Software License & Service Terms

Between: RealIntelOps ("Provider") and the subscribing company ("Company")

Last updated: [DATE — ATTORNEY TO FILL]

1. What this is

The Provider licenses this workforce-tracking application ("Software") to the Company as a hosted service. By accepting, you confirm you are authorized to bind the Company.

2. The Company is the employer and data controller

The Company — not the Provider — decides to monitor its employees and directs all collection of employee data through the Software. The Company is solely responsible for:

• Lawful use. Complying with all federal, state, and local laws that apply to employee monitoring, GPS tracking, timekeeping, wage and hour obligations, and data privacy in every jurisdiction where its employees work. Some states impose specific notice or consent requirements for location tracking of employees.
• Notices and consents. Ensuring every employee receives legally sufficient notice and gives any legally required consent before being tracked. The in-App consent flow and document templates are provided as a convenience — they are NOT legal advice, and the Company must have its own attorney review and approve all employee-facing legal documents before use.
• Employment decisions. Any decision the Company makes based on Software data (discipline, pay, termination) is the Company's alone.
• Payroll accuracy. The Software produces time records; the Company is responsible for reviewing them and for its wage-and-hour compliance.
• Account administration. Who at the Company gets access, and keeping owner/admin credentials secure.

3. What the Provider is

The Provider supplies and hosts the Software and processes Company data only to operate the service (acting as a service provider / processor). The Provider:

• has no employment relationship with the Company's employees;
• does not decide what data is collected about them — the Software collects what is described in the Privacy Policy, and the Company adopts that collection by deploying the Software;
• does not provide legal advice;
• will not sell Company or employee data.

4. Data

The Company owns its data. The Provider stores it encrypted with reputable infrastructure subprocessors (currently Supabase and Vercel) and will return or delete Company data on written request at termination, subject to legally required retention.

5. Service, fees, term

Service is provided per the agreed subscription and setup fees, invoiced by the Provider. Either party may terminate with 30 days' written notice; the Company remains responsible for fees incurred. The Provider may suspend service for non-payment.

6. Disclaimer of warranties

THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE". THE PROVIDER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. GPS DATA DEPENDS ON EMPLOYEE DEVICES AND ENVIRONMENT AND IS NOT GUARANTEED ACCURATE, CONTINUOUS, OR COMPLETE.

7. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE PROVIDER'S TOTAL LIABILITY ARISING FROM THE SOFTWARE OR THIS AGREEMENT IS LIMITED TO THE FEES THE COMPANY PAID IN THE 12 MONTHS BEFORE THE CLAIM. THE PROVIDER IS NOT LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, DATA, OR BUSINESS.

8. Indemnification

The Company will defend, indemnify, and hold harmless the Provider from any claim, demand, or action — including by the Company's employees or contractors — arising out of: (a) the Company's monitoring or employment practices; (b) missing or defective employee notices or consents; (c) the Company's violation of any law; or (d) the Company's use or misuse of the Software or its data.

9. General

This agreement is governed by the laws of [STATE — ATTORNEY TO FILL]. If any provision is unenforceable, the rest remains in effect. This is the entire agreement between the parties regarding the Software.

By clicking "I Accept", an authorized representative of the Company electronically signs these terms; acceptance is recorded with a timestamp, IP address, and browser information.

[ATTORNEY REVIEW REQUIRED — template document.]

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