Effective Date: February 23, 2026
Company: [Company Legal Name], a [State/Country of Formation] entity
Registered Address: [Business Address]
Contact: [Support Email] | [Support Phone]
Brand/Website: [Primary Domain]
IMPORTANT: If you accept these Terms on behalf of a company, you represent that you have authority to bind that company
1) Scope & Parties These Terms of Service (“Terms”) govern access to and use of PayTrack360 (the “Service”), including mobile apps, web portals, APIs, and related documentation, provided by [Company Legal Name] (“Provider,” “we,” “us,” or “our”). Customers using the Service (“Customer,” “you,” or “your”) may invite authorized users (e.g., managers, payroll admins) and employees/contractors (“End Users”) to use the Service under Customer’s account.
2) Account, Eligibility & Access • Eligibility: You must be legally able to form a binding contract and use the Service only for lawful business purposes. • Account Security: You are responsible for account credentials, role permissions, and all activity under your accounts. Notify us immediately of unauthorized use. • End Users: You will ensure End Users comply with these Terms and your internal policies.
3) The Service • Functionality: The Service provides time/break logging, scheduling, approvals, optional GPS/geofencing, notes, attachments, exports, and integrations (e.g., payroll systems). • Configuration: You are responsible for configuring rules (e.g., meal/rest breaks, rounding, overtime, geofencing) to reflect your legal obligations and collective bargaining agreements, if any. • No Legal Advice: We are not a law firm and do not provide legal advice. The Service does not guarantee legal compliance. You should consult counsel for wage-and-hour compliance, including California meal/rest break rules, off-the-clock risks, rounding, overtime, travel time, prevailing wage, union rules, and PAGA exposure. • Beta Features: Features labeled “Beta” are provided AS IS, may change or be discontinued, and are excluded from warranties and SLAs.
4) Customer Responsibilities (Compliance) You acknowledge and agree: • Wage-Hour Compliance: You remain solely responsible for compliance with all labor, employment, wage-and-hour, break, and recordkeeping laws applicable to your workforce and locations (including California Labor Code, applicable IWC Wage Orders, and local ordinances). • Policies & Notices: You will provide required employee notices/consents (e.g., timekeeping, GPS location collection, electronic acknowledgements, arbitration/class action waivers if applicable). • Accuracy & Review: You must review, validate, and approve time/break data, and correct inaccuracies (e.g., missed meal attestations, exception codes, edits/approvals). • Retention: You are responsible for retaining records for legally required periods and for litigation holds or audits. • Integrations: You control data mapping and exports to third-party systems (e.g., payroll). We are not responsible for third-party calculations or outcomes.
5) Subscriptions, Fees & Taxes • Plans & Billing: Access is subscription-based. Fees, term, and limits (e.g., number of seats) are as stated at checkout or in your order form. • Payment: You authorize recurring charges. Late payments may result in suspension; overdue amounts may accrue interest at the lesser of 1.5% per month or the maximum allowed by law. • Usage Limits: You will not exceed plan limits. We may charge overages or require an upgrade. • Taxes: Fees are exclusive of taxes. You are responsible for all applicable taxes, excluding our income taxes.
5) Subscriptions, Fees & Taxes • Plans & Billing: Access is subscription-based. Fees, term, and limits (e.g., number of seats) are as stated at checkout or in your order form. • Payment: You authorize recurring charges. Late payments may result in suspension; overdue amounts may accrue interest at the lesser of 1.5% per month or the maximum allowed by law. • Usage Limits: You will not exceed plan limits. We may charge overages or require an upgrade. • Taxes: Fees are exclusive of taxes. You are responsible for all applicable taxes, excluding our income taxes.
6) Acceptable Use You will not, and will not allow others to: (a) abuse, overload, or interfere with the Service; (b) reverse engineer or attempt to access source code; (c) bypass security controls; (d) use the Service to violate privacy, wage-and-hour, or other laws; (e) upload malicious code; (f) use the Service to surveil individuals unlawfully; (g) resell or sublicense except as expressly permitted.
