Terms of Service

1. Acceptance of Terms

Welcome to Xyvaro, a field service management platform designed for small to mid-size businesses. These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and Xyvaro, Inc. ("Xyvaro," "we," "our," or "us") regarding your use of our mobile applications, web platform, and related services (collectively, the "Service").

By creating an account, accessing, or using our Service, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree with these Terms, you must not use our Service.

2. Description of Service

Xyvaro provides a comprehensive field service management platform that includes:

• Customer Relationship Management: Client and property management tools
• Quote and Estimate Management: Creation, delivery, and approval of service quotes
• Job Scheduling and Dispatch: Calendar-based scheduling and technician assignment
• Work Order Management: Digital checklists, photo capture, and service documentation
• Time and Location Tracking: GPS-enabled check-ins and time tracking
• Invoice and Payment Processing: Billing management and payment collection
• Client Portal: Customer-facing interface for quote approval and scheduling
• Mobile Applications: iOS and Android apps for field technicians
• Reporting and Analytics: Business intelligence and performance metrics

3. Account Registration and Eligibility

3.1 Eligibility

To use our Service, you must:

• Be at least 18 years of age or the age of majority in your jurisdiction
• Have the legal capacity to enter into binding contracts
• Not be prohibited from using the Service under applicable laws
• Represent a legitimate business entity for commercial use

3.2 Account Creation

When creating an account, you agree to:

• Provide accurate, current, and complete information
• Maintain and update your account information as necessary
• Keep your login credentials secure and confidential
• Notify us immediately of any unauthorized access to your account
• Accept responsibility for all activities under your account

3.3 Multi-Tenant Organization

Xyvaro operates as a multi-tenant platform where each organization ("Tenant") has its own isolated environment. As the account creator, you become the initial administrator of your organization and are responsible for:

• Managing user access and permissions within your organization
• Ensuring compliance with these Terms by all users in your organization
• Maintaining accurate billing and contact information
• Data security and access control within your tenant environment

4. Subscription Plans and Billing

4.1 Subscription Tiers

Xyvaro offers various subscription plans with different features and usage limits. Subscription details, pricing, and features are available on our website and may be updated from time to time.

4.2 Payment Terms

• Billing Cycle: Subscriptions are billed monthly or annually in advance
• Auto-Renewal: Subscriptions automatically renew unless cancelled
• Payment Methods: We accept major credit cards and ACH transfers
• Late Payments: Accounts may be suspended for non-payment
• Price Changes: We will provide 30 days' notice of any price increases

4.3 Refunds and Cancellations

• Monthly subscriptions can be cancelled at any time with access continuing until the end of the billing period
• Annual subscriptions may be cancelled with prorated refunds at our discretion
• Free trial periods can be cancelled without charge before the trial expires
• Refunds for prepaid services are generally not provided except as required by law

5. Acceptable Use Policy

5.1 Permitted Uses

You may use our Service solely for legitimate business purposes related to field service management, including but not limited to plumbing, HVAC, landscaping, cleaning, roofing, and similar service industries.

5.2 Prohibited Uses

You agree not to use the Service to:

• Violate any applicable laws, regulations, or third-party rights
• Upload, transmit, or distribute malicious software or harmful content
• Attempt to gain unauthorized access to our systems or other users' accounts
• Interfere with or disrupt the Service or servers connected to the Service
• Use the Service for illegal activities or to promote illegal activities
• Harass, abuse, or harm other users or their customers
• Collect or harvest personal information about other users
• Reverse engineer, decompile, or disassemble any part of the Service
• Create derivative works based on the Service
• Use the Service to compete with Xyvaro or develop competing products

5.3 Content Standards

All content uploaded to or created within the Service must:

• Be accurate and not misleading
• Comply with applicable privacy and data protection laws
• Not infringe on intellectual property rights
• Not contain offensive, defamatory, or inappropriate material
• Be appropriate for a professional business environment

6. Data Ownership and Privacy

6.1 Your Data

You retain ownership of all data, content, and information that you upload, create, or manage through the Service ("Customer Data"). This includes:

• Client and customer information
• Work orders, quotes, and invoices
• Photos, documents, and attachments
• Service history and notes
• Business settings and configurations

6.2 Data License

You grant Xyvaro a limited, non-exclusive, worldwide license to use your Customer Data solely to provide the Service to you. This license includes the right to:

• Store and process your data on our servers
• Create backups and ensure data redundancy
• Display your data within the Service interface
• Transmit data to third-party services as directed by you (e.g., payment processors)
• Generate aggregate, anonymized analytics for service improvement

6.3 Data Security

We implement industry-standard security measures to protect your data, but you acknowledge that no system is completely secure. You are responsible for:

• Maintaining secure access credentials
• Configuring appropriate user permissions
• Complying with applicable data protection laws
• Backing up critical business data

7. Third-Party Integrations

Our Service integrates with various third-party providers to enhance functionality:

• Payment Processing: Stripe for secure payment transactions
• Communications: SendGrid for email delivery, Twilio for SMS
• Cloud Infrastructure: AWS/GCP for hosting and data storage
• Mapping Services: For location services and route optimization

Your use of these third-party services is subject to their respective terms of service and privacy policies. We are not responsible for the availability, functionality, or policies of third-party services.

8. Intellectual Property Rights

8.1 Xyvaro's Rights

The Service, including all software, designs, text, graphics, interfaces, and underlying technology, is owned by Xyvaro and protected by intellectual property laws. You may not:

• Copy, modify, or distribute any part of the Service
• Remove or alter copyright, trademark, or other proprietary notices
• Use our trademarks or branding without written permission
• Create derivative works based on our intellectual property

8.2 User-Generated Content

You are solely responsible for ensuring that your Customer Data does not infringe on any third-party intellectual property rights. You will indemnify Xyvaro against any claims arising from such infringement.

9. Service Availability and Modifications

9.1 Service Level

We strive to maintain 99.9% uptime for our Service, but we do not guarantee uninterrupted availability. Planned maintenance will be communicated in advance when possible.

9.2 Service Modifications

We reserve the right to modify, update, or discontinue features of the Service with reasonable notice. We will make commercially reasonable efforts to maintain backward compatibility when possible.

9.3 Beta Features

We may offer beta or experimental features that are provided "as-is" without warranties. Beta features may be unstable and are subject to change or removal without notice.

10. Termination

10.1 Termination by You

You may terminate your account at any time by:

• Cancelling your subscription through account settings
• Contacting our customer support team
• Following the account closure process provided in the Service

10.2 Termination by Xyvaro

We may suspend or terminate your account if you:

• Violate these Terms or our Acceptable Use Policy
• Fail to pay subscription fees when due
• Engage in fraudulent or illegal activities
• Pose a security risk to the Service or other users

10.3 Effect of Termination

Upon termination:

• Your access to the Service will be immediately suspended
• You may export your data for 30 days after termination
• We will delete your data after the retention period unless legally required to maintain it
• Outstanding payment obligations will remain due

11. Disclaimers and Limitations of Liability

11.1 Service Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING:

• MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE
• NON-INFRINGEMENT OF THIRD-PARTY RIGHTS
• UNINTERRUPTED OR ERROR-FREE OPERATION
• ACCURACY OR COMPLETENESS OF CONTENT
• SECURITY OR PRIVACY OF DATA TRANSMISSION

11.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, XYVARO'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE AMOUNT PAID BY YOU FOR THE SERVICE IN THE 12 MONTHS PRECEDING THE CLAIM.

IN NO EVENT SHALL XYVARO BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, DATA LOSS, OR BUSINESS INTERRUPTION.

12. Indemnification

You agree to indemnify, defend, and hold harmless Xyvaro and its officers, directors, employees, and agents from any claims, damages, losses, or expenses arising from:

• Your use of the Service in violation of these Terms
• Your Customer Data or any content you submit
• Your violation of any third-party rights
• Your negligent or wrongful conduct
• Any claims by your customers or clients related to your use of the Service

13. Dispute Resolution

13.1 Governing Law

These Terms are governed by the laws of the State of California, United States, without regard to conflict of law principles.

13.2 Dispute Resolution Process

Before initiating any legal proceedings, you agree to first attempt to resolve disputes through:

• Direct communication with our customer support team
• Good faith negotiations between the parties
• Mediation through a mutually agreed mediator if necessary

13.3 Arbitration

If disputes cannot be resolved through the above process, they shall be resolved through binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The arbitration shall take place in San Francisco, California.

14. Compliance and Regulatory Considerations

14.1 Data Protection

You are responsible for ensuring your use of the Service complies with applicable data protection laws, including:

• General Data Protection Regulation (GDPR) if applicable
• California Consumer Privacy Act (CCPA)
• Other local privacy and data protection regulations

14.2 Industry Compliance

If you operate in regulated industries, you are responsible for ensuring your use of the Service complies with relevant regulations, licensing requirements, and industry standards.

15. Force Majeure

Neither party shall be liable for any failure or delay in performance due to events beyond their reasonable control, including natural disasters, government actions, labor disputes, or technical failures not caused by negligence.

16. Severability and Waiver

If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect. Our failure to enforce any provision does not constitute a waiver of our rights to enforce it in the future.

17. Updates to Terms

We may update these Terms from time to time to reflect changes in our Service, business practices, or legal requirements. We will notify you of material changes by:

• Posting updated Terms on our website
• Sending email notifications to account administrators
• Displaying in-app notifications about Terms changes
• Providing 30 days' notice for material changes

Your continued use of the Service after the effective date of updated Terms constitutes acceptance of the changes.

18. Entire Agreement

These Terms, together with our Privacy Policy and any applicable subscription agreements, constitute the entire agreement between you and Xyvaro regarding the Service and supersede all prior agreements and understandings.