Terms of Service

1. Acceptance of Terms

By accessing or using BetterWrk's services ("Services"), you ("Customer" or "you") agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you may not use our Services.

These Terms constitute a legally binding agreement between you and BetterWrk, Inc. ("BetterWrk," "we," "us," or "our"). If you are using our Services on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.

2. Description of Services

2.1 BetterWrk Platform

BetterWrk provides a comprehensive business automation platform that includes:

• Offshore Team Deployment: Skilled professionals to handle your business operations remotely
• AI Automation Development: Custom artificial intelligence solutions to automate your processes
• Process Optimization: Analysis and improvement of your existing workflows
• Integration Services: Connection with your existing business tools and systems
• Ongoing Support: Continuous monitoring, maintenance, and optimization

2.2 Service Phases

Our Services typically include two phases:

• Phase 1 - Offshore Operations: Immediate deployment of offshore teams to handle your processes
• Phase 2 - AI Automation: Development and implementation of AI systems to automate processes

3. Account Registration and Eligibility

3.1 Eligibility

You must be at least 18 years old and legally capable of entering into binding contracts to use our Services. Our Services are intended for business use only.

3.2 Account Information

You agree to provide accurate, current, and complete information when creating your account and to update this information as necessary. You are responsible for maintaining the confidentiality of your account credentials.

3.3 Account Security

You are responsible for all activities that occur under your account. You must notify us immediately of any unauthorized use of your account or any other breach of security.

4. Use of Services

4.1 Permitted Use

You may use our Services only for lawful business purposes and in accordance with these Terms. You agree not to use the Services:

• For any illegal, fraudulent, or unauthorized purpose
• To violate any applicable laws, regulations, or third-party rights
• To transmit harmful, offensive, or inappropriate content
• To interfere with or disrupt our Services or servers
• To attempt to gain unauthorized access to our systems

4.2 Data and Content

You retain ownership of all data and content you provide to us ("Customer Data"). You grant us a limited license to use Customer Data solely to provide the Services to you.

4.3 Compliance

You are responsible for ensuring that your use of our Services complies with all applicable laws and regulations, including data protection and privacy laws.

5. Payment Terms

5.1 Fees

You agree to pay all fees associated with your use of the Services as specified in your service agreement. Fees are non-refundable except as expressly stated in these Terms.

5.2 Billing

We bill in advance for our Services on a monthly or annual basis, as specified in your service agreement. Payment is due upon receipt of invoice unless otherwise agreed.

5.3 Late Payments

Late payments may result in suspension of Services and may incur additional fees. We reserve the right to charge interest on overdue amounts at the rate of 1.5% per month.

5.4 Taxes

You are responsible for all applicable taxes, duties, and assessments related to your use of the Services.

6. Intellectual Property

6.1 BetterWrk IP

We retain all rights, title, and interest in and to our Services, including all intellectual property rights. This includes our platform, AI models, methodologies, and proprietary processes.

6.2 Customer IP

You retain ownership of your Customer Data and any intellectual property you owned prior to using our Services.

6.3 Work Product

Custom AI automation systems and process improvements developed specifically for you become your property upon full payment. General methodologies and improvements to our platform remain our property.

7. Confidentiality

7.1 Mutual Obligations

Both parties agree to maintain the confidentiality of all non-public information disclosed by the other party and to use such information solely for the purpose of providing or receiving the Services.

7.2 Data Security

We implement industry-standard security measures to protect your confidential information, including:

• Encryption of data in transit and at rest
• Access controls and employee training
• Regular security audits and assessments
• Compliance with applicable security standards

8. Service Level Agreement

8.1 Availability

We strive to maintain 99.9% uptime for our platform, excluding scheduled maintenance and circumstances beyond our control.

8.2 Performance Standards

We commit to specific performance standards for offshore teams and AI automation as detailed in your service agreement.

8.3 Support

We provide customer support during business hours (Monday-Friday, 9 AM - 6 PM EST) with emergency support available 24/7 for critical issues.

9. Limitation of Liability

9.1 Types of Damages

IN NO EVENT SHALL BETTERWRK BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, OR USE, REGARDLESS OF THE THEORY OF LIABILITY.

9.2 Maximum Liability

OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

9.3 Exceptions

The limitations in this section do not apply to: (a) our indemnification obligations, (b) our confidentiality obligations, or (c) violations of intellectual property rights.

10. Indemnification

10.1 Your Indemnification

You agree to indemnify and hold harmless BetterWrk from any claims, damages, or expenses arising from:

• Your use of the Services in violation of these Terms
• Your Customer Data or any content you provide
• Your violation of any applicable laws or third-party rights

10.2 Our Indemnification

We will indemnify you against claims that our Services infringe valid intellectual property rights, subject to certain conditions and limitations detailed in your service agreement.

11. Term and Termination

11.1 Term

These Terms begin when you first access our Services and continue until terminated in accordance with this section.

11.2 Termination for Convenience

Either party may terminate the service agreement with thirty (30) days' written notice. You remain responsible for all fees incurred up to the termination date.

11.3 Termination for Cause

We may terminate your access immediately if you:

• Materially breach these Terms and fail to cure within 30 days
• Fail to pay undisputed fees when due
• Violate our Acceptable Use Policy
• Engage in fraudulent or illegal activities

11.4 Effect of Termination

Upon termination:

• Your access to the Services will cease
• We will provide you with your Customer Data for 90 days
• You retain ownership of custom AI systems developed for you
• All payment obligations remain in effect

12. Dispute Resolution

12.1 Informal Resolution

Before initiating formal proceedings, the parties agree to attempt to resolve disputes through good faith negotiations for at least 30 days.

12.2 Binding Arbitration

Any disputes that cannot be resolved informally shall be resolved through binding arbitration in accordance with the Commercial Arbitration Rules of the American Arbitration Association.

12.3 Governing Law

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

13. General Provisions

13.1 Force Majeure

Neither party shall be liable for any failure to perform due to circumstances beyond their reasonable control, including natural disasters, war, terrorism, or government actions.

13.2 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions shall remain in full force and effect.

13.3 Entire Agreement

These Terms, together with your service agreement and any applicable policies, constitute the entire agreement between the parties and supersede all prior agreements.

13.4 Modifications

We may modify these Terms at any time by posting updated terms on our website. Material changes will be communicated to you with at least 30 days' notice.

13.5 Assignment

You may not assign your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations without restriction.

14. Contact Information

If you have questions about these Terms, please contact us:

15. Definitions

• "AI Automation" refers to artificial intelligence systems developed to automate business processes
• "Customer Data" means all data, content, and information provided by Customer to BetterWrk
• "Offshore Teams" refers to skilled professionals located outside the Customer's primary business location
• "Platform" means BetterWrk's proprietary automation and AI platform
• "Services" means all services provided by BetterWrk under these Terms

These Terms of Service are effective as of the date last updated above. By continuing to use our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms.