (“User Content”) to the Services. You retain ownership of your User Content. You grant Spendly a limited, non-exclusive license to use, process, and analyze your data; provide, maintain, and improve the Services; and generate insights and outputs. You represent that you have all necessary rights to provide such data.
Notwithstanding the foregoing, if any User Content constitutes Protected Health Information under HIPAA, your provision of such PHI to Spendly is governed by the BAA between the parties, which controls in the event of any conflict with this Section 9.
10. CONFIDENTIALITY
We will use commercially reasonable efforts to protect the confidentiality of your non-public information. We will not disclose your confidential information except as necessary to provide the Services, as required by law, or as permitted by our Privacy Policy.
11. ACCEPTABLE USE
You agree not to use the Services for unlawful purposes; upload false, misleading, or infringing content; attempt unauthorized access to systems or data; interfere with or disrupt the Services; or reverse engineer or copy the platform.
12. THIRD-PARTY SERVICES
The Services may reference or interact with third-party vendors or services. Spendly does not control or guarantee third-party services, is not responsible for third-party actions or outcomes, and does not endorse any vendor unless explicitly stated.
13. SERVICE AVAILABILITY
We may modify, suspend, or discontinue any part of the Services at any time without liability. We do not guarantee uptime, availability, or uninterrupted access.
14. INTELLECTUAL PROPERTY
All rights in the Services, including software, design, and content (excluding User Content), are owned by Spendly. You are granted a limited, non-exclusive, revocable license to use the Services. You may not copy, modify, or distribute the Services or reverse engineer or attempt to extract source code.
15. ARTIFICIAL INTELLIGENCE DISCLAIMER
The Services, including Bill Intelligence, may use artificial intelligence (“AI”). AI outputs may contain errors or inaccuracies, be incomplete or outdated, or reflect biases or incorrect assumptions. You are solely responsible for reviewing and validating AI outputs and for any decisions made based on those outputs. Spendly does not guarantee that AI-generated insights will result in cost savings, improved vendor terms, or any measurable outcome.
For customers who are HIPAA Covered Entities, Spendly’s use of PHI within AI systems is governed by the BAA between the parties.
16. DISCLAIMER OF WARRANTIES
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, SPENDLY DISCLAIMS ALL WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ACCURACY OR RELIABILITY. We do not guarantee that the Services will be uninterrupted or error-free.
17. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY LAW, SPENDLY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFITS, LOSS OF DATA, OR BUSINESS INTERRUPTION. IN ALL CASES, SPENDLY’S TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNT PAID BY YOU IN THE PRIOR SIX (6) MONTHS.
18. INDEMNIFICATION
You agree to indemnify and hold harmless Spendly and its affiliates from any claims arising from your use of the Services, your violation of these Terms, your User Content, or your reliance on AI outputs.
19. COMPLIANCE WITH LAWS
You agree to use the Services in compliance with all applicable laws and regulations.
20. TERMINATION
We may suspend or terminate your access at any time for any reason. You may stop using the Services at any time. Upon termination, your access will cease, and certain provisions will survive, including liability and indemnification.
21. MODIFICATIONS
We may update these Terms at any time. Changes become effective upon posting. Continued use of the Services constitutes acceptance.
22. GOVERNING LAW
These Terms are governed by the laws of the State of North Carolina. All disputes shall be resolved in courts located in Mecklenburg County, North Carolina.
23. HEALTHCARE CUSTOMERS AND HIPAA
If you are a HIPAA Covered Entity (or a Business Associate of a Covered Entity) and you provide Protected Health Information (“PHI”) to Spendly in connection with the Services, the following additional terms apply:
(a) Business Associate Agreement Required. Spendly will execute a Business Associate Agreement (“BAA”) with you prior to receiving PHI. The BAA governs Spendly’s handling of PHI and, in the event of any conflict between these Terms (including the license grant in Section 9, the AI Disclaimer in Section 15, the Limitation of Liability in Section 17, or the Indemnification provisions in Section 18) and the BAA with respect to PHI, the BAA controls.
(b) Limited Use of PHI. Notwithstanding Section 9, the license you grant Spendly with respect to PHI is limited to the uses expressly permitted by the BAA. Spendly will not use PHI for product improvement, AI/ML training, or any purpose other than as permitted by the BAA. Notwithstanding the foregoing, Spendly may de-identify PHI in accordance with 45 C.F.R. § 164.514(b) and use such de-identified information for any lawful purpose, including to train, develop, and improve its artificial intelligence and machine learning models and the Services.
(c) Customer Responsibilities. You represent and warrant that: (i) you have all necessary authorizations from your patients to disclose PHI to Spendly for the purposes described in the BAA; (ii) you will submit only the minimum PHI necessary for Spendly to perform the Services; and (iii) you are responsible for maintaining your own HIPAA compliance program, including required Notices of Privacy Practices and patient authorization processes.
(d) No Endorsement of HIPAA Compliance. Spendly’s provision of the Services and execution of a BAA does not constitute an endorsement, certification, or guarantee of your HIPAA compliance. You remain solely responsible for your own compliance with HIPAA and other applicable healthcare laws.
24. GENERAL PROVISIONS
• These Terms constitute the entire agreement between you and Spendly.
• If any provision is invalid, the remainder remains enforceable.
• You may not assign these Terms without our consent.
• We may assign these Terms freely.
25. CONTACT INFORMATION
Spendly, Inc.
Email: support@getspendly.com
