Terms of Service

1. Introduction and Scope

Welcome to ServiceLeaf. These Terms of Service and Terms of Use ("Terms") form a legally binding agreement between you and the Provider identified below regarding the use of our service management platform and related services (collectively, the "Service"). The Terms include the general terms and conditions for subscribing to the Service and the rules for using the Service.

Provider: ITone Ltd. EU (registered office: [registered office address, EU member state]; company registration number: [company registration number]; VAT ID: [EU VAT ID]).

By accessing, using or registering for the Service, you acknowledge that you have read, understood and accept these Terms and our Privacy Policy. If you do not agree with any provision of these Terms, you may not access or use the Service.

If you accept the Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that legal entity. That legal entity is the "Subscriber". Persons with access under the Subscriber's account are "Users" and are required to comply with the Terms.

These Terms apply to all users of the Service, including visitors, registered users and customers, and govern the use of the Service through our website, mobile applications and any other platform.

2. Definitions

• "Agreement" means these Terms, including any amendments or changes
• "Subscriber" means the natural person or legal entity that registers the account and (where applicable) purchases a subscription
• "User" means a person authorized by the Subscriber to use the Service (e.g. an employee or contractor)
• "Content" means all data, text, graphics, images or other material uploaded or transmitted through the Service
• "Customer Data" means any data, information or content that the Subscriber or its Users submit, upload or transmit through the Service
• "Order" means any online order, quote or other document (including in-app selections) that records the subscription details (term, fee, limits)
• "Service" means the ServiceLeaf service management platform and all related features and functionality
• "Subscription" means the paid plan required to access and use the Service
• "Subscription Period" means the period during which the subscription is active, as specified in the Order or in the Service

3. Description of the Service

ServiceLeaf provides a software-as-a-service (SaaS) platform that includes the following:

• Asset management and tracking systems
• Creating, assigning and managing work orders
• Project management tools and scheduling
• User, company and supplier management
• Reporting, analytics and business intelligence
• Email monitoring and automatic notifications
• Mobile applications and API access
• AI-powered assistant for natural-language queries about your data
• Multi-factor authentication (MFA) and single sign-on (SSO) support
• Electronic invoicing integration via a third-party payment/invoicing processor for compliant invoicing in the customer's jurisdiction (optional)
• Location-based asset mapping with Google Maps integration

We reserve the right to modify, suspend or discontinue any part of the Service at any time, with reasonable notice to users, except in urgent cases or where required by law.

3.5 AI-powered Features

ServiceLeaf offers an optional AI Assistant feature, powered by Claude developed by Anthropic. This feature lets you ask natural-language questions about your assets, work orders, inventory and other business data.

Third-Party Processing: When you use the AI Assistant, your queries and the relevant business context are processed by Anthropic's API. Anthropic acts as a data processor and does NOT use your data to train their AI models, in accordance with their Commercial Terms of Service.

Scope of Data: The AI Assistant only accesses the data that you are authorized to view within ServiceLeaf. It cannot access other tenants' data and cannot perform actions on your behalf.

Optional Feature: The AI Assistant can be enabled or disabled by your organization's administrator in Settings. Detailed information about AI data processing is available in the AI Assistant interface.

3.6 Third-Party Service Integrations

ServiceLeaf integrates with various third-party services to provide full functionality. The use of these integrated services is subject to their applicable terms of service:

• Google reCAPTCHA: Bot protection for authentication forms
• Google Maps Platform: Asset location mapping and address services
• Identity providers: Azure AD, Google Workspace or SAML 2.0 providers for SSO
• Electronic invoicing: [payment/invoicing processor] for electronic invoicing and payment processing (optional)
• Cloud infrastructure: Amazon Web Services for hosting, storage and email delivery
• AI Services: Anthropic (Claude) for AI Assistant features (optional)

We choose integration partners that maintain appropriate data protection and security standards. Detailed information about the data processing of these services can be found in our Privacy Policy.

4. Eligibility and User Registration

4.1 Eligibility: To use our Service you must be at least 16 years old and have the legal capacity to enter into contracts. If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind that legal entity with respect to these Terms.

4.2 Registration Obligations: To use our Service you must create an account. You agree to:

• Provide accurate, current and complete information during registration
• Maintain and promptly update your account data
• Maintain the security and confidentiality of your account credentials
• Take responsibility for all activity that occurs under your account
• Notify us immediately of any unauthorized use of your account
• Enable multi-factor authentication if your organization's security policy requires it
• Properly configure and maintain SSO settings if you use organizational identity providers

4.3 Account Security: You are solely responsible for the confidentiality of your login credentials and for all activity that occurs under your account, whether or not authorized by you.

