Terms of Service — CrewBadger

These Terms of Service ("Terms") form a binding legal agreement between you and JKP Group LLC, a Puerto Rico limited liability company, doing business as CrewBadger ("CrewBadger," "we," "us," or "our"), and govern your access to and use of the CrewBadger field service management platform, including our web dashboard, mobile applications, public booking and payment links, application programming interfaces, and all related software, features, and services (collectively, the "Service").

PLEASE READ THESE TERMS CAREFULLY. Section 20 (Dispute Resolution) contains a binding arbitration agreement and a class-action waiver that affect your legal rights. They require you to resolve most disputes with us through individual arbitration rather than in court, unless you opt out within 30 days as described in Section 20.6.

1. Acceptance of These Terms; The Contracting Party

You accept these Terms by affirmatively clicking "I agree" (or a similar control) when you create your Account, at which point the then-current Terms, Privacy Policy, and Data Processing Addendum are presented and reasonably available to you for review. Your continued access to or use of the Service is an additional, continuing acceptance of these Terms, but the affirmative click is the primary act of acceptance. By accepting, you do so on behalf of the business entity you represent (the "Customer," "you," or "your"), and you represent and warrant that you have the authority to bind that business. We maintain a record of your acceptance, including the version of the Terms accepted and the date. If you do not agree to these Terms, you may not use the Service.

The Service is provided by JKP Group LLC, a limited liability company organized under the laws of the Commonwealth of Puerto Rico, doing business as CrewBadger. Our notice and business address is:

JKP Group LLC d/b/a CrewBadger 1498 Ave Fernandez Juncos San Juan, PR 00909

These Terms incorporate by reference our Privacy Policy and the Data Processing Addendum set out in Section 13. If you have entered into a separate written agreement with us that expressly supersedes these Terms, that agreement controls to the extent of any conflict.

2. Definitions

"Account" means the CrewBadger account associated with your business (the "Organization").
"Authorized User" means an individual you permit to access the Service under your Account — including owners, managers, dispatchers, and technicians — each operating under role-based permissions.
"Customer Data" means all data, content, and information that you or your Authorized Users submit to, store in, or generate through the Service, including records about your own end customers, jobs, proposals, invoices, payments, photos, signatures, and communications.
"End Customer" means an individual or business that is a customer of yours (the people you serve), whose information you process through the Service. End Customers do not have CrewBadger accounts.
"Documentation" means the user guides, help-center articles, and specifications we make available for the Service.
"Sub-processor" means a third party we engage to process Customer Data on our behalf, as further described in our Privacy Policy.
"Stripe" means Stripe, Inc. and its affiliates, our payment-processing partner.
"Subscription" means your paid (or trial) plan for the Service.
"Order" means your online selection of a plan tier and any add-ons, including during sign-up.

3. Eligibility

You may use the Service only if:

You are at least 18 years of age;
You are using the Service solely for business or commercial purposes. The Service is not a consumer product and is not intended for personal, family, or household use; and
The Account is opened and maintained by an authorized representative of the business with authority to bind it to these Terms.

By using the Service, you affirm that all three conditions are met. If you are using the Service on behalf of an employer or other entity, "you" includes that entity, and you confirm you are authorized to act for it.

4. Description of the Service

CrewBadger is a multi-tenant software platform for home-service and trades businesses (such as plumbing, HVAC, and electrical companies). Subject to your plan, the Service includes:

Customer relationship management (CRM) — customer and contact records, service locations, equipment tracking, internal notes, tags, and history, with deduplication and soft-delete.
Job management, scheduling, and dispatch — a job lifecycle state machine, a real-time dispatch board, technician assignment, and optional route optimization.
Estimates and proposals with e-signature — line items, tiered "Good / Better / Best" pricing, public approval links, and electronic signature capture. CrewBadger's signing interface presents the ESIGN/UETA consumer disclosure to a signing recipient before signature, captures the consent and signature, stamps the disclosure version, and generates a PDF with an integrity hash (see Section 7.3).
Invoicing and payments — invoice management, public payment links, card and ACH acceptance through Stripe, Tap-to-Pay on supported devices, manual cash/check recording, partial and split payments, refunds, deposits, and automated payment reminders (dunning).
Online booking — a public booking page (optionally embeddable), service-area gating, availability slots, an SMS-consent checkbox, and out-of-area lead capture.
SMS, email, and push automations — an automation engine that sends appointment reminders, on-the-way alerts, review requests, payment links, and related messages, gated on recipient consent.
Finance and accounting module — chart of accounts, tax codes, vendor and 1099 tracking, W-9 collection, bank reconciliation, commissions, and payouts.
QuickBooks Online sync — optional two-way accounting synchronization.
Service plans — maintenance agreements with included visits, member pricing, and e-signed contracts; flat retainers route to QuickBooks recurring transactions.
AI features — optional, beta artificial-intelligence assists (such as description generation, a margin guard, a support assistant, and a monthly Insights report), as described in Section 12.
Mobile technician application — an offline-first iOS and Android app for field technicians.
Reporting and data export — revenue, job, and technician-performance reports, and CSV/ZIP data exports.

We may add, modify, or discontinue features over time. We will not make a material adverse change to the core functionality of your then-current plan without notice consistent with Section 21.10.

5. Account Registration, Security, and Responsibilities

You must provide accurate, current, and complete information when you register and keep it up to date. You are responsible for:

Credentials and access — safeguarding all login credentials and for all activity that occurs under your Account, whether or not authorized by you. We use Supabase Auth (Google sign-in or email/password); we never see or store your password in plaintext.
Authorized Users — configuring roles and permissions for your Authorized Users, and ensuring each complies with these Terms. You are responsible for your Authorized Users' acts and omissions.
Your own equipment and connectivity — the devices, networks, and software needed to access the Service.
Security events — notifying us promptly at hello@crewbadger.com if you suspect any unauthorized access to or use of your Account.

You will use the Service in compliance with all applicable laws and these Terms.

6. Acceptable Use; Prohibited Conduct

In short: use CrewBadger lawfully, get the consent you need before you message people, and don't try to break, copy, or resell the Service. The formal list below governs.

You will not, and will not permit any Authorized User or third party to:

Use the Service to send unsolicited, unlawful, harassing, or deceptive messages, or otherwise violate the Telephone Consumer Protection Act (TCPA), CAN-SPAM Act, carrier rules (including A2P 10DLC registration requirements), or any other communications, marketing, or consumer-protection law;
Send any SMS or email to a recipient who has not given the required consent, or who has opted out (for example by replying STOP or using an unsubscribe link);
Use the Service in connection with any unlawful, fraudulent, or deceptive activity, or to process payments for prohibited or high-risk activities barred by Stripe's policies;
Upload or transmit malware, or interfere with, disrupt, or impose an unreasonable load on the Service or its infrastructure;
Attempt to gain unauthorized access to the Service, other accounts, or any systems or networks connected to the Service, or probe, scan, or test the vulnerability of the Service except under a program we authorize in writing;
Reverse-engineer, decompile, disassemble, or attempt to derive source code from the Service, except to the extent that restriction is prohibited by law;
Use the Service or CrewBadger's intellectual property to build or train a competing product or service, or to create a derivative or substantially similar service (this restriction is limited to the Service and our intellectual property and does not restrict what you do with your own Customer Data that you lawfully export under Section 18.4);
Scrape, harvest, or use automated means to extract data from the Service except through APIs we provide and document, or except for your own Customer Data through the export tools described in Section 18.4;
Resell, sublicense, time-share, or make the Service available to any third party that is not your employee, contractor, or designated Authorized User;
Misrepresent your identity, your authority, or your affiliation, or infringe the intellectual-property, privacy, or other rights of any person; or
Remove, obscure, or alter any proprietary notices in the Service.

We may investigate suspected violations and may suspend or terminate Accounts we reasonably believe violate these Terms or applicable law. Carrier or payment-network compliance violations (for example, A2P 10DLC brand or campaign revocation, or a Stripe risk action) may result in immediate suspension of the affected feature without prior notice, as described in Section 19.

7. Customer Data; Controller / Processor Allocation; Consent Warranties

7.1 Ownership of Customer Data

As between you and CrewBadger, you own and retain all rights to your Customer Data. We claim no ownership of it. You grant us the limited license in Section 9.2 to operate and improve the Service.

7.2 Roles for End-Customer Data — You Are the Controller, We Are the Processor

For data about your End Customers, you are the data controller (or "business" under applicable U.S. state privacy laws), and CrewBadger acts solely as your service provider / processor. We process End-Customer data only to provide the Service in accordance with your configuration, your automation rules, and your documented instructions (including these Terms and the Data Processing Addendum in Section 13). You are responsible for determining the purposes and means of that processing, for the lawfulness of the data you provide, and for responding to your End Customers' privacy requests (we provide tools to help you do so). Booking-lead information captured on your public booking page (out-of-service-area prospects who try to book) is treated the same way — you are the controller, and CrewBadger is your processor.

For data about your business and your Authorized Users, the roles are shared as described in our Privacy Policy. For our own analytics, telemetry, ambassador/referral program, and the de-identified aggregate insights described in Section 12.3, CrewBadger acts as a controller.

7.3 Your Consent Warranties; What CrewBadger Does

You represent and warrant, on a continuing basis for so long as you use the Service, that you have obtained, maintained, and can produce records of all consents, permissions, and legal bases required to collect your End Customers' information and to communicate with them through the Service, including:

SMS / TCPA — valid prior express consent before any text message is sent and, for any marketing or promotional message, prior express written consent that meets the TCPA's heightened standard; full compliance with all opt-out, sender-identification, and frequency-disclosure requirements; and honoring any opt-out a recipient gives you off-platform;
Email / CAN-SPAM — a lawful basis to email each recipient, accurate header and subject-line information, a functioning unsubscribe mechanism, and the Shop's own valid physical postal address in the message; and
Electronic signatures / ESIGN & UETA — your authority to transact electronically with the recipient and the accuracy of the content you place in the document. (CrewBadger delivers the consumer-facing ESIGN disclosure itself, as described below.)

Consent records and cooperation. You will retain the consent records supporting your communications and produce them to us within ten (10) business days of our request. If a claim, demand, or regulatory inquiry relating to your communications names or involves CrewBadger, you will cooperate with and assist in the defense of that matter, including by promptly providing your consent records, in addition to your indemnification obligations in Section 17.

What CrewBadger does (and does not do). CrewBadger operates the messaging and signing controls as hard, server-side mechanisms — it does not relieve you of your duty to obtain consent in the first place, and except as expressly stated here we are not responsible for your failure to do so. Specifically:

SMS opt-out and HELP. Our send path suppresses messages to any number that has not opted in or that has opted out (for example, by replying STOP, UNSUBSCRIBE, CANCEL, END, or QUIT), and no manual, bulk, or automated action can override that suppression. Replying HELP returns assistance information identifying the sending Shop and how to opt out. We block sends on unregistered or revoked A2P 10DLC channels.
Quiet hours and frequency caps. For automated message sends, the Service applies quiet-hours windows and frequency caps designed to reduce nuisance and support compliance with carrier and consumer-protection norms.
Email unsubscribe. Our email send path honors unsubscribe requests within the statutory window and renders a functioning unsubscribe link, and the Shop's physical postal address is carried in the message footer.
ESIGN consumer disclosure. Where a signing recipient is a consumer, CrewBadger presents the ESIGN §101(c) consumer disclosure in its own signing interface before signature — including the right to a paper copy and any associated fee, the right to withdraw consent and how to do so, the scope of the consent, the hardware and software needed to access and retain records, and a reasonable demonstration of access — and stamps the disclosure version with the signature record. You remain responsible for the business-level accuracy and authority of the document you send.

You will indemnify us for claims arising from a breach of this Section as set out in Section 17.

7.4 Sensitive and Regulated Data

You will not submit to the Service any government-issued identification numbers (other than the business tax-identification, vendor, and contractor tax-ID fields the Service is designed to collect, such as your business EIN/TIN and a vendor's or contractor's TIN for 1099 reporting), full payment card numbers, health information subject to HIPAA, biometric identifiers, or other categories of data the Service is not designed to handle. Full card numbers are processed by Stripe and never stored on CrewBadger servers.

