Terms of Service

1.1 Who we are. Graymatter is operated by INTERLINK VENTURE MANAGEMENT PTE. LTD. (UEN 202020541Z), a company incorporated in Singapore with its registered address at 8 TEMASEK BOULEVARD, #42, SUNTEC TOWER THREE, SINGAPORE 038988 ("Graymatter", "we", "us" or "our"). You can reach us at support@graymatter.dev.

1.2 What these Terms cover. These Terms of Service ("Terms") govern your use of the graymatter website at graymatter.dev, our daily case emails, and any related features we offer (together, the "Service"). They apply to visitors, Free members and Plus members.

1.3 Accepting these Terms. By creating an account, signing in, subscribing to our emails or buying Plus, you agree to these Terms and to our Privacy Policy. If you do not agree, please do not use the Service. You and we agree that these Terms may be formed and accepted electronically, in line with the Electronic Transactions Act 2010 of Singapore.

1.4 Changes to these Terms. We may update these Terms from time to time, for example when we add features or when the law changes. If a change materially affects you, we will email you at least 30 days before it takes effect. For Plus members, a material change that is to your disadvantage applies from your next renewal. If you do not accept it, you may cancel before then and the change will not apply to you. Continuing to use the Service after a change takes effect means you accept the updated Terms.

1.5 Order of precedence. If these Terms conflict with anything shown at checkout or on a plan page, the information shown at checkout applies to that purchase.

2.1 Who can join. Learners and readers of all ages are welcome to use graymatter. However:

• If you are under 18 years old, you must have the permission of your parent or legal guardian to buy a Plus membership, and your parent or legal guardian agrees to these Terms and is responsible for your purchase.
• If you are under 13 years old, you must have the verifiable permission of your parent or legal guardian before creating an account, subscribing to emails, or adding any personal data or profile photo to the Service, in line with Singapore's Personal Data Protection Act 2012 ("PDPA").
• If you use the Service for a company or other organisation, you confirm that you are allowed to accept these Terms on its behalf.

2.2 Signing in. We do not use passwords. You sign in with a one-time link that we send to your email address. Anyone who can open that email can sign in as you, so you are responsible for keeping your email account secure. Sign-in links expire after a short time and work only once.

2.3 Accurate details. Please give us a real email address that you control and keep it up to date. You may choose to upload a profile photo and add profile details such as your name, company, role, company stage and LinkedIn page. Anything you add or upload should be accurate and must be yours to share.

2.4 One person per account. Your account is for you alone. You must not share your sign-in links or let other people use your account. If you think someone else has used your account, tell us at support@graymatter.dev straight away.

2.5 Closing your account. You can ask us to close your account at any time by writing to support@graymatter.dev. Closing your account does not by itself cancel a Plus subscription or entitle you to a refund. Please cancel Plus first under clause 3.5.

2.6 Emails from us. As a Free or Plus member, you will receive the daily case by email. We also send emails about your account, such as sign-in links, receipts and renewal notices. In line with the Spam Control Act 2007 of Singapore, you can unsubscribe from the daily case and any marketing emails at any time using the unsubscribe link in each email. You cannot opt out of essential account and billing emails while you have an account.

3.1 The plans. We currently offer two plans. What each includes is described on our Plus page and About page, and summarised here:

Free

No charge, no card needed. Each day's case in full, by email and on the site. Each daily case stays open to Free members for 24 hours.

Plus

US$49 a month, billed annually as one payment of US$588. Everything in Free, plus every past case in the archive, the principle hub, and a saved library where you can save, pin, highlight and add notes to cases.

3.2 Changes to features. We may add, change or remove features of either plan. We will not materially reduce what Plus includes during a billing year you have already paid for. If we do, you may cancel and receive a pro-rated refund for the unused part of that year.

3.3 Payment. Plus is paid in advance by card through our third-party payment processor. Your card details go directly to our payment processor and are not stored by us. Prices are in US dollars unless shown otherwise at checkout. Your bank or card issuer may charge foreign exchange or other fees, which we do not control. There is no free trial.

3.4 Automatic renewal. Plus renews automatically every year, and we charge the then-current annual price to your saved payment method on the renewal date, unless you cancel before that date. We will email you a reminder at least 7 days before each renewal, with the date and the amount. If we plan to change the Plus price, we will tell you at least 30 days before it applies to your renewal, so you can cancel first if you wish.

3.5 Cancelling. You can cancel at any time from Plan and billing > Manage billing on the site, or by writing to support@graymatter.dev. Cancelling stops the next renewal. You keep Plus until the end of the year you have paid for, and your account then moves to Free.