7) Data; Privacy; Security • Customer Data: “Customer Data” means data you or End Users submit to the Service, including time records, GPS coordinates (if enabled), device metadata, schedules, and documents. You retain ownership of Customer Data. • License to Operate: You grant us a worldwide, non-exclusive license to host, process, transmit, and display Customer Data only as necessary to provide the Service and support. • Processing as Processor/Service Provider: With respect to personal information in Customer Data, we act as your processor/service provider (e.g., under GDPR/CCPA/CPRA). We will not sell or share such information for cross-context behavioral advertising. We will process per your instructions and our Data Processing Addendum (DPA), incorporated by reference: [Link to DPA]. • Notice & Consent: You are responsible for providing legally required notices and obtaining any required consents from End Users (including for GPS, geofencing, and biometric/time-capture technologies if used). • Security: We implement reasonable administrative, technical, and physical safeguards appropriate to the nature of the data and our Service. No system is 100% secure; you should maintain your own safeguards (e.g., MFA, role-based permissions). • De-identified/Aggregated Data: We may use de-identified or aggregated data to maintain, improve, and develop the Service, provided we do not identify Customer or any individual. • Data Subject Requests: You will route employee requests (e.g., access, deletion) to us as needed; we will reasonably assist you in fulfilling them in accordance with the DPA and applicable law.
8) Recordkeeping & Export • Retention by Us: We retain Customer Data per your plan and for a limited backup period after termination. • Export: During the subscription and for thirty (30) days after termination, you may export Customer Data in available formats. After that, we may delete data unless legally required to retain it. • Litigation Hold: If you need extended retention for litigation, you must notify us in writing and maintain an active subscription or pay applicable archival fees.
9) Intellectual Property • Provider IP: We own all rights in the Service, software, designs, interfaces, documentation, and improvements. No rights are granted except as expressly set forth. • Feedback: You grant us a royalty-free, worldwide, irrevocable license to use feedback or suggestions for any purpose.
10) Mobile Apps & App Stores Use of the iOS/Android apps is subject to Apple App Store and Google Play terms. Apple/Google are not responsible for support or legal claims. You acknowledge device/OS requirements and may receive updates automatically.
11) Third-Party Services & Integrations • Third Parties: If you enable third-party services (e.g., payroll platforms such as Payroll4Free), you authorize us to exchange data as directed. Use of third-party services is governed by their terms, and we are not responsible for their acts, omissions, or calculations. • Payroll Calculations: If payroll calculations are performed by third parties, they are solely responsible for compliance and accuracy.
12) Service Changes; Availability; Support • Changes: We may modify features, provided we do not materially reduce core time/break logging functionality during your paid term without providing reasonable prior notice and, where practicable, alternatives. • Availability Target (SLA): We will use commercially reasonable efforts to achieve 99.5% monthly uptime excluding planned maintenance (with prior notice) and events under Force Majeure. For any month falling below this target, you may request service credits equal to a pro-rata portion of fees for the affected period. Service credits are your sole remedy for availability issues. • Support: Standard support is provided via [support email/portal/hours]. Enhanced support may be available under a separate plan.
13) Warranties & Disclaimers • Mutual Warranties: Each party represents it has authority to enter these Terms. • Provider Warranty: We will provide the Service in a professional manner consistent with industry standards. • Disclaimers: EXCEPT AS EXPRESSLY STATED, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR ERROR-FREE/UNINTERRUPTED OPERATION. WE DO NOT WARRANT LEGAL COMPLIANCE OR OUTCOMES (INCLUDING WITH RESPECT TO WAGE-AND-HOUR, PAGA, OR CLASS ACTION RISK).
14) Indemnification • By Customer: You will defend and indemnify us against claims arising from: (a) your or End Users’ use of the Service in violation of law or these Terms; (b) employment, wage-and-hour, or payroll-related claims (including meal/rest break disputes, off-the-clock work, rounding practices, overtime, PAGA claims, or recordkeeping issues); (c) Customer Data; (d) third-party services you enable. • By Provider (IP & Data Security): We will defend and indemnify you against third-party claims alleging (i) the Service (as provided by us) infringes intellectual property rights, or (ii) our breach of the Security obligations in Section 7 or the DPA that results in unauthorized disclosure of Customer personal data, in each case excluding claims to the extent caused by your configurations, data, instructions, failure to implement recommended security features (e.g., MFA), or third-party services. • Remedies: If infringement is alleged, we may modify the Service, procure rights, or terminate access with a pro-rata refund for the remaining paid term.
15) Limitation of Liability TO THE MAXIMUM EXTENT PERMITTED BY LAW: • No Indirect Damages: Neither party is liable for indirect, incidental, special, consequential, cover, or punitive damages, or lost profits/revenue. • Cap: Each party’s total liability arising out of or related to these Terms will not exceed the amounts paid by Customer to Provider under these Terms in the twelve (12) months preceding the event giving rise to liability. • Carve-Outs: The foregoing limitations will not apply to: (a) a party’s breach of confidentiality (Section 17); (b) a party’s infringement or misappropriation of the other party’s IP; (c) Customer’s payment obligations; or (d) a party’s indemnification obligations under Section 14 (provided that IP infringement claims and Provider’s data security indemnity shall be capped at two (2) times the fees paid in the twelve (12) months prior to the event).