8. Payments, Billing, Subscription, Free Trial, Renewal, and Cancellation

8.1 Plans and Fees

The Service is offered under a paid monthly subscription plan (with optional add-ons). The features, limits, and price are described on our pricing page at the time of your Order, which is incorporated by reference. We may change the recurring price for future billing periods only on at least 30 days' advance notice (by email and in-app) stating the new amount, its effective date, and how to cancel before it takes effect; a price change never affects a period already paid for, and you may cancel under Section 8.4 before the new price applies.

8.2 Free Trial — No Card, Read-Only on Expiry

New Accounts may receive a 30-day free trial. No payment card is required to start the trial, and we do not collect or store payment-card details during the trial. The trial does not automatically convert to a paid plan, and we will not charge you at the end of the trial. When the trial ends, if you have not started a paid Subscription, your Account becomes read-only: you and your Authorized Users can sign in and view and export your data, but features that create or send (such as new jobs, proposals, invoices, and messages) are paused. Full access resumes only when you affirmatively select a plan and complete payment. Your data is retained and remains exportable during the read-only period, subject to the retention and deletion practices in Section 18.4 and our Privacy Policy. We make the trial terms available at sign-up.

8.3 Paid Subscription; Auto-Renewal; Authorization and Consent

When you choose to subscribe, you purchase a paid monthly Subscription through Stripe Checkout. Auto-Renewal Terms. Your Subscription is billed monthly in advance and automatically renews for successive one-month periods at the then-current monthly price shown at checkout, until you cancel. Before you complete your purchase, we present these Auto-Renewal Terms in a clear-and-conspicuous form in visual proximity to the purchase control, and we obtain your affirmative consent to automatic renewal through a separate, unchecked checkbox that you must check before the purchase can complete. We retain a record of that consent — the plan, the price shown, the disclosure version, and the timestamp — and you can request a copy from us. Certain usage-based charges (for example, SMS message volume above your plan's included limits) are billed monthly in arrears based on measured usage. By completing your purchase and providing a payment method, you authorize us (and Stripe) to charge that method for the Subscription fees, any add-on or usage-based charges, and applicable taxes, on each renewal or billing date, until you cancel. After you enroll, we send a subscription-acknowledgment email confirming the Auto-Renewal Terms and how to cancel, and Stripe sends an itemized receipt for each charge. You are responsible for keeping a valid payment method on file. Taxes are your responsibility except for taxes on our net income. We offer monthly billing only; we do not offer an annual or other longer-term billing interval.

8.4 Cancellation; No Partial Refunds

You may cancel your Subscription at any time, online and without contacting us, from Settings → Plan in your Account (select Cancel and confirm) — the cancel control is as easy to find and use as the controls you used to subscribe, and we do not require a retention call, a save-offer, or any additional step to cancel (FTC click-to-cancel). You may also cancel by emailing hello@crewbadger.com as an additional option. Cancellation takes effect at the end of the then-current billing period; you retain access through that period, and we send a cancellation-confirmation email. Fees already paid are non-refundable, and we do not provide refunds or credits for partial billing periods, unused time, or partial features, except where required by applicable law. We honor any non-waivable cancellation or refund rights provided by the law of your jurisdiction.

8.5 Late or Failed Payments

If a charge fails, we may retry the payment method and may suspend the Service for non-payment after reasonable notice. Reactivation may require bringing your Account current.

8.6 Payment Processing by Stripe; Platform Fee

Card and ACH payments you collect from your End Customers, and your own Subscription payments, are processed by Stripe. By accepting payments through the Service, you also agree to the Stripe Connected Account Agreement (including the Stripe Services Agreement), and you authorize us to create and configure a Stripe Connect account on your behalf. Stripe acts as an independent party for payment processing, KYC, and compliance. A CrewBadger platform fee may apply to transactions processed through the Service, in addition to Stripe's own processing fees, as disclosed on our pricing page or in the Service. Full card numbers never touch CrewBadger servers; we store only limited data such as card brand and the last four digits.

9. Intellectual Property

9.1 CrewBadger IP

The Service, including all software, designs, text, graphics, logos, the "CrewBadger" name and marks, Documentation, and all related intellectual-property rights, is owned by CrewBadger and its licensors and is protected by law. Subject to these Terms and your payment of fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable right to access and use the Service during your subscription term for your internal business purposes. All rights not expressly granted are reserved. You receive no ownership interest in the Service. The Service incorporates certain third-party open-source components, which are licensed under their own respective open-source licenses; nothing in these Terms limits your rights, or adds obligations, under those licenses with respect to those components.

