Terms of Service

Effective date: October 23, 2026

Who We Are

RunUp is operated by Relay Capital, LLC ("we," "us"). These Terms of Service are an agreement between Relay Capital, LLC and the person or business that uses RunUp ("you"). If you accept them for a business, you confirm you can bind it. By accessing the service, you agree to these Terms.

Business Use

RunUp is offered for business and professional use, not for personal, family or household purposes. If you plan to use it for non-business purposes, tell us before you sign up.

Use of Service

You are responsible for all activity under your account and for maintaining the confidentiality of credentials. You agree not to misuse the service or violate applicable law.

Acceptable Use

You will not, and will not let anyone else:

• create accounts with false information, in bulk or by automated means, or to get around limits, trials, suspensions or bans;
• access RunUp to build, train, benchmark or copy a competing product, or to collect information about RunUp for a competitor;
• copy, resell, sublicense or frame RunUp, or reverse engineer it except where law allows despite this restriction;
• scrape, overload or disrupt RunUp, or probe, scan or test its security without our written permission;
• use RunUp to break the law, infringe others' rights, or send spam or harmful code.

Subject to applicable law, we may refuse service, and may suspend or close any account, at our discretion, including when we reasonably suspect a breach of this section.

Data and Integrations

RunUp connects to Stripe when an account owner authorizes it and processes synchronized subscription data to provide analytics. RunUp only reads data from your Stripe account; it does not create, change or delete anything in Stripe. Stripe's authorization screen may describe broader permissions than RunUp uses. The optional MCP connector provides read-only results to an AI client when a member requests them. Your use of Stripe and any AI client remains subject to their own terms. You confirm you have the right to connect the Stripe account and to have its data processed by RunUp.

Fees and Refunds

The software. RunUp is free while in early access. We do not charge a fee for it today. If we introduce paid subscription plans, you will see the price before you are charged, and the rest of this paragraph will apply to them. You can cancel at any time in billing settings. Cancellation takes effect at the end of the current billing period; you keep access until then and are not charged again. Fees are not prorated or refunded for partial periods, except where the law requires. If you ask within 14 days of your first paid charge, we will refund that charge in full. If we close your account for a reason other than your breach of these Terms, we will refund the unused part of your prepaid period. We may change prices for future periods with at least 30 days' notice; the new price applies from your first renewal after that notice. If a plan starts with a free trial, we remind you before it converts to a paid plan. For plans of a year or longer, we email a reminder 15 to 45 days before each renewal.

The 12-Month Exit Readiness Program. The program is a paid consultation, not software, and is described on our website. If your Kickoff Review does not surface three things worth fixing, we will refund everything you paid for the program; contact hello@gorunup.com to ask. Any other refund or credit is at our discretion and does not change this policy.

Chargebacks. Please contact hello@gorunup.com before disputing a charge with your bank; we can usually resolve billing problems faster. We may suspend an account with an open payment dispute until it is resolved.

Availability, Backups and Security

RunUp is provided "as is" and "as available." We do not promise that it will be uninterrupted, error-free or available at any particular time, and we may update, suspend or discontinue features. We take reasonable steps to protect and back up data, but backups are best effort and no system is completely secure. Keep your own copies of anything you cannot afford to lose. We are not responsible for downtime, data loss or unauthorized access caused by third parties, by events outside our reasonable control, or by your own systems or credentials. Downtime does not entitle you to refunds or credits.

Disclaimer of Warranties

To the fullest extent the law allows, we disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose, title and non-infringement. You are responsible for decisions you make based on RunUp's output. RunUp's metrics and reports are not financial, tax, legal or valuation advice and do not predict the outcome of any sale.

Limitation of Liability

To the fullest extent the law allows, neither Relay Capital, LLC nor its members, officers, employees or contractors will be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, or for lost profits, revenue, goodwill or data, even if advised they were possible. Our total liability for all claims arising out of these Terms or RunUp is limited to the greater of the fees you paid us in the 12 months before the event giving rise to the claim, or US$100. These limits apply whatever the legal theory and even if a remedy fails of its essential purpose. Nothing in these Terms excludes or limits liability for fraud, gross negligence or willful misconduct, for death or personal injury caused by our negligence, or any liability that cannot be limited by law.

Indemnity

You will defend and indemnify Relay Capital, LLC against third-party claims, and the related losses and reasonable legal fees, arising from your content or data, your customers or end users, your use of RunUp in breach of these Terms, or your violation of law or of someone else's rights, except to the extent a claim is caused by our breach of these Terms.

Force Majeure

We are not responsible for delays or failures caused by events outside our reasonable control, including outages or failures at hosting, network, payment, email or other third-party providers, attacks, natural disasters, labor disputes and government action.

Disputes

Before filing a claim, contact us at hello@gorunup.com and give us 30 days to resolve it informally. These Terms are governed by Wisconsin law, without regard to conflict-of-law rules. Disputes will be brought only in the state or federal courts serving Milwaukee County, Wisconsin, and both parties consent to that jurisdiction, except that either party may bring an individual claim in small claims court. Claims must be brought individually, not as a plaintiff or class member in a class, collective or representative action, and, to the extent permitted by law, both parties waive trial by jury. Any claim must be filed within one year after it arises, or it is permanently barred. This deadline does not apply to claims for unpaid fees, to indemnity claims, or to claims about infringement or misuse of either party's intellectual property. Where the law of your country or state gives you the right to bring claims in your local courts or forbids any part of this section, that law applies and the rest of this section still applies to the fullest extent allowed.

Changes to These Terms

We may update these Terms and will change the effective date when we do. Material changes take effect for existing paying customers 30 days after we notify them by email or in RunUp, and for everyone else when posted. Continuing to use RunUp after a change takes effect means you accept it.

General

These Terms, with the Privacy Policy and any order form, are the whole agreement. If a provision is unenforceable, the rest stays in effect. Not enforcing a provision is not a waiver. You may not assign these Terms without our consent; we may assign them in connection with a merger, acquisition or sale of RunUp.

Contact

Questions about these Terms can be sent to hello@gorunup.com.