End User License Agreement

1. Definitions

For purposes of this Agreement:

• "Services" means the Work & Field cloud-based field service management platform, including all web applications, mobile applications, APIs, and related services.
• "Software" means all software applications, tools, and code provided as part of the Services.
• "User" or "You" means the individual or entity that accesses or uses the Services.
• "Company," "We," "Us," or "Our" means Work & Field, Inc..
• "User Data" means all data, content, and information uploaded, submitted, or transmitted by You through the Services.
• "Subscription" means Your paid or trial access to the Services under a specific plan.
• "Authorized Users" means individuals You authorize to access the Services under Your account.

2. License Grant

2.1 Limited License

Subject to Your compliance with this Agreement and payment of applicable fees, We grant You a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services during the Subscription term solely for Your internal business operations related to field service management.

2.2 Scope of License

This license permits You to:

• Access and use the Services via supported web browsers and mobile applications
• Create and manage work orders, customer records, scheduling, and invoicing
• Invite and manage Authorized Users within Your purchased user limits
• Generate reports and export Your User Data
• Integrate with supported third-party services through Our APIs

2.3 License Restrictions

You shall NOT:

• Copy, modify, distribute, sell, lease, sublicense, or create derivative works of the Services or Software
• Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Software
• Remove, alter, or obscure any proprietary notices, labels, or marks on the Services
• Use the Services to develop a competing product or service
• Access the Services through any automated means (bots, scrapers) except through approved APIs
• Circumvent or disable any security features or usage limits
• Share Your login credentials or allow unauthorized access to Your account
• Use the Services for any illegal, harmful, or unauthorized purpose
• Transmit viruses, malware, or other harmful code through the Services
• Interfere with or disrupt the integrity or performance of the Services
• Exceed the usage limits specified in Your Subscription plan

3. Account Registration and Security

3.1 Account Creation

To use the Services, You must create an account by providing accurate, complete, and current information. You represent and warrant that You have the authority to bind the entity You represent to this Agreement.

3.2 Account Security

You are responsible for maintaining the confidentiality of Your account credentials and for all activities that occur under Your account. You must immediately notify Us of any unauthorized use or security breach.

3.3 Authorized Users

You are responsible for ensuring that all Authorized Users comply with this Agreement. You remain liable for the acts and omissions of Your Authorized Users.

4. Subscription and Payment

4.1 Subscription Plans

The Services are offered under various subscription plans with different features, usage limits, and pricing. The specific terms of Your Subscription are set forth in Your order or the pricing page at the time of purchase.

4.2 Fees and Payment

You agree to pay all fees associated with Your Subscription plan. Fees are billed in advance on a monthly or annual basis. All fees are non-refundable except as expressly set forth herein or required by law.

4.3 Automatic Renewal

Your Subscription will automatically renew at the end of each billing period unless You cancel before the renewal date. We may change pricing upon renewal with at least 30 days' notice.

4.4 Late Payment

If payment is not received when due, We may suspend or terminate Your access to the Services. Late payments may be subject to interest at the rate of 1.5% per month or the maximum rate permitted by law.

4.5 Taxes

You are responsible for all applicable taxes, duties, and governmental fees related to Your use of the Services, excluding taxes based on Our net income.

5. User Data and Privacy

5.1 Ownership of User Data

You retain all ownership rights in Your User Data. We claim no ownership interest in Your User Data.

5.2 License to User Data

You grant Us a limited, non-exclusive, worldwide license to access, use, process, copy, and display Your User Data solely as necessary to provide and improve the Services, ensure security, and comply with law.

5.3 Data Privacy

Our collection and use of personal information is governed by Our Privacy Policy, which is incorporated into this Agreement by reference.

5.4 Data Security

We implement reasonable administrative, technical, and physical safeguards to protect User Data. However, no method of transmission or storage is 100% secure, and We cannot guarantee absolute security.

5.5 Data Backup

While We perform regular backups, You are solely responsible for maintaining Your own backup copies of User Data. We are not liable for any loss or corruption of User Data.

5.6 Data Export

You may export Your User Data at any time through the Services' export functionality. Upon termination, We will make Your User Data available for export for a period of 30 days.

6. Intellectual Property

6.1 Our Intellectual Property

The Services, Software, and all related materials, including but not limited to text, graphics, logos, icons, images, audio clips, digital downloads, data compilations, and software, are the exclusive property of Work & Field, Inc. or Our licensors and are protected by copyright, trademark, and other intellectual property laws.

6.2 Trademarks

"Work & Field" and related logos are trademarks of Work & Field, Inc.. You may not use Our trademarks without prior written permission.