9.2 License to Customer Data

You grant CrewBadger a worldwide, non-exclusive, royalty-free license to host, copy, transmit, display, and process Customer Data solely to the extent necessary to provide, secure, and maintain the Service for you, to prevent or address technical or security issues, to comply with law, and to enforce these Terms. This license is limited to operating the Service for you and does not grant any right to use Customer Data to build a separate data product or for any purpose beyond delivering the Service. CrewBadger's separate right to create and use de-identified and aggregated data is addressed in Section 12.3 and is not granted through this operating license. The license ends when Customer Data is deleted from the Service, except for de-identified/aggregated data (which is no longer personal data, as described in Section 12.3) and copies retained as required by law or in our routine backups.

9.3 Feedback

Any suggestions, ideas, or other feedback you give us about the Service are provided voluntarily and on a non-confidential basis, and we are under no obligation (of compensation, confidentiality, attribution, or otherwise) with respect to them. You grant us a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate that feedback without restriction.

10. Third-Party Services and Integrations

The Service integrates with third-party services — including Intuit QuickBooks Online, Google (sign-in, Calendar, Maps/Routes), Stripe, Twilio, and others. When you enable an integration, your use of that third-party service is governed by that third party's own terms and privacy policy, and you authorize us to exchange the data necessary to operate the integration. CrewBadger is not responsible for third-party services, their availability, their data practices, or any changes to their pricing, terms, or APIs. We may suspend or remove an integration if a third party requires it or discontinues access.

11. Confidentiality

"Confidential Information" means non-public information disclosed by one party to the other that is marked confidential or that a reasonable person would understand to be confidential, including the Service's non-public features, pricing, and security information (our Confidential Information) and Customer Data (your Confidential Information). Each party will protect the other's Confidential Information with at least reasonable care, use it only to perform under these Terms, and not disclose it except to personnel and contractors bound by confidentiality obligations. Confidential Information excludes information that is or becomes public through no fault of the receiving party, was already known to it, is independently developed, or is rightfully received from a third party. A party may disclose Confidential Information if legally compelled, after giving reasonable notice where lawful.

12. AI Features and Data Handling

12.1 Optional, Beta Functionality

Certain AI features are provided on an optional, beta basis and may be enabled or disabled by you. Some AI features may require a separate add-on or be subject to usage limits during beta. AI output may be inaccurate, incomplete, or unsuitable for your situation. AI features are decision-support tools, not professional advice. You are responsible for reviewing and verifying AI output before relying on it; the Insights report and similar features are not professional financial, legal, tax, or accounting advice. A human confirms every consequential action — the Service does not auto-apply AI suggestions to your books or send money based on AI alone.

12.2 How We Handle Your Data with AI

We do not use your identifiable Customer Data to train AI models. Any model improvement we perform uses only de-identified, aggregated data, as described in Section 12.3.

Providers. CrewBadger currently uses Anthropic and may use additional AI providers over time, including open-source or self-hosted models. When an AI feature runs, the relevant input is sent to the applicable model only to generate the response, and any retention of that request data is transient and only as needed to deliver the feature. We log limited AI-operation metadata (such as the model used, cost, and the human outcome) for reliability and billing; where the Service is designed to do so, raw input is recorded as a hashed reference rather than stored verbatim.

How "no training" is achieved. We split the no-training commitment by how a model is run:

Hosted AI providers (third-party model APIs we call) are used under terms or configurations that prohibit training on your content — for example, enterprise or zero-retention API tiers. It is our process to use hosted providers only under such terms.
Any self-hosted or open-source model is operated and controlled by CrewBadger and is not trained on identifiable Customer Data. Because such a model has no third-party counterparty, this is a technical commitment we make and control directly, not a contractual promise from another party.

12.3 De-Identified, Aggregated Insights (Cross-Shop Benchmarks)

To improve the Service — for example, to power pricing benchmarks and accounting-setup suggestions — CrewBadger creates and retains de-identified, aggregated insights derived from platform activity. These aggregates contain no business identity, customer identity, names, account details, or any data attributable to an identified or identifiable business or customer — only non-identifying signals (such as a service-category type mapped to an account type, or anonymized pricing signals).