3.6 Refunds. If you ask us within 7 days of first buying Plus, or within 7 days of an annual renewal charge, we will refund that payment in full. To ask, write to support@graymatter.dev from the email address on your account. Refunds go back to the payment method you paid with, and your account moves to Free once the refund is made. Outside these 7 days, payments are not refundable, except as set out in clauses 3.2 and 9.3 or where the law requires a refund.

3.7 Failed payments. If a renewal payment fails, our payment processor will retry it over the following days and we may email you to update your payment details. You keep Plus while we retry. If the payment still cannot be collected, your Plus membership ends and your account moves to Free.

3.8 Taxes. We are not currently registered for Singapore Goods and Services Tax (GST), and no GST is charged on your subscription. If we become required to register for and charge GST or other applicable sales taxes in the future, we will let you know before your next billing cycle. You are responsible for any other taxes that apply to you where you live.

3.9 What happens to your notes when Plus ends. When Plus ends, you lose access to the archive, principle hubs and Plus-only library features. We keep your saved cases, highlights and notes for 12 MONTHS so they come back if you rejoin, unless you ask us to delete them sooner. You can still see and delete your own highlights and notes while on Free.

4.1 Our content. The case studies, analysis, principle hubs, charts, illustrations, emails, design, logo and other material on the Service ("Our Content") belong to us or our licensors and are protected by the Copyright Act 2021 of Singapore and international intellectual property laws.

4.2 Your licence to read. While you have an account, we give you a personal, non-exclusive, non-transferable licence to read Our Content that your plan includes, for your own professional, educational or personal use. That covers using what you learn in your own work and discussing it with colleagues.

4.3 What you may share. You may quote short extracts from a case, with credit to graymatter and a link to the case, for example in a memo, a presentation or a social media post. You may forward a daily case email to a colleague now and then so they can see what graymatter is.

4.4 What you may not do. Unless we agree in writing, you must not:

• copy, republish, sell or redistribute Our Content, in whole or in large parts;
• share Plus content with people who do not have Plus, for example by posting full cases or the archive online;
• remove or get around sign-in, the 24-hour Free window, the Plus checks or any other access control;
• scrape, crawl or bulk-download the Service, or use automated tools to collect Our Content;
• use Our Content to train, fine-tune or build datasets for artificial intelligence or machine learning systems; or
• present Our Content as your own work.

4.5 Your content. "Your Content" means what you add or upload to the Service, such as your profile photo, profile details, highlights, notes, saved cases, and anything you send us by email. You keep full ownership of Your Content. Your profile details, profile photo, highlights and notes are private to your account and are not shown to other members.

4.6 What you allow us to do with Your Content. You give us a non-exclusive, worldwide, royalty-free licence to host, store, back up, copy and display Your Content only as needed to run, secure and improve the Service for you—for example, to store your data with our cloud database providers and show your profile photo and notes on each device you sign in from. We will not publish Your Content or show it to other members without your permission. This licence ends when Your Content is deleted, except for copies kept in routine, encrypted server backups for a limited time.

4.7 Your responsibility for Your Content. You are responsible for Your Content. It must not break the law or infringe anyone else's intellectual property, privacy or other rights, and it must not contain malicious code or confidential information that you are not allowed to share.

4.8 Feedback and suggestions. If you send us ideas, such as a company to study or a feature to build, we may use them freely and without paying you. We will not name you publicly without your permission.

5.1 Acceptable use. You must use the Service lawfully and must not:

• try to get into accounts, systems or data that are not yours, or probe or test our security without our written permission;
• interfere with the Service, for example by overloading it or introducing malware;
• sign up with a false identity, or create several accounts to get more Free access than one person would; or
• use the Service in a way that breaks any law in Singapore or where you are.

5.2 Not professional advice. Our case studies are educational commentary on business decisions. They are not investment, financial, legal, tax, accounting or other professional advice, and they are not an offer or recommendation to buy or sell any security. Before you make a decision based on anything you read on graymatter, you should get advice that fits your own situation.

5.3 Accuracy of cases. We research each case from sources we believe are reliable and cite them where we can. Cases may still contain errors or become out of date, and some parts, such as what a company "might have done", are our own analysis and opinion. If you spot an error, please tell us at support@graymatter.dev.

5.4 Companies we write about. The companies, people, brands and logos mentioned in our cases belong to their owners. We are not affiliated with them, and they have not endorsed graymatter unless we say so.

5.5 Links to other sites. The Service links to other websites, such as the sources for each case. We do not control those sites and are not responsible for their content.

5.6 Availability. We aim to keep the Service running and to send each daily case on time, but we do not promise that it will always be available, uninterrupted or error-free. We may pause the Service for maintenance or for reasons outside our control.