16) Term; Suspension; Termination • Term: These Terms remain in effect while you have an active account or subscription. • Suspension: We may suspend access for material non-payment or security/legal risks. Except for urgent security/legal risks, we will provide at least five (5) days’ prior notice and an opportunity to cure. • Termination for Cause: Either party may terminate for material breach not cured within thirty (30) days after notice. • Termination for Convenience (Optional): Customer may terminate for convenience on thirty (30) days’ notice; we will refund any unused, pre-paid fees for the post-termination period. • Effect: Upon termination, you must cease use, and Sections intended to survive will survive. Data export rights are described in Section 8.
17) Confidentiality Each party may receive non-public information from the other. The receiving party will use such information only to perform under these Terms and protect it as it protects its own confidential information (no less than reasonable care).
18) Governing Law; Dispute Resolution • Governing Law: California law governs these Terms, without regard to conflicts of laws. • Arbitration (Provider–Customer only): Any dispute between Provider and Customer arising out of or related to these Terms shall be resolved by binding arbitration administered by JAMS under its Commercial Arbitration Rules. Seat: San Francisco, California. The arbitrator may award injunctive relief and damages consistent with these Terms. Proceedings are confidential. Either party may bring an individual claim in small claims court. Class/Collective Action Waiver: Disputes are heard on an individual basis; no class, collective, or representative actions. If arbitration is found unenforceable, the parties waive jury trial and submit to the exclusive jurisdiction of the state and federal courts located in [Preferred Venue County], California. • Employment Disputes: This clause governs disputes between Provider and Customer only; it does not govern employment disputes between Customer and its workers.
19) Export; Sanctions You will not use or export the Service in violation of U.S. export control or sanctions laws.
20) U.S. Government Rights If acquired by or on behalf of a U.S. government entity, the Service is “commercial computer software” with restricted rights per FAR 12.212 and DFARS 227.7202.
21) Force Majeure Neither party is liable for delays due to events beyond reasonable control (e.g., natural disasters, outages, labor disputes, war, government actions).
22) Notices Legal notices to Provider must be sent to: [legal@domain] and [postal address]. We may provide operational notices via the Service or email to your admin contact.
23) Assignment You may not assign these Terms without our consent, except to an affiliate or in connection with a merger, acquisition, or sale of assets. We may assign freely.
24) Entire Agreement; Order of Precedence; Changes These Terms, the Order (or online checkout), the DPA, and referenced policies (e.g., Privacy Policy) form the entire agreement and supersede prior agreements. In case of conflict: Order → DPA → Terms → Policies. We may update these Terms; material changes will be notified at least thirty (30) days in advance. If a change materially and adversely affects you and is not required by law or security, you may object in writing within thirty (30) days; the parties will work in good faith, and you may continue under the prior version until renewal, after which the updated terms apply.
25) Severability; Waiver If any provision is unenforceable, the remainder remains in effect. Failure to enforce a provision is not a waiver.
Linked Policies
• Privacy Policy: [link]
• Data Processing Addendum (DPA): [link]
• Acceptable Use Policy (AUP): [link] (optional; or keep within Section 6)
California Focused Addendum (Informational)
1. Meal/Rest Break Attestations: If enabled, End Users may attest to waived/missed breaks and provide reasons. You are responsible for reviewing exceptions, paying premiums when required (Cal. Lab. Code §226.7), and investigating off the clock indicators.
2. Rounding: If you enable rounding, consult counsel; California law scrutinizes rounding where exact timestamps are available and may require neutral policies or prohibit rounding for certain events.
3. PAGA: Configure exception alerts, review reports, and maintain signed acknowledgements. We do not prevent or defend PAGA claims.
4. Location Services: If you enable GPS/geofencing, provide written notice explaining purpose, scope, and retention; disable outside working hours if not needed.
5. Recordkeeping: Retain pay related records for at least the periods required by law (commonly 3–4 years in CA for wage statements/time records; confirm with counsel). Plain English Summary (Non binding)
• What the app does: Tracks time, breaks, locations (optional), and exports data/reports.
• Your responsibilities: Comply with wage hour laws, review accuracy, configure settings, retain records.
• Our promises: Provide the Service with reasonable uptime and security safeguards; no legal advice; no guaranteed compliance.
• Key limits: No consequential damages; liability cap (12 months of fees); arbitration/class action waiver
between you and us; service credits for uptime shortfalls.
• Privacy: We process employee data on your instructions; you provide notices/consents and handle employee rights requests (with our reasonable assistance per the DPA).
• Termination: Cancel anytime; we may suspend for misuse or non payment; data export window after termination.