Reasonable measures against re-identification. We de-identify this data using measures designed so that it cannot reasonably be linked back to any business or person, and we maintain those measures. In particular: a signal is published only after at least twenty (20) independent businesses have contributed to the cell (a k≥20 anonymity floor); cells below that floor are suppressed entirely (not rounded or estimated); geography is generalized as needed (for example, rolling a ZIP up to a broader region) so no thin ZIP-by-trade cell is identifiable; and pricing is reported only in banded ranges, never exact amounts, so that no small ZIP × trade × price cell can identify a contributor.

Our public commitments (CCPA §1798.140(m)). We publicly commit, and these commitments are mirrored in our Privacy Policy, that we (i) maintain and use this data only in de-identified, aggregated form, (ii) will not attempt to re-identify it, and (iii) contractually obligate any recipient of it to the same de-identification standard and the same no-re-identification commitment.

This use is covered by your agreement to these Terms and does not require separate consent, because, and only so long as, the data is validly de-identified, aggregated, non-personal information maintained under the measures above. A discretionary opt-out is available in your Settings if you prefer not to contribute to these aggregates; you continue to benefit from the aggregate insights either way. This courtesy opt-out is provided at our discretion and is not a privacy-rights opt-out (there is no sale, share, or targeted advertising to opt out of). Because validly de-identified aggregates are not personal data and are no longer attributable to you, they persist and survive deletion of your Account — deleting your Account removes your identifiable data but does not unwind anonymous, aggregate figures that were already de-identified under these measures.

12.4 AI Output

As between you and CrewBadger, we assign to you all right, title, and interest we may have in the output an AI feature generates for you ("AI Output"), to the extent such output is capable of ownership and assignment. You acknowledge, however, that AI Output may not be eligible for copyright or other ownership protection (purely AI-generated material may be uncopyrightable), and that AI Output is not exclusive — the Service is multi-tenant, and similar inputs may produce similar output for other customers, so we cannot and do not grant you any exclusivity in AI Output. We do not warrant that AI Output is original or non-infringing; the obligation in Section 12.1 to review and verify AI Output before relying on it extends to its originality and non-infringement, not only its accuracy. This Section is subject to the disclaimers in Section 15.

12.5 AI Disclosure in the Support Assistant

Where the Service's AI support assistant interacts with a person, it is disclosed that the person is interacting with an automated, AI-based assistant.

13. Data Processing Addendum (DPA)

This Section 13 forms a Data Processing Addendum that applies where CrewBadger processes End-Customer data or other personal information on your behalf. To the extent of any conflict on the subject of data processing, this Section controls over the rest of these Terms.

13.1 Roles and Scope

You are the controller / business, and CrewBadger is the processor / service provider, for End-Customer personal information processed through the Service (see Section 7.2). We will process such personal information only (a) for the specific business purpose of providing, securing, and maintaining the Service for you under these Terms, (b) on your documented instructions (including these Terms and your configuration of the Service), and (c) as required by applicable law (in which case we will inform you where lawful). We will not retain, use, or disclose the personal information for any purpose other than the specific business purposes of performing the Service for you, including not retaining, using, or disclosing it outside the direct business relationship between you and CrewBadger, except as permitted by the CCPA. We will not "sell" or "share" your personal information (as those terms are defined under the CCPA/CPRA). We will not combine the personal information we process on your behalf with personal information we receive from, or on behalf of, any other person, or that we collect directly from consumers, except as permitted by the CCPA. If we determine we can no longer meet these obligations, we will notify you. We certify that we understand the restrictions in this DPA and will comply with them. You may take reasonable and appropriate steps to ensure that we use the personal information consistent with your obligations under applicable law, and to stop and remediate any unauthorized use. If, in our reasonable judgment, an instruction or configuration would cause processing that violates applicable data-protection law, we will inform you, to the extent we are aware and legally permitted to do so.

13.2 Confidentiality and Security

We will ensure that personnel authorized to process personal information are bound by confidentiality, and we will maintain the technical and organizational security measures described in Section 14 and in our Privacy Policy.