5.7 Our service providers. We use trusted third-party service providers to run the Service, including providers for payment processing, cloud databases and authentication, web hosting, and email delivery. Your use of our payment processor's checkout and billing pages is also subject to that payment processor's own terms and privacy policies.

6.1 Privacy Policy. We collect, use and disclose personal data in line with the Personal Data Protection Act 2012 ("PDPA") of Singapore and our Privacy Policy, which explains what we collect, why, who we share it with and how long we keep it.

6.2 Data held outside Singapore. Our third-party service providers (see clause 5.7) may store and process your data on servers located outside Singapore. Where they do, we take steps to ensure your data receives a standard of protection comparable to the PDPA.

6.3 Your rights. You can ask to access or correct your personal data, or withdraw your consent to our use of it, by writing to our Data Protection Officer at dpo@graymatter.dev. If you withdraw consent that we need to run your account, we may have to close it.

7.1 What we do not exclude. Nothing in these Terms limits or excludes our liability for death or personal injury caused by our negligence, for fraud, or for anything else that cannot be limited or excluded under Singapore law, including the Unfair Contract Terms Act 1977 and the Consumer Protection (Fair Trading) Act 2003. Your statutory rights as a consumer are not affected.

7.2 Losses we are not responsible for. Subject to clause 7.1, we are not liable for:

• business, financial or personal decisions you make, or losses you suffer, because of something you read on the Service (see clause 5.2);
• loss of profit, revenue, business, opportunity or goodwill;
• any loss of data or annotations caused by events outside our reasonable control; or
• indirect or consequential losses that were not reasonably foreseeable when you accepted these Terms.

7.3 Our total liability. Subject to clause 7.1, our total liability to you for all claims about the Service in any 12-month period is limited to the greater of (a) the amount you paid us for Plus in the 12 months before the event that gave rise to the claim, and (b) S$100.

To the extent the law allows, you agree to cover our reasonable losses and costs, including reasonable legal fees, that arise from a third-party claim caused by your breach of clause 4.4 or 5.1, or by Your Content. This does not apply where the loss was caused by our own breach or negligence.

9.1 By you. You can stop using the Service, cancel Plus (clause 3.5) or close your account (clause 2.5) at any time.

9.2 By us, for a breach. We may suspend or close your account if you seriously or repeatedly break these Terms, for example by sharing Plus content or your account, or if we must do so by law. Where it is reasonable, we will warn you first and give you a chance to fix the problem. If we close a Plus account under this clause, no refund is due, unless the law requires one.

9.3 By us, for other reasons. We may stop offering the Service or a plan, or close your account for any other reason, by giving you at least 30 days' notice by email. If you are a Plus member, we will refund the unused part of your current year, pro-rated by day.

9.4 What continues. Clauses 4.4, 4.8, 5.2, 7, 8, 10 and 11 continue to apply after your account closes.

10.1 Talk to us first. If you have a complaint, please write to support@graymatter.dev. We will reply within 14 days and try to settle it within 30 days.

10.2 Governing law. These Terms, and any dispute or claim about them or the Service, are governed by the laws of the Republic of Singapore, except to the extent that mandatory consumer protection laws in your country of residence cannot be waived by contract.

10.3 Where disputes are heard. Subject to any mandatory legal rights you may have as a consumer under the laws of your country of residence, the courts of Singapore have exclusive jurisdiction to settle any dispute about these Terms or the Service. If you are a consumer, nothing here stops you from bringing an eligible claim in the Small Claims Tribunals of Singapore, or from seeking mediation through the Consumers Association of Singapore (CASE).

11.1 Entire agreement. These Terms, our Privacy Policy and the details shown at checkout are the whole agreement between you and us about the Service.

11.2 Transfer. You may not transfer your account or your rights under these Terms. We may transfer our rights and obligations to another company, for example if graymatter is sold or reorganised, as long as your rights under these Terms are not reduced.

11.3 Events outside our control. We are not responsible for delays or failures caused by events outside our reasonable control, such as outages at our third-party service providers, internet failures, natural disasters or government action.

11.4 Severability. If a court finds any part of these Terms invalid or unenforceable, the rest stays in effect.

11.5 No waiver. If we do not enforce a right straight away, we can still enforce it later.

11.6 Third-party rights. No one other than you and us has any right to enforce these Terms under the Contracts (Rights of Third Parties) Act 2001 of Singapore.

11.7 Notices. We will send notices to the email address on your account. You can send notices to us at support@graymatter.dev or by post to our registered address.

11.8 Language. These Terms are written in English. If we translate them, the English version applies where the two differ.