5. Subscription and Payment Terms

5.1 Subscription Plans: Certain features of the Service require a paid subscription. We describe subscription fees, features and limitations on our pricing page, and these may be updated from time to time.

5.2 Payment Terms: Fees are due as specified on our pricing page or in the Order (if any) and are payable in the manner indicated on the invoice or in the payment instructions. Unless stated otherwise, fees are due in advance and are non-refundable, except where applicable law provides otherwise. The Subscriber bears applicable taxes, duties and bank charges (except for the Provider's income tax). In the event of overdue fees, we may restrict or suspend access to the Service.

5.3 Automatic Renewal: Subscriptions automatically renew for a period equal to the original subscription period unless cancelled before the renewal date. We will notify you of any price increase at least 30 days in advance.

5.4 EU Consumer Rights: If you are a consumer resident in the European Union, you may have a 14-day right of withdrawal. This right may be lost in whole or in part if you request immediate performance of the Service and acknowledge the loss of the right of withdrawal, in accordance with applicable law.

6. Acceptable Use Policy

6.1 Permitted Use: You may use the Service solely for lawful purposes and in accordance with these Terms. You agree to use the Service in a manner that does not infringe the rights of others.

6.2 Prohibited Activities: You agree not to:

• Violate any applicable law, regulation or third-party rights
• Upload, transmit or distribute harmful, illegal, defamatory or inappropriate content
• Disrupt the Service or the servers or networks connected to the Service
• Attempt to gain unauthorized access to any part of the Service or other systems
• Use the Service for competitive analysis, benchmarking or to develop competing products
• Reverse engineer, decompile or attempt to extract the source code of the Service
• Use automated systems to access the Service without express written permission
• Transmit spam, unsolicited communications or malicious code

6.3 Enforcement: We reserve the right to investigate violations of the Acceptable Use Policy and to take appropriate action, including suspending or terminating your account.

6.4 Use of the AI Assistant: When using the AI Assistant, you agree to:

• Use the feature solely for legitimate business queries related to your data
• Not attempt to manipulate or exploit the AI system
• Not use the AI Assistant to process sensitive personal data beyond your business operations
• Understand that AI responses are generated assistance and must be verified for critical decisions

7. Customer Data and Data Protection

7.1 Ownership of Data: You retain all rights, title and interest in your Customer Data. We do not claim ownership of your Customer Data.

7.2 Roles: In typical business (B2B) use, the Subscriber acts as the data controller for the personal data contained in the Customer Data, while ServiceLeaf acts as a data processor on behalf of the Subscriber. For certain data that we process for our own purposes (e.g. account management, billing, security), we may be an independent data controller, as set out in our Privacy Policy.

7.3 Data Processing Addendum: Where necessary, the processing of Customer Data is governed by our data processing addendum (DPA), which forms part of the Agreement. To request a signed copy of the DPA or for more information, write to dpo@serviceleaf.app.

7.4 Data Security: We apply appropriate technical and organizational measures to protect Customer Data against unauthorized access, modification, disclosure or destruction.

7.5 Data Location: We may process and store your Customer Data in the European Union and other jurisdictions where we or our service providers operate, always in accordance with applicable data protection laws.

7.6 Retention and Deletion: Customer Data can be exported during the Subscription Period. After the Agreement ends, we may retain Customer Data for a limited period (typically up to 30 days) for export purposes, after which we delete or anonymize it, unless the law requires longer retention.

8. Intellectual Property Rights

8.1 Our Rights: The Service and its original content, features and functionality are and remain the exclusive property of ServiceLeaf and its licensors. The Service is protected by copyright, trademark, patent, trade secret and other intellectual property laws.

8.2 License to Use: Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service solely for your internal business purposes.

8.3 Feedback: Any feedback, suggestions or improvements you provide in connection with the Service are deemed non-confidential, and we may use them without restriction and without compensation to you.

8.4 Trademarks: ServiceLeaf, our logo and other marks are trademarks of ServiceLeaf. You may not use these trademarks without our prior written consent.

9. Service Availability and Support

9.1 Service Availability: We strive for continuous availability of the Service; however, the Service may be intermittently unavailable due to maintenance, updates, outages or circumstances beyond our control. Unless we expressly agree otherwise in the Order or a separate service level agreement (SLA), we do not provide any specific availability, uptime or error-free operation guarantee. We will announce scheduled maintenance in advance where possible.

9.2 Support: We provide customer support by email and through our support portal. Support response times may vary depending on your subscription plan and the nature of the issue.

9.3 Service Modifications: We may modify or update the Service from time to time to improve functionality, security or to comply with legal requirements. We will notify users in advance of material changes.