6.3 Feedback

If You provide suggestions, ideas, or feedback about the Services ("Feedback"), You grant Us a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate such Feedback into the Services without any obligation to You.

7. Third-Party Services and Integrations

7.1 Third-Party Services

The Services may integrate with or contain links to third-party services (e.g., payment processors, accounting software, mapping services). Your use of third-party services is subject to their respective terms and privacy policies.

7.2 No Endorsement

We do not endorse, warrant, or assume responsibility for any third-party services. We are not liable for any loss or damage arising from Your use of third-party services.

7.3 Payment Processing

Payment processing is provided by Stripe, Inc. By using Our payment features, You agree to Stripe's terms of service. We are not responsible for any issues arising from payment processing.

8. Warranties and Disclaimers

8.1 Limited Warranty

We warrant that the Services will perform substantially in accordance with the applicable documentation during the Subscription term. Our sole obligation for breach of this warranty is to use commercially reasonable efforts to correct the non-conformity or, at Our option, terminate Your Subscription and refund prepaid fees for the unused portion.

8.2 Disclaimer of Warranties

EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND. WE DISCLAIM ALL WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, RELIABILITY, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

8.3 No Guarantee

We do not warrant that the Services will be uninterrupted, error-free, secure, or free of viruses or other harmful components. We do not warrant that the Services will meet Your specific requirements or produce any particular results.

9. Limitation of Liability

9.1 Exclusion of Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL Work & Field, Inc., ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR OTHER INTANGIBLE LOSSES, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9.2 Liability Cap

OUR TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS PAID BY YOU TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).

9.3 Basis of the Bargain

The limitations of liability set forth in this Section reflect the allocation of risk between the parties and are an essential element of the basis of the bargain between the parties.

10. Indemnification

You agree to indemnify, defend, and hold harmless Work & Field, Inc., its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• Your use of the Services
• Your User Data
• Your violation of this Agreement
• Your violation of any applicable law or regulation
• Your violation of any third-party rights
• Any claim that Your User Data infringes any intellectual property or other right of any third party

11. Term and Termination

11.1 Term

This Agreement is effective upon Your acceptance and continues until terminated as set forth herein.

11.2 Termination by You

You may terminate Your Subscription at any time through Your account settings or by contacting Us. Termination will be effective at the end of the current billing period.

11.3 Termination by Us

We may terminate or suspend Your access to the Services immediately, without prior notice, if:

• You breach any provision of this Agreement
• You fail to pay fees when due
• We are required to do so by law
• We cease offering the Services
• Your use poses a security risk or may cause harm to Us, the Services, or other users

11.4 Effect of Termination

Upon termination:

• Your license to use the Services immediately terminates
• You must cease all use of the Services
• You remain liable for all fees incurred prior to termination
• We may delete Your User Data after 30 days (You may export before then)
• Sections 5.1, 6, 8, 9, 10, 11.4, and 12-16 shall survive termination

12. Dispute Resolution

12.1 Informal Resolution

Before initiating any formal dispute resolution, You agree to first contact Us to attempt to resolve the dispute informally. Most disputes can be resolved quickly and satisfactorily through Our support channels.

12.2 Binding Arbitration

If We cannot resolve a dispute informally, any controversy or claim arising out of or relating to this Agreement shall be settled by binding arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted in the English language and shall take place in the United States.

12.3 Class Action Waiver

YOU AND Work & Field, Inc. AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION.

12.4 Exceptions

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights.

13. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

14. Changes to This Agreement

We reserve the right to modify this Agreement at any time. We will provide notice of material changes by posting the updated Agreement on Our website and updating the "Last Updated" date. Your continued use of the Services after such changes constitutes Your acceptance of the modified Agreement. If You do not agree to the modified terms, You must discontinue use of the Services.

15. General Provisions

15.1 Entire Agreement

This Agreement, together with Our Privacy Policy and any order forms, constitutes the entire agreement between You and Work & Field, Inc. and supersedes all prior agreements, representations, and understandings.

15.2 Severability

If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

15.3 Waiver

Our failure to enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.

15.4 Assignment

You may not assign or transfer this Agreement or Your rights hereunder without Our prior written consent. We may assign this Agreement without restriction.

15.5 Notices

Notices to You may be sent to the email address associated with Your account. Notices to Us should be sent to legal@workandfield.com.

15.6 Force Majeure

Neither party shall be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, pandemics, strikes, or failures of telecommunications or internet service providers.

15.7 Independent Contractors

The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, agency, or employment relationship.

15.8 Export Compliance

You agree to comply with all applicable export laws and regulations. You may not use or export the Services in violation of United States export laws and regulations.

16. Contact Information

If You have any questions about this Agreement, please contact Us at: