Master Software as a Service (SaaS) Terms of Service Agreement
Last Updated: September 23, 2026
This Master Software as a Service Terms of Service Agreement (the "Agreement") is entered into and made legally binding by and between Zarcore Technologies LLC, a registered Arizona Limited Liability Company, along with its corporate affiliates, hosting nodes, system custodians, and developers (collectively, the "Company"), and the business entity, corporation, or partnership executing this Agreement online or activating a software subscription module (the "Client").
WHEREAS, the Company has engineered and maintains a proprietary, multi-tenant B2B business operations automation engine hosted via cloud architecture on the Base44 Developer Platform, which features modular, activatable software utilities including, but not limited to, Customer Relationship Management (CRM) tools, Double-Entry Accounting Ledgers, Human Resources (HR) and Timekeeping components, and IT Assets & Infrastructure Mapping Portals; and
WHEREAS, the Client desires to obtain a non-exclusive, non-transferable, revocable commercial subscription license to access and utilize specific modular components of this platform for its internal business operations;
NOW, THEREFORE, in consideration of the mutual covenants, representations, warranties, and financial obligations contained herein, both parties contractually agree to the following terms:
1.1 Core Platform Definition: The "Platform" or "Software" refers exclusively to the unified, all-in-one generic business operational engine owned, compiled, and hosted by Zarcore Technologies LLC. This explicitly encompasses all source code modifications, database schema designs, custom transaction processing libraries (including, but not limited to, src/lib/ledger.js and associated files), row-level security isolation filters, algorithm nodes, user interface (UI) layouts, tab navigation architectures, and visual module store presentations deployed on the web application layers.
1.2 Component Module Options: The Client may systematically customize their enterprise environment by explicitly activating distinct operational utilities within the virtual Module Store. Each activated component shall be governed entirely by this Master Agreement. These modules include:
2.1 Absolute Ownership of Software Assets: The Client explicitly acknowledges and agrees that Zarcore Technologies LLC holds 100% exclusive right, title, and interest in and to the Platform, the Software, the Module Store, and all associated technical logic, trademarks, and copyrights. No ownership rights, equity units, or intellectual property shares are transferred to the Client under this Agreement. The Client is granted strictly a temporary, revocable subscription license to interact with the front-end software views.
2.2 Clean-Room Independent Origin Warranty: The Company explicitly warrants and represents that the application architecture and underlying codebase were compiled entirely independently and from scratch, out-of-office, long after any historical employment relationships with any previous entities or hospitality organizations concluded. The system contains 0% overlapping code fragments, 0% proprietary trade secrets, and 0% internal private data belonging to any third party. The historical timeline and deployment logs are natively and immutably timestamped within the version control tracking systems of the Base44 Developer Platform to provide an unassailable digital verification trail.
2.3 Restrictions on Use: The Client covenants and agrees that it shall not, and shall not permit any employee, manager, or third-party contractor to:
3.1 Row-Level Security Isolation (RLS): The Company utilizes advanced, multi-tenant row-level security isolation filters built natively into its database clusters. This infrastructure ensures that the Client's financial data, employee files, and operational records are completely sequestered, hidden, and partitioned from the data pools of all other subscription clients using the multi-tenant engine.
3.2 Customer Data Ownership: The Client retains 100% exclusive ownership over all raw financial metrics, employee profiles, PII data, and hardware asset vectors that it inputs, uploads, or syncs to the platform (collectively, "Customer Data"). The Company holds no claims to Customer Data and shall only access it to the minimum extent necessary to process server queues, execute automated scripts, or troubleshoot system anomalies.
3.3 Data Migration Disclaimers: If the Client utilizes the Platform's automated data ingestion gateways to migrate historical records from previous software environments (including QuickBooks, legacy real estate apps, flat-file CSV formats, or manual spreadsheets), the Client assumes absolute liability for the accuracy and formatting of those inbound files. The Company is not responsible for data distortions, broken foreign key constraints, or corrupted dashboards originating from malformed source lines.
3A.1 As-Directed Technical Data Extraction Only: Where the Client purchases White Glove Onboarding, the Company's data migration service consists solely of an "As-Directed Technical Data Extraction": the technical parsing, AI-assisted field mapping, and bulk ingestion of the Client's own exported source files into the corresponding module of the Platform, performed strictly as directed and instructed by the Client. The Company is a software provider only. The Company is not a Certified Public Accountant (CPA), tax preparer, tax firm, bookkeeping firm, payroll processor of record, or auditing service, and no aspect of the migration service constitutes financial auditing, tax validation, payroll compliance review, or accounting advice of any kind. The Client holds 100% of the legal responsibility for independently verifying and signing off on the accuracy, completeness, and legal sufficiency of all migrated data before relying on it for any accounting, tax, payroll, or compliance purpose.
3A.2 No Liability for Corrupted, Incomplete, or Inaccurate Source Data: The Company is not liable, in whole or in part, for any mathematical errors, broken account balances, unbalanced trial balances, missing tax records, missing employee records, or any other data defect that stems from source files, exports, or spreadsheets that were corrupted, incomplete, inaccurate, mislabeled, or otherwise deficient at the time the Client provided them for migration. The Company's mapping process reproduces the substance of the source data as directed; it does not independently audit, reconcile, or validate the correctness of that source data against any external system of record.
3A.3 Mandatory Client Reconciliation Period: Following the ingestion of each migration job into the Client's workspace, the Client is granted a strict reconciliation window of no less than seven (7) and no more than fourteen (14) calendar days (the "Client Reconciliation Period") to review all migrated balances, ledgers, employee records, and other imported data within the Platform for accuracy against the Client's own historical records. The end date of the Client Reconciliation Period for each migration job is recorded on that job's Migration Summary Report.
3A.4 Recommended Parallel Run: The Company strongly recommends, and the Client agrees to conduct, a "Parallel Run" for the first thirty (30) calendar days following migration, or for one full payroll cycle or one full monthly billing cycle, whichever is applicable, during which the Client continues operating its legacy system alongside the Platform and reconciles its accounts payable, accounts receivable, trial balance, and payroll figures between the two systems before fully transitioning ("cutover") to the Platform as its system of record.