9.4 Disclaimer of Warranties: To the maximum extent permitted by applicable law, we provide the Service on an "as is" and "as available" basis, and we disclaim all express or implied warranties/guarantees. This provision does not affect any statutory rights that cannot validly be excluded.

10. Limitation of Liability

10.1 General Limitations: To the maximum extent permitted by applicable law, in no event shall ServiceLeaf, its directors, employees, partners, agents, suppliers or affiliates be liable for any indirect, incidental, special, consequential or punitive damages, including without limitation lost profits, loss of data, loss of use, loss of goodwill or other intangible losses arising from the use of the Service.

10.2 Financial Limitations: Our total liability for any claim arising out of or in connection with these Terms or the Service shall not exceed the amount you paid us for the Service in the twelve (12) months preceding the claim.

10.3 EU Consumer Protection: Nothing in these Terms excludes or limits our liability for death or personal injury arising from negligence, fraud, fraudulent misrepresentation, or any other liability that cannot be excluded or limited under applicable law.

10.4 Force Majeure: We shall not be liable for any failure or delay in performance resulting from circumstances beyond our reasonable control, including natural disasters, war, terrorism, labor disputes or government action.

11. Indemnification

You agree to defend, indemnify and hold harmless ServiceLeaf and its officers, directors, employees and agents from and against any claims, damages, obligations, losses, liabilities, costs or debts and expenses (including attorneys' fees) arising from:

• Your use of and access to the Service
• Your violation of any provision of these Terms
• Your violation of any third-party right, including intellectual property rights or data protection rights
• Any claim that your Customer Data caused harm to a third party

This indemnification obligation survives the termination of your account and these Terms.

12. Termination

12.1 Termination by You: You may terminate your account at any time by following the cancellation procedures in your account settings or by contacting customer support.

12.2 Termination or suspension by us: We may suspend or terminate access to the Service if (a) you materially breach these Terms, (b) the use poses a security risk to the Service or other customers, (c) there are overdue fees, or (d) it is required by law. Where reasonably possible, we will give advance notice and an opportunity to remedy the breach; however, in urgent cases (e.g. suspected fraud, abuse, unlawful activity) we may act immediately, including to protect the Service.

• Breach of these Terms or our Acceptable Use Policy
• Failure to pay fees when due
• Suspected fraudulent, abusive or illegal activity
• Extended inactivity (following reasonable advance notice)

12.3 Effect of Termination: Upon termination, your right to use the Service ends. We will provide a reasonable opportunity to export your Customer Data, subject to applicable data retention policies. After termination, we may retain Customer Data for a limited period (typically up to 30 days) for export purposes, after which we delete or anonymize it, unless the law requires longer retention.

12.4 Survival: The sections on intellectual property, indemnification, limitation of liability and governing law survive the termination of these Terms.

13. Governing Law and Jurisdiction

13.1 Governing Law: These Terms are governed by the laws of [EU member state of establishment], and the Terms shall be interpreted accordingly, without regard to its conflict of laws provisions.

13.2 Jurisdiction: Any dispute arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the competent courts of [EU member state of establishment], provided that we reserve the right to seek injunctive relief before any competent court.

13.3 EU Consumer Rights: If you are a consumer resident in the European Union, this section does not in any way affect your rights under the mandatory consumer protection laws of your country of residence.

14. Dispute Resolution

14.1 Informal Resolution: Before initiating formal legal proceedings, we encourage you to contact us directly to resolve disputes.

14.2 Mediation: If informal resolution is unsuccessful, disputes may be resolved through mediation administered by a recognized mediation service.

14.3 EU Online Dispute Resolution: EU consumers can access the European Commission's Online Dispute Resolution platform: https://ec.europa.eu/consumers/odr

15. General Provisions

15.1 Entire Agreement: These Terms, together with our Privacy Policy, constitute the entire agreement between you and ServiceLeaf with respect to the Service.

15.2 Severability: If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions remain in full force and effect.

15.3 Waiver: A waiver of any term or provision of these Terms shall not constitute a further or continuing waiver of that term or any other term.

15.4 Assignment: You may not assign these Terms without our prior written consent. We may assign these Terms at any time with notice to you.

15.5 Language: The Terms are available in several languages. If you accepted the Terms in a specific language (e.g. at registration or in the Order), that language version prevails to the extent permitted by applicable law. If no governing language is specified, the English version prevails. Mandatory consumer protection rules may nonetheless apply.

16. Modification of the Terms

We reserve the right to modify these Terms at any time. We will notify you of material changes in the following ways:

• Posting the updated Terms on our website
• Updating the "Last updated" date
• Sending an email notification to registered users
• Providing in-app notifications for significant changes

Continued use of the Service after such modifications constitutes acceptance of the updated Terms. If you do not agree with the modifications, you must stop using the Service.