3A.5 Cutover Sign-Off and Final Release of Liability: Before the Company completes final cutover or the Client discontinues reliance on its legacy system, the Client (or its authorized representative) shall provide a written Cutover Sign-Off, delivered digitally through the Platform's in-app confirmation tools or an equivalent signed instrument, confirming that the Client has reviewed and verified the migrated historical data, ledgers, and employee records, and that the resulting balances and figures match the Client's own records. Upon the earlier of (a) the Client providing this Cutover Sign-Off, or (b) the Client's failure to raise any objection to the migrated data before the expiration of the Client Reconciliation Period described in Section 3A.3, the Client shall be deemed to have fully and finally approved the migration and releases the Company, its managing members, developers, and contractors from any and all liability arising from data mismatches, accounting errors, broken balances, tax penalties, audit findings, or payroll disputes traceable to the migrated data.
3A.6 Interaction With General Liability Terms: This Section 3A supplements, and does not limit, the data migration disclaimer in Section 3.3 above and the indemnification and liability cap provisions of Section 5 below, all of which remain in full force and effect with respect to the White Glove data migration service.
4.1 Upfront Module Activation Fees: To initialize a specific operational utility within the platform, the Client must pay an upfront, non-refundable core activation fee as displayed inside the virtual Module Store interface.
4.2 Recurring Monthly Subscription Fees: In addition to the activation fee, the Client contractually agrees to pay a recurring monthly subscription fee for each active module. These fees are automatically calculated and processed via the Client's linked corporate payment method on the first business day of each billing cycle.
4.3 Stripe Gateway Integration: All financial transactions, subscription renewals, and module activation payments are processed securely through the Company's integrated Stripe payment gateway. All payouts, transaction logs, and receipts will clear directly into the Company's verified digital business checking account (Wise Business or Mercury Bank) under the federal Employer Identification Number (EIN) 42-3887449.
4.4 Non-Payment and Suspension: If a recurring monthly subscription charge is rejected by the Client's financial institution, the Company reserves the explicit right to automatically pause the Client's workspace instance, revoke API authorization tokens, and suspend access to all active modules within forty-eight (48) hours of the failed transaction. The Company shall not be liable for any operational losses or missing data metrics resulting from a non-payment suspension.
4.5 Absolute Right to Terminate for Non-Payment: TIME IS OF THE ESSENCE with respect to every payment obligation under this Agreement. In the event any invoiced fee, activation fee, recurring subscription charge, or reinstatement charge remains unpaid for a period of ten (10) calendar days following its stated invoice due date, the Client shall be deemed to be in material breach of this Agreement, without any requirement of further notice, demand, or grace period beyond that stated herein. Upon such material breach, the Company may, at its sole and absolute discretion and without incurring any liability whatsoever: (a) immediately suspend the Client's workspace instance, user credentials, API keys, and webhook endpoints; (b) disable all module functionality, automated jobs, scheduled reports, and integrations; (c) declare this Agreement terminated for cause effective immediately; and (d) commence the irreversible data destruction sequence described in Section 6 of this Agreement, culminating in the permanent, unrecoverable overwrite of all Customer Data. The Client expressly acknowledges that suspension, termination for cause, and the resulting destruction of Customer Data are agreed-upon, bargained-for contractual remedies, are not penalties, and shall not be construed as a forfeiture.
4.6 Reinstatement, Interest, and Collection Costs: Any past-due balance shall accrue interest at the lesser of one and one-half percent (1.5%) per month or the maximum rate permitted by Arizona law, calculated from the original due date until paid in full. The Client shall additionally reimburse the Company for all costs of collection, including collection agency commissions, arbitration filing fees, court costs, and reasonable attorneys' fees. Reinstatement of a suspended workspace is offered solely at the Company's discretion and, where offered, is conditioned upon payment in full of all arrears, accrued interest, collection costs, and a non-refundable administrative reinstatement fee. The Company is under no obligation to reinstate any workspace whose data destruction window has expired, and reinstatement after destruction shall consist solely of a new, empty workspace instance.
4.7 No Refunds and No Set-Off: All activation fees, setup fees, migration fees, and recurring subscription fees are fully earned upon receipt and are strictly non-refundable in whole or in part, including in the event of suspension, termination for cause, voluntary cancellation mid-cycle, non-use of the Platform, or destruction of Customer Data. The Client waives any right of set-off, deduction, chargeback, or withholding against amounts owed to the Company, and agrees that the initiation of a payment-card chargeback or payment-processor dispute in respect of validly rendered services shall itself constitute an independent material breach of this Agreement.
5.1 As-Is Service Provision: The Platform, its user views, processing nodes, and reporting dashboards are provided entirely on an "As-Is" and "As-Available" basis, with all technical faults. To the maximum extent permitted by applicable law, the Company disclaims all warranties, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, or uninterrupted uptime.
5.2 Upstream Hosting Failures: The Client explicitly acknowledges that the platform is deployed via remote cloud servers. The Company shall not be held legally or financially liable for systemic downtime, packet losses, corrupted table files, or processing drops caused directly by third-party hosting pipeline adjustments, internet backbone blackouts, or server-side API rate-limiting crashes.
5.3 Absolute Indemnification: The Client agrees to fully defend, indemnify, and hold completely harmless Zarcore Technologies LLC, its managing members, directors, and developers from and against any and all civil claims, lawsuits, administrative tax audits, regulatory fines, or operational losses arising out of or resulting from:
5.4 The Ultimate Financial Liability Cap: In the highly unlikely event that a court of competent jurisdiction rules that the Company is legally liable for an operational software bug, system glitch, or data loss event, both parties contractually agree that the Company's absolute maximum aggregate financial liability under any circumstances shall be strictly capped at the exact dollar amount the Client paid to the Company for software subscription services during the immediate twelve (12) months preceding the claim, or a maximum flat sum of one hundred US dollars ($100.00), whichever is lower. Under no circumstances shall the Company be held liable for any indirect, incidental, consequential, special, or punitive damages, including lost business profits, loss of corporate goodwill, or business interruption liabilities.
6.1 Client Cancellation: The Client may deactivate any active module or terminate their entire enterprise workspace at any time by navigating to the billing preferences tab inside the interface. Upon cancellation, the current subscription license will remain active until the conclusion of the paid billing cycle, after which all automated module tools will lock automatically.
6.2 Post-Termination Data Lifeline: Following the formal termination of a subscription instance, whether by voluntary cancellation, written or verbal notice of termination, abandonment of the workspace, or termination for cause arising out of non-payment under Section 4.5, the Company will hold the Client's underlying database containment records in an isolated, read-only, non-production cache status for a strict, non-extendable window of thirty (30) calendar days (the "Data Retrieval Window"). The Data Retrieval Window commences on the earlier of: (a) the effective date of termination; (b) the date the Company suspends the workspace for non-payment; or (c) the date the Client communicates an intent to terminate by any means, including verbally, by email, by support ticket, or by written notice. The Data Retrieval Window does not renew, toll, pause, or extend for any reason, including Client vacation, personnel turnover, illness, disputed invoices, pending arbitration, ongoing negotiations, or lack of internal awareness of this provision.
6.3 Client's Sole and Exclusive Responsibility to Export Data: THE CLIENT IS SOLELY, EXCLUSIVELY, AND ENTIRELY RESPONSIBLE FOR EXPORTING, DOWNLOADING, VERIFYING, AND INDEPENDENTLY ARCHIVING ALL CUSTOMER DATA PRIOR TO THE EFFECTIVE DATE OF TERMINATION AND, IN ALL EVENTS, PRIOR TO THE EXPIRATION OF THE DATA RETRIEVAL WINDOW. The Company has no obligation whatsoever to remind, notify, warn, prompt, telephone, or otherwise contact the Client regarding an approaching destruction deadline, and any courtesy notice the Company elects to send in a given instance creates no duty, custom, course of dealing, or expectation of future notice. The Client is further solely responsible for maintaining a current, accurate account-owner email address of record; the Company's transmission of any notice or secure download link to the email address then on file shall constitute complete and conclusive delivery, irrespective of whether the message is actually received, opened, filtered, quarantined, or read.
6.4 Data Retrieval Request Protocol: Data retrieval is available exclusively through the following controlled protocols, and by no other means: (a) Accounts in Good Standing. A Client whose account is current and free of arrears may, at any time during an active subscription or during the Data Retrieval Window, submit a support ticket through the in-Platform support interface requesting an export of its Customer Data. Upon verification of account standing and of the requester's identity as the account owner of record, the Company will generate and transmit a time-limited, single-tenant, cryptographically signed secure download link to the account owner's email address of record. (b) Accounts Suspended or Terminated for Non-Payment. Where the workspace has been disconnected for non-payment and the Client has not cured the payment default, the Company retains sole discretion over the manner and timing of any export. Where the Company elects to honor such a request, a time-limited secure download link will be generated and transmitted by email to the account owner of record. The Company may, as a precondition to release, require satisfaction of all outstanding arrears, verified identity documentation, and a signed acknowledgment of final termination. (c) Common Terms. All secure download links expire automatically, are non-transferable, are issued to the account owner of record only, and may be regenerated at the Company's discretion subject to an administrative processing fee. The Company reserves the right to refuse any export request it reasonably believes to be fraudulent, made by an unauthorized party, subject to a legal hold, or in furtherance of a breach of Section 2 of this Agreement.
6.5 Automatic, Irreversible Data Deletion Schedule: The Client expressly acknowledges and agrees to the following destruction schedule, which executes automatically and without human intervention: (a) Day 0. Termination, suspension for non-payment, or receipt of verbal or written notice of termination; workspace transitions to read-only isolation and the Data Retrieval Window opens. (b) Days 1 through 30. Customer Data remains available for export solely by the protocols set forth in Section 6.4; no new records may be created and all automations, scheduled jobs, and integrations remain disabled. (c) Day 30. The Data Retrieval Window closes permanently at 11:59 p.m. Mountain Standard Time (America/Phoenix) on the thirtieth (30th) calendar day. All outstanding secure download links are revoked. (d) Day 31. All production tenant records, database rows, uploaded documents, receipts, payroll files, employee records, and object-storage assets are purged from the live production clusters by automated cryptographic overwrite. (e) Days 31 through 60. All encrypted rolling backups, point-in-time recovery snapshots, replicas, and disaster-recovery archives containing the Client's tenant fragments are rotated out and cryptographically overwritten or key-destroyed in the ordinary course, such that no later than the sixtieth (60th) calendar day following termination NO copy of the Customer Data remains in any form under the Company's custody or control. THE CLIENT UNDERSTANDS THAT THIS PROCESS IS FINAL, ABSOLUTE, AND TECHNICALLY IRREVERSIBLE. Following execution, the Customer Data cannot be recovered, reconstructed, restored, undeleted, or reproduced by the Company, by the Client, by the Company's hosting providers, or by any forensic means, and the Company shall have no obligation to attempt any such recovery. Where the Client fails to pay and fails to communicate with the Company at any point prior to the expiration of the thirty (30) day Data Retrieval Window, deletion proceeds automatically and the Customer Data is permanently and unrecoverably destroyed without further notice of any kind.
6.6 Limitation of Liability for Data Loss Arising From Termination: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY, ITS MANAGING MEMBERS, OFFICERS, DEVELOPERS, CONTRACTORS, HOSTING PROVIDERS, AND SYSTEM CUSTODIANS SHALL BE HELD FOREVER HARMLESS FROM, AND SHALL BEAR NO LIABILITY WHATSOEVER FOR, ANY LOSS, DESTRUCTION, INACCESSIBILITY, OR NON-RECOVERABILITY OF CUSTOMER DATA, NOR FOR ANY LOSS OF BUSINESS, LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF ANTICIPATED SAVINGS, LOSS OF CORPORATE GOODWILL, BUSINESS INTERRUPTION, REGULATORY PENALTY, TAX ASSESSMENT, AUDIT FAILURE, PAYROLL DISRUPTION, LITIGATION EXPOSURE, OR CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGE OF ANY NATURE, ARISING OUT OF OR RELATING TO THE SUSPENSION OR TERMINATION OF THE CLIENT'S ACCOUNT OR THE DELETION OF CUSTOMER DATA, WHERE SUCH SUSPENSION, TERMINATION, OR DELETION RESULTS FROM THE CLIENT'S NON-PAYMENT, THE CLIENT'S MATERIAL BREACH OF THIS AGREEMENT, THE CLIENT'S OWN NOTICE OF TERMINATION, OR THE CLIENT'S FAILURE TO EXPORT ITS DATA WITHIN THE DATA RETRIEVAL WINDOW. This allocation of risk is a material, bargained-for inducement without which the Company would not provide the Platform at the stated subscription rates, applies regardless of the legal theory asserted (contract, tort, negligence, strict liability, statute, or otherwise), and survives any failure of any limited remedy of its essential purpose. All liability, if any, remains subject in all events to the aggregate financial liability cap set forth in Section 5.4.
6.7 Client Duty of Independent Backup: The Platform is not, and shall not be represented or relied upon as, a system of record of last resort, an archival repository, or a substitute for the Client's own backup regime. The Client covenants to maintain its own independent, off-platform backups of all business-critical records, including all financial, payroll, tax, employment, and asset records required to be retained under applicable federal, state, or local law, at a frequency appropriate to its own legal and regulatory retention obligations. The Client's failure to maintain such independent backups is an assumption of risk by the Client, and the Company shall bear no responsibility for the Client's resulting inability to satisfy any statutory retention, audit, or discovery obligation.
6.8 Termination by the Company for Cause; Survival: The Company may terminate this Agreement and the Client's workspace immediately, for cause and without refund, upon: non-payment as described in Section 4.5; breach of the intellectual property restrictions in Section 2.3; unlawful, fraudulent, or abusive use of the Platform; initiation of a chargeback in respect of validly rendered services; or any conduct that threatens the security, integrity, or lawful operation of the multi-tenant environment. Sections 2, 4.6, 4.7, 5, 6, and 7 shall survive any expiration or termination of this Agreement in full force and effect.
6A.1 Opt-In: By submitting your mobile phone number through the Company's website inquiry form and checking the accompanying consent box, you expressly consent to receive text messages (SMS) from Zarcore Technologies LLC and its authorized CRM agents, at the number provided, for purposes including scheduling, account notifications, customer support, and permitted service updates. Consent is not required as a condition of purchasing any goods or services.
6A.2 Message Frequency and Rates: Message frequency varies; you should expect no more than a few messages per month. Message and data rates may apply based on your mobile carrier plan.
6A.3 Opt-Out and Help: You may opt out of text messages at any time by replying STOP to any message received. For help, reply HELP or contact privacy@zarcore.com. Carriers are not liable for delayed or undelivered messages.
6A.4 No Sharing for Marketing Purposes: Mobile opt-in information and phone numbers collected for SMS purposes will not be shared with any third party for marketing or promotional purposes. Such information is disclosed only to the Company's underlying telecommunications provider to the limited extent technically necessary to transmit the message.
6A.5 Supported Carriers: Zarcore's text messaging service is offered on major US mobile carriers. Carriers are not liable for delayed or undelivered messages.
6A.6 Twilio as the Underlying Telecommunications Provider: All SMS and MMS messaging, outbound and inbound voice calling, call forwarding, browser-based softphone calling, and voicemail capture offered within the CRM module is delivered through Twilio Inc. ("Twilio"), acting as the Company's underlying cloud communications and carrier connectivity provider. The Company is an independent software vendor and reseller of that connectivity. The Client does not contract directly with Twilio, is not a Twilio customer of record, and receives no direct rights against Twilio under this Agreement. The Client nevertheless expressly agrees that its use of all messaging and voice features is subject to, and that the Client and each of its users shall at all times comply with, Twilio's Acceptable Use Policy, Twilio's Messaging Policy, Twilio's voice service requirements, and all requirements imposed by the mobile carriers, aggregators, and industry bodies through which traffic is delivered, including the CTIA Messaging Principles and Best Practices. These third-party requirements are incorporated into this Agreement by reference as flow-down obligations, and any violation of them constitutes a material breach of this Agreement.
6A.7 Provisioned Telephone Numbers Are Leased, Not Sold: Where the Client enables SMS and call forwarding for a CRM seat, the Company provisions a telephone number for that seat from Twilio's inventory on the Client's behalf. The Client acknowledges that: (a) the number is leased from the underlying carrier and is not sold, assigned, or transferred to the Client, and the Client acquires no ownership or property interest in it; (b) the Company makes no representation that any number is portable to another provider, and number portability requests are subject to carrier rules, may be refused, and may require the Client to satisfy all outstanding balances; (c) the number is released back to the carrier automatically upon deactivation of the seat, cancellation of the SMS plan, non-payment, suspension, or termination of the workspace, after which it may be reassigned to an unrelated party; and (d) the Company bears no liability whatsoever for lost calls, lost messages, lost business, or any loss of goodwill arising from the release or reassignment of a number.
6A.8 Client Is the Message Originator and Calling Party: As between the parties, the Client is the sender, originator, and calling party for every message and call it or its users initiate through the Platform, and the Company acts solely as the technology conduit. The Client is solely and exclusively responsible for compliance with all laws applicable to that traffic, including the Telephone Consumer Protection Act (TCPA) and its implementing regulations, the Telemarketing Sales Rule, the CAN-SPAM Act as applied to mobile messages, federal and state do-not-call registry requirements, state telemarketing, automated dialing, and calling-hour restrictions, and all applicable consumer protection laws. Without limitation, the Client shall: (a) obtain and retain documented prior express consent, and where the message or call is marketing or advertising in nature, prior express written consent, from each recipient before contacting that recipient; (b) clearly identify itself as the sender in its messages; (c) honor STOP, UNSUBSCRIBE, CANCEL, END, QUIT, and equivalent opt-out requests immediately, and respond appropriately to HELP requests; (d) maintain records sufficient to evidence consent for the full applicable statutory limitations period; and (e) refrain from contacting any person who has revoked consent by any reasonable means. The Client acknowledges that TCPA violations can carry statutory damages of five hundred to one thousand five hundred US dollars per message or call and that class exposure can be substantial, and the Client's indemnity under Section 5.3 of this Agreement expressly extends to all claims, demands, class actions, regulatory proceedings, carrier penalties, and attorney fees arising from the Client's messaging or calling activity.
6A.9 A2P 10DLC Brand and Campaign Registration: US application-to-person messaging requires registration of the sending business and its messaging use case with The Campaign Registry and the mobile carriers. To enable messaging for the Client, the Company submits Client-provided business information, which may include legal entity name, Employer Identification Number or other tax identifier, business address, website, industry, contact name, contact email, contact phone number, messaging use case description, and sample message content, to Twilio, to The Campaign Registry, and onward to the mobile carriers and their aggregators. The Client authorizes these disclosures, represents and warrants that all information it provides for registration is complete, accurate, and truthful, and agrees to update it promptly upon any change. The Client acknowledges that: (a) registration is controlled by third parties and may be delayed, rejected, revoked, or re-reviewed at their discretion; (b) carriers assign message throughput limits and may filter, rate-limit, or block traffic irrespective of registration status; (c) registration, campaign, carrier pass-through, and per-message fees are set by third parties, may change without notice, and are passed through to the Client; and (d) the Company does not guarantee registration approval, message deliverability, delivery speed, or throughput, and bears no liability for traffic that is filtered, blocked, delayed, or undelivered by any carrier, aggregator, or registry.
6A.10 Prohibited Messaging and Calling Content: The Client shall not use the messaging or voice features to transmit, and shall not permit any user to transmit, content that is unlawful, fraudulent, deceptive, harassing, threatening, obscene, or that violates carrier or Twilio content restrictions. Prohibited categories include, without limitation: high-risk financial offers, payday, short-term, or predatory lending, debt collection or debt relief outside of applicable legal requirements, third-party lead generation and lead resale, gambling and sweepstakes where not lawfully permitted, cannabis, controlled substances, prescription drug offers, firearms and ammunition, tobacco, vaping, and alcohol offers directed to unverified recipients, adult or sexually explicit content, hate speech, phishing, smishing, credential harvesting, malware distribution, cryptocurrency and investment solicitations, pyramid, multi-level marketing, and get-rich-quick schemes, and any traffic designed to evade carrier filtering, including snowshoeing, URL cloaking, use of public URL shorteners, and number rotation. The Client further shall not use the voice features for autodialed or prerecorded telemarketing campaigns, robocalling, war dialing, call center dialing at scale, or any use that would cause the Company's or Twilio's numbers to be flagged, labeled, or blocked as spam.
6A.11 Call Recording, Voicemail, and All-Party Consent: The CRM module captures voicemail messages left by callers and retains them within the Client's isolated workspace so that the Client's agents can review them. The Client expressly acknowledges that recording, capturing, or storing the contents of a telephone call or voice message is regulated, that certain jurisdictions require the consent of all parties to the communication rather than only one party, and that the applicable rule is generally determined by the locations of the parties on the call. The Client is solely responsible for determining which consent regime applies to each call, for providing any legally required recording notice, announcement, or disclosure to callers and called parties, for obtaining any required consent before any call is recorded, and for its agents' conduct in this respect. The Company provides recording and voicemail functionality as a neutral technical tool, does not monitor whether the Client obtains the required consent, and does not provide legal advice regarding recording law. The Client's indemnity under Section 5.3 expressly extends to all claims arising from the recording, capture, storage, playback, retention, or disclosure of any call or voice message, including claims under federal and state wiretapping, eavesdropping, two-party consent, and privacy statutes. Voicemail recordings are retained on a rolling automated schedule, are purged automatically after the applicable retention period unless a user affirmatively marks a voicemail to be kept for the extended period, and are permanently destroyed together with all other Customer Data under Section 6 of this Agreement upon termination.
6A.12 NOT A TELEPHONE SERVICE; NO 911 OR EMERGENCY CALLING: THE CLIENT EXPRESSLY ACKNOWLEDGES AND AGREES THAT THE PLATFORM'S MESSAGING AND VOICE FEATURES ARE SOFTWARE FEATURES LAYERED OVER A CLOUD COMMUNICATIONS API AND ARE NOT, AND MUST NOT BE RELIED UPON AS, A REPLACEMENT FOR TRADITIONAL LANDLINE, WIRELESS, OR VOIP TELEPHONE SERVICE. THE PLATFORM DOES NOT PROVIDE, AND THE COMPANY DOES NOT SUPPORT, ACCESS TO 911, E911, 988, 211, OR ANY OTHER EMERGENCY OR PUBLIC SAFETY CALLING SERVICE, DOES NOT TRANSMIT LOCATION INFORMATION TO ANY PUBLIC SAFETY ANSWERING POINT, AND DOES NOT SUPPORT OPERATOR-ASSISTED, RELAY, DIRECTORY ASSISTANCE, OR CALLING-CARD SERVICES. MESSAGING AND CALLING FEATURES DEPEND ON THIRD-PARTY CARRIER NETWORKS, INTERNET CONNECTIVITY, DEVICE PERMISSIONS, AND ELECTRICAL POWER, AND WILL NOT FUNCTION DURING ANY OUTAGE OF THOSE DEPENDENCIES. THE CLIENT SHALL MAINTAIN AN ALTERNATIVE MEANS OF PLACING EMERGENCY CALLS AT ALL TIMES AND SHALL AFFIRMATIVELY NOTIFY EACH OF ITS EMPLOYEES, AGENTS, AND USERS OF THIS LIMITATION. THE COMPANY EXPRESSLY DISCLAIMS ALL LIABILITY, AND THE CLIENT WAIVES ALL CLAIMS, FOR ANY DEATH, PERSONAL INJURY, PROPERTY DAMAGE, OR OTHER LOSS ARISING FROM ANY INABILITY TO REACH EMERGENCY SERVICES THROUGH THE PLATFORM.
6A.13 Usage Allowances, Overages, and Fair Use: Each seat enabled for messaging and calling is provisioned under a stated monthly plan allowance of messages and voice minutes. Where a seat exceeds its allowance within a billing cycle, additional usage bundles are purchased automatically and charged to the Client's payment method of record so that business communication continues uninterrupted, and the Client authorizes those automatic charges. Usage counters reset on each cycle rollover. The Company may apply reasonable fair-use limits, throttles, and anti-fraud controls, and may suspend messaging or voice for a seat or an entire workspace where usage patterns indicate fraud, traffic pumping, artificially inflated traffic, toll fraud, international revenue share fraud, or abuse. The Client remains responsible for all usage charges incurred through its workspace, including usage resulting from the Client's failure to secure its own user credentials.
6A.14 Communications Records and Metadata: The Company generates and retains call detail records, message logs, delivery receipts, error codes, provisioning records, and consent records associated with the Client's telephony activity. These records are used to render the CRM message and call history inside the Client's workspace, to calculate usage and billing, to investigate fraud and abuse, to respond to carrier or regulatory inquiries, and to evidence compliance. Such records are Customer Data, are isolated to the Client's workspace, and are subject to Section 6 of this Agreement, except that the Company may retain minimal billing and abuse-investigation metadata where required by law or by its carrier obligations.
6A.15 Immediate Suspension for Telephony Compliance Events: Notwithstanding any cure period elsewhere in this Agreement, the Company may immediately and without prior notice suspend, throttle, or disable messaging and voice features, release a provisioned number, or disable an individual seat, where the Company receives a complaint, filtering notice, penalty, or takedown demand from Twilio, a carrier, an aggregator, a registry, a regulator, or a law enforcement agency, where spam complaint rates or carrier error rates spike, or where the Company reasonably believes the traffic violates this Section 6A. The Company shall have no liability for any such suspension, and the Client remains liable for all fees, carrier penalties, and registration costs incurred.
6B.1 Optional, User-Initiated Connection: The Platform offers optional integrations that allow the Client or an individual authorized user of the Client's workspace to connect that user's own Google Account so that the CRM and related modules can send email, capture replies, schedule meetings, and (where enabled) attach or store documents using that user's own Google identity. Connecting a Google Account is never required to use the Platform; a non-Google, domain-verified transactional email path is available as an alternative. The connection is initiated only by the user, through Google's own OAuth consent screen, which discloses each requested permission before any access occurs.
6B.2 Scopes Requested and Purpose Limitation: The Company requests only the narrowest permissions required to operate the features the Client has activated, and uses each permission solely for the corresponding user-facing feature:
6B.3 Limited Use Commitment: The Company's use and transfer to any other application of information received from Google APIs adheres to the Google API Services User Data Policy, including its Limited Use requirements. Google user data is used only to provide and improve the user-facing features described above; it is never used for advertising of any kind, is never sold, rented, brokered, or transferred to data brokers or advertising networks, and is never used to develop, train, improve, or fine-tune generalized or non-personalized artificial intelligence or machine learning models. Humans do not read Google user data except with the user's affirmative agreement for specific messages, where necessary for security or abuse investigation, where required by law, or on aggregated and de-identified data for internal operations.
6B.4 Storage, Isolation, and Retention: Google OAuth access and refresh tokens are held encrypted by the Company's underlying cloud infrastructure and are never exposed to the browser or to any other tenant. Google user data is stored only within the connecting Client's isolated workspace, is never combined across tenants, and is never disclosed to another Client. All such data is subject to the Data Retrieval Window and permanent destruction schedule in Section 6 of this Agreement and Section 6 of the Privacy Policy.
6B.5 Client and User Control; Revocation: Each connecting user may disconnect their Google Account at any time from the Platform's Settings, Email Integration area, which revokes the Company's tokens and ends all further access, and may additionally revoke access directly at https://myaccount.google.com/permissions. Revocation stops all further reading, sending, calendar, and Drive activity; business records already captured into the Client's workspace remain as the Client's records until deleted by the Client or purged under Section 6.
6B.6 Client Responsibility and Roles: As between the parties, the Client remains the controller of Google user data brought into its workspace and is responsible for ensuring each of its users is authorized to connect the Google Account used and for complying with Google's Terms of Service, Google's Acceptable Use Policy, and Gmail's bulk-sender guidelines, including maintaining low spam-complaint rates and honoring unsubscribe requests. The Company processes such data solely on the Client's instructions as described in Schedule A. Additional detail on the Company's access, use, storage, and sharing of Google user data is set out in Section 4A of the Company's Privacy Policy, which is incorporated into this Agreement by reference.
6B.7 Microsoft Equivalent: Where a user instead connects a Microsoft Account (Outlook mail, Microsoft Calendar, OneDrive, SharePoint, or Microsoft Teams), materially equivalent commitments, purpose limitations, and revocation rights apply, as set out in full in Section 6C below.
6C.1 Optional, User-Initiated Connection: The Platform offers optional integrations that allow the Client or an individual authorized user of the Client's workspace to connect that user's own Microsoft work, school, or personal account so that the CRM and related modules can send email, capture replies, schedule meetings, generate online meeting links, and, where enabled, attach or store documents using that user's own Microsoft identity. Connecting a Microsoft account is never required to use the Platform; the Google path described in Section 6B and the domain-verified transactional email path described in Section 6D are available alternatives. The connection is initiated only by the user, through Microsoft's own OAuth consent screen, which discloses each requested permission before any access occurs. Where the Client's Microsoft tenant requires administrator consent for the requested permissions, the Client's own Microsoft administrator controls whether the integration may be used at all.
6C.2 Permissions Requested and Purpose Limitation: The Company requests only the narrowest Microsoft Graph permissions required to operate the features the Client has activated, and uses each permission solely for the corresponding user-facing feature:
6C.3 Limited Use Commitment: Microsoft account data obtained through these permissions is used only to provide and improve the user-facing features described above. It is never used for advertising of any kind, is never sold, rented, brokered, or transferred to data brokers or advertising networks, and is never used to develop, train, improve, or fine-tune generalized or non-personalized artificial intelligence or machine learning models. Where an AI feature of the Platform operates on a specific message at the user's explicit request, for example drafting a reply the user asked for, that processing serves only the user's immediate request inside the Client's own workspace. Humans do not read Microsoft account data except with the user's affirmative agreement for specific messages, where necessary for security or abuse investigation, where required by law, or on aggregated and de-identified data for internal operations.
6C.4 Storage, Isolation, and Retention: Microsoft OAuth access and refresh tokens are held encrypted by the Company's underlying cloud infrastructure and are never exposed to the browser or to any other tenant. Microsoft account data is stored only within the connecting Client's isolated workspace, is never combined across tenants, and is never disclosed to another Client. Message content and meeting details are stored only to the extent needed to render the CRM communication history and activity records the Client requested. All such data is subject to the Data Retrieval Window and permanent destruction schedule in Section 6 of this Agreement and Section 6 of the Privacy Policy.
6C.5 Client and User Control; Revocation: Each connecting user may disconnect their Microsoft account at any time from the Platform's Settings, Email Integration area, which revokes the Company's tokens and ends all further access. A user or administrator may additionally revoke access directly through Microsoft, at https://myapps.microsoft.com for work or school accounts or at https://account.live.com/consent/Manage for personal accounts, and a Microsoft tenant administrator may revoke consent for the entire organization at any time. Revocation stops all further reading, sending, calendar, meeting, and file activity; business records already captured into the Client's workspace remain as the Client's records until deleted by the Client or purged under Section 6.
6C.6 Client Responsibility and Roles: As between the parties, the Client remains the controller of Microsoft account data brought into its workspace and is responsible for ensuring each of its users is authorized to connect the Microsoft account used, for obtaining any administrator consent required by its own Microsoft tenant policies, and for complying with the Microsoft Services Agreement, the Microsoft Product Terms and applicable Microsoft 365 licensing terms for its own subscription, the Microsoft APIs Terms of Use, and Microsoft's own acceptable use and bulk-sending requirements, including maintaining low spam-complaint rates and honoring unsubscribe requests. The Client is solely responsible for its own Microsoft licensing, seat entitlements, mailbox sending limits, and tenant configuration, and the Company is not liable for any throttling, blocking, mailbox lockout, licensing shortfall, or service change imposed by Microsoft. The Company processes such data solely on the Client's instructions as described in Schedule A. Microsoft acts as an independent controller of its own service data under its own terms, and international transfers of Microsoft account data rely on Microsoft's own published transfer mechanisms. Additional detail on the Company's access, use, storage, and sharing of Microsoft account data is set out in Section 4B of the Company's Privacy Policy, which is incorporated into this Agreement by reference.
6D.1 The Non-Google, Non-Microsoft Email Path: Where the Client does not wish to connect a Google or Microsoft account, or wishes its outbound business email to originate from its own corporate domain rather than from an individual user's mailbox, the Platform offers a domain-verified transactional email path delivered through Resend, the email service operated by Plus Five Five, Inc. ("Resend"), acting as the Company's email infrastructure sub-processor. Outbound CRM email, quotes, invoices, statements, notifications, and permitted campaigns are transmitted through Resend's sending infrastructure, and inbound replies addressed to the Client's configured reply subdomain are received through Resend's inbound processing and routed back into the correct CRM contact thread inside the Client's isolated workspace. The Client does not contract directly with Resend and is not a Resend customer of record.
6D.2 Client Domain Ownership and DNS Authorization: To activate this path, the Client must designate a sending domain and a reply subdomain that the Client owns or otherwise lawfully controls, and must publish, at its own DNS provider or registrar, the verification, SPF, DKIM, and inbound MX records that the Platform displays in Settings, Email Integration. By requesting activation, the Client represents and warrants that it owns or lawfully controls that domain, is authorized to publish those records, and is authorized to send email on behalf of the entity identified in the sending address, and the Client authorizes the Company to create and manage the corresponding sending domain and inbound routing configuration on the Client's behalf. The Company hard-gates outbound sending until domain verification succeeds, and inbound reply capture remains disabled until the required MX record is verified.
6D.3 Client Responsibility for DNS and Deliverability; No Inbox Placement Guarantee: The Client is solely responsible for the accuracy and continued presence of its DNS records, for maintaining access to its registrar, for any conflicting SPF, DKIM, DMARC, or MX configuration in its own zone, and for its own domain's sending reputation. The Client expressly acknowledges that email deliverability is controlled by receiving mail providers and not by the Company, and that the Company makes no representation or warranty whatsoever regarding inbox placement, delivery speed, bounce rates, spam-folder placement, greylisting, blocklisting, or the availability of any receiving provider. The Company shall bear no liability for lost, delayed, bounced, quarantined, rejected, or spam-filtered email, for missed business opportunities arising from non-delivery, for the Client's removal or misconfiguration of DNS records, or for outages, rate limits, or policy changes at Resend, at any DNS provider, or at any receiving mail provider.
6D.4 Content Passing Through the Email Path: The Client acknowledges that the message envelope, headers, subject lines, body content, and attachments of email it sends through this path, and of inbound replies it receives through this path, necessarily transit and are briefly processed and logged by Resend and its own infrastructure providers in order to be delivered or received. Inbound message bodies are sanitized by the Platform before display in order to neutralize active content. Message content stored in the Client's workspace is Customer Data, is isolated to that workspace, and is subject to the Data Retrieval Window and destruction schedule in Section 6 of this Agreement. Resend maintains its own retention, security, and log-retention practices under its published Data Processing Addendum at https://resend.com/legal/dpa and its published subprocessor list at https://resend.com/legal/subprocessors, and the Company relies on those published terms, including their Standard Contractual Clauses, for any cross-border transfer of such data.
6D.5 Sending Compliance Obligations: The Client is the sender of all email transmitted from its sending domain and is solely responsible for compliance with all applicable email law and industry requirements, including the CAN-SPAM Act, Canada's Anti-Spam Legislation (CASL) where applicable, the GDPR and applicable ePrivacy rules where recipients are located in covered jurisdictions, and the bulk-sender requirements published by major mailbox providers. Without limitation, the Client shall: (a) send only to recipients for whom it has a lawful basis or consent to send, and never to purchased, scraped, rented, or appended lists; (b) accurately identify itself in the From, sender, and Reply-To fields and never use deceptive subject lines or forged headers; (c) include a functioning unsubscribe mechanism and a valid physical postal address in all marketing email, and honor every opt-out promptly, including those the Platform records automatically; (d) promptly suppress hard bounces, complaints, and spam-trap hits and maintain complaint and bounce rates within industry-accepted thresholds; and (e) comply with Resend's own terms of service and acceptable use requirements as flow-down obligations of this Agreement.
6D.6 Protection of Shared Infrastructure; Suspension: Because Resend-backed sending and inbound processing operate on shared Company infrastructure and shared reputation, the Company may, immediately and without prior notice, throttle, suspend, or disable a Client's sending domain, reply subdomain, outbound sending, campaign functionality, or inbound routing where the Company reasonably believes that the Client's sending violates this Section, where complaint, bounce, or spam-trap rates spike, where a blocklisting event occurs, or where Resend, a mailbox provider, an anti-abuse organization, or a regulator issues a complaint, notice, or demand. The Company shall have no liability for any such action, and the Client remains liable for all fees accrued.
6D.7 Termination of the Email Path: Upon deactivation of the email integration, cancellation, suspension, or termination of the workspace, the Company may delete the Client's sending domain and inbound routing configuration from Resend, after which all sending and reply capture through that domain ceases. The Client is responsible for removing the corresponding DNS records from its own zone. Email records already captured into the Client's workspace remain the Client's records until deleted by the Client or destroyed under Section 6 of this Agreement.
6D.8 Roles of the Parties: As between the parties, the Client remains the controller of the personal data contained in the email it sends and receives through this path, and the Company processes that data solely as a processor on the Client's instructions as described in Schedule A. Additional detail on the Company's access, use, storage, and sharing of this data is set out in Section 4C of the Company's Privacy Policy, which is incorporated into this Agreement by reference.
7.1 Substantive Arizona Governing Law: This Master Agreement, its execution paths, and all legal relationships arising out of the deployment of this B2B SaaS platform shall be governed by, structured under, and enforced exclusively in accordance with the substantive laws of the State of Arizona, completely bypassing any conflict of law principles.
7.2 Private Binding Arbitration Shield: To eliminate the stress, high costs, and public exposure of traditional courtroom litigation, both parties contractually agree that any and all disputes, breaches, or interpretations of this contract shall be resolved exclusively through final, binding arbitration administered by the American Arbitration Association (AAA) sitting within Maricopa County, Arizona, rather than a public trial. Both parties explicitly waive their constitutional right to a jury trial or to participate in a class-action lawsuit against each other.
7.3 Strategic Anti-SLAPP Protections: If an outside third party or the Client files a groundless, frivolous, or predatory civil lawsuit against Zarcore Technologies LLC in an attempt to harass the developer, disrupt operations, or interfere with corporate expansion, the Company shall immediately deploy Arizona's ironclad Anti-SLAPP statutory protections. The Company will seek immediate dismissal of the groundless action and a mandatory court order forcing the opposing party to pay 100% of the Company's legal and attorney fees.
7.4 Structural Severability: If any single clause, sentence, or sub-provision of this Agreement is held to be invalid, illegal, or contractually unenforceable by an authorized arbitrator or court, that specific element shall be minimized or severed to the minimum extent necessary, and all remaining sections shall continue in full force and effect to maintain maximum legal insulation for the Company.
IN WITNESS WHEREOF, the parties hereto have accepted, ratified, and digitally executed this Master Software as a Service Terms of Service Agreement as of the date of electronic account registration or module activation.
This Schedule A ("DPA") is incorporated into, and forms an integral and legally binding part of, this Agreement. It governs the processing of personal data contained within Customer Data across the CRM, Accounting, HR & Payroll, Inventory, IT Assets, and Business Analytics modules. Where this Schedule conflicts with the preceding Sections of this Agreement on matters of data protection, this Schedule controls.
With respect to the processing of personal data submitted to, or generated within, a Client workspace:
Subject Matter: The Company's hosting, storage, computation, and transmission of Customer Data as needed to operate the modular business system the Client has subscribed to.
Nature and Purpose: Provisioning the Client's isolated workspace; running CRM pipeline, accounting ledger, payroll, inventory, and IT asset logic against Customer Data; generating reports, invoices, and notifications; and providing customer support.
Categories of Data Subjects: The Client's employees and contractors (HR/Payroll module), the Client's customers and leads (CRM module), the Client's vendors and business contacts (Accounting module), and, incidentally, individuals associated with IT/network assets (IT Assets module).
Categories of Personal Data: Contact details (name, email, phone, address); communications data (email headers, subject lines, message bodies and attachments sent or received through connected Google, Microsoft, or Resend-backed email paths; SMS and MMS message content; telephone numbers; call detail records; voicemail audio recordings; and messaging consent and opt-out records); employment data (job title, compensation, benefit elections, timesheets); payroll data (bank account details, tax withholding elections, and, where the Client opts to store them, Social Security Numbers, which are encrypted at rest using a dedicated encryption key and are only ever decrypted on an authorized, logged, on-demand basis); financial data (invoices, ledger entries, bank feed transactions); and CRM data (deal values, communications, marketing consent status).
Duration: For the term of this Agreement, plus the thirty (30) day Data Retrieval Window and the subsequent automated purge schedule described in Section 6 above.
The Company shall:
The Client shall:
The Client provides general written authorization for the Company to engage the following categories and named sub-processors, each engaged for a specific, limited purpose. The Company remains responsible for each sub-processor's compliance with data protection obligations equivalent to those in this Schedule.
The Company will notify Client account owners of any new material sub-processor category via the standard system notification channel described in this Agreement. Continued use of the Platform following such notice constitutes acceptance of the updated sub-processor list.
The Company and its sub-processors (including Stripe, Google, Microsoft, Twilio, Resend, and the underlying cloud hosting infrastructure) may process Customer Data in the United States and other jurisdictions in which those providers operate. Where such processing involves a transfer of personal data out of a jurisdiction with data localization or adequacy requirements (e.g., the European Economic Area or United Kingdom), the Company relies on the sub-processor's own certified transfer mechanisms (such as Standard Contractual Clauses) as made available by Stripe, Google, Microsoft, Twilio, and Resend respectively, including the Standard Contractual Clauses incorporated into Resend's published Data Processing Addendum.
In recognition of the sensitivity of the data flowing through certain modules, the Company applies the following module-specific safeguards:
Upon reasonable prior written request, no more than once per twelve (12) month period (absent a suspected Security Incident), the Company will make available to the Client information reasonably necessary to demonstrate compliance with this Schedule, such as a summary of its technical and organizational security measures. Any on-site or infrastructure-level audit request must be conducted in a manner, and at a time, that does not disrupt the shared multi-tenant environment serving other Company clients, and may be satisfied through a written questionnaire response at the Company's discretion.
Upon termination of the Client's subscription, the Company will handle Customer Data strictly in accordance with the Data Retrieval Window and automated destruction schedule described in Section 6 above: a thirty (30) day read-only retrieval window, followed by permanent deletion from production systems, followed by rotation out of encrypted backup snapshots. The Company has no obligation to retain Customer Data beyond that schedule, and the Client is solely responsible for exporting its data before the window closes.
This Schedule takes effect automatically upon the Client's execution of this Agreement (including via online account registration or module activation) and remains in effect for as long as the Company processes Customer Data on the Client's behalf. In the event of any conflict between this Schedule and the body of this Agreement regarding the processing of personal data, this Schedule shall govern.
This Schedule B ("AUP") is incorporated into, and forms an integral and legally binding part of, this Agreement. It sets out specific, module-by-module rules governing the Client's, and the Client's authorized users', use of the Platform and its connected third-party services. Violation of this Schedule constitutes a material breach of this Agreement and may result in immediate suspension of the offending module or the entire workspace under Section 4.5 and Section 6.8 above, without the ten (10) day cure period otherwise applicable to non-payment breaches.
Across every module of the Platform, the Client shall not, and shall not permit any user of its workspace to:
The CRM module, including its Marketing add-on, may not be used to:
The Accounting module, invoicing tools, and Stripe-powered payment features may not be used to:
The HR & Payroll module, including its Social Security Number and bank-detail storage features, may not be used to:
The Inventory and IT Assets modules may not be used to:
The Platform integrates with the following third-party services, each of which imposes its own acceptable use terms that the Client must also independently comply with when connecting an account:
The Company is not responsible for, and bears no liability arising from, a Client's violation of a connected third-party provider's own terms of service. The Company reserves the right to disconnect any integration that it reasonably believes is being used in a manner that violates the applicable provider's terms, in order to protect the Company's own standing with that provider.
The messaging and calling features, and any telephone number provisioned to a CRM seat, may not be used to:
The domain-verified email path, connected mailbox sending, and campaign tools may not be used to:
The Company may, in its sole discretion and without prior notice, disable a specific module, integration, or feature (rather than the entire workspace) where it reasonably believes a violation of this Schedule is confined to that module or feature. Where the violation is severe, ongoing, or threatens the security or integrity of the multi-tenant Platform, the Company may suspend or terminate the Client's entire workspace under Section 4.5 and Section 6.8 above. The Client remains liable for all fees accrued prior to any such suspension or termination, consistent with Section 4.7 above.