13.3 Sub-processors

You authorize CrewBadger to engage Sub-processors to process personal information in connection with the Service. The current list of Sub-processors — and the categories of data each receives — is set out and maintained in our Privacy Policy and is incorporated into this DPA by reference. Before any Sub-processor receives personal information, we engage it under a written contract requiring it to qualify as a service provider and to be bound by the same service-provider restrictions that apply to CrewBadger under this DPA, and each such Sub-processor certifies that it understands and will comply with those restrictions (CCPA §7051(a)(6)). We remain responsible for our Sub-processors' performance. We will give you advance notice of any new Sub-processor through a subscribable mechanism (such as an email list or a published changelog) before that Sub-processor begins processing your personal information, so that you can vet the onward transfer to meet your own controller obligations; if you reasonably object to a new Sub-processor on data-protection grounds, you may stop using the affected feature or terminate the Service.

Independent Controllers (not Sub-processors). Certain third parties act as independent controllers for the data they handle and are not Sub-processors and are not subject to the service-provider flow-down above. These are Stripe (for payment processing, payouts, and KYC/identity-compliance data, under the Stripe Connected Account Agreement) and Intuit (for the tax-compliance data it handles when you connect QuickBooks Online). Your transfer of data to these independent controllers is a controller-to-controller transfer that you authorize when you enable the relevant feature, and their handling of that data is governed by their own terms and privacy policies. We identify them as independent controllers in our Privacy Policy.

13.4 Assistance with Data-Subject and Compliance Obligations

Taking into account the nature of the processing, we will provide reasonable assistance — through the Service's self-service tools and, where those are insufficient, on reasonable request — to help you (a) respond to End-Customer requests to access, correct, delete, or port their data, (b) honor opt-out signals, and (c) meet your security, breach-notification, and data-protection-assessment obligations under applicable law.

13.5 Breach Notification

We will notify you without undue delay, and in any event within seventy-two (72) hours, after becoming aware of, or forming a reasonable belief of, a personal-data breach affecting personal information we process on your behalf. The notice will include, to the extent then known, the nature of the breach, the categories and approximate volume of data and individuals affected, the likely consequences, and the measures taken or proposed in response; we will supplement it as further information becomes available. We will provide the information reasonably available to us to help you meet your own notification obligations under applicable law. Providing or responding to a breach notice is not an acknowledgment of fault or liability.

13.6 Deletion and Return on Termination

Deletion on your instruction (during the relationship). At your direction, we will delete or anonymize specific personal information we process on your behalf, on a per-record or per-end-customer basis, during the term of the Service — not only at termination — using the erasure and per-customer scrub tools the Service provides (CCPA §7051(a)(5)), except for information we are required by law to retain.

On termination. Upon termination or expiration of the Service, and except where retention is required by law, we will delete or, where supported, return the personal information we process on your behalf in accordance with Section 18.4 and the retention practices described in our Privacy Policy. A financial and audit "skeleton" (with personal information anonymized) may be retained for a defined period of seven (7) years, based on the recordkeeping periods applicable to U.S. tax and financial records (including IRS recordkeeping guidance), after which it is purged; routine backups are overwritten on a rolling cycle, ordinarily within ninety (90) days. De-identified/aggregated data persists as described in Section 12.3.

13.7 Audits

On reasonable prior written request, no more than once per twelve months (unless required by a regulator or following a breach), we will make available information reasonably necessary to demonstrate our compliance with this DPA, which may take the form of our then-current third-party reports, security documentation, or written responses to a reasonable questionnaire.

13.8 Data Residency

Personal information is stored and processed in the United States and its territories. We will not move primary storage outside the United States and its territories without notice to you, and our Sub-processors process data outside the United States only as disclosed in our Privacy Policy and with notice.

14. Security

We maintain a security program that uses commercially reasonable technical and organizational measures designed to protect Customer Data. Our security program includes measures such as the following, and these measures may evolve over time as we improve the Service:

Encryption in transit — we use TLS for connections to the Service.
Encryption at rest — we use storage-layer (volume) encryption for the database, and we additionally apply application-layer field encryption to designated sensitive fields, such as business and taxpayer identification numbers (EIN/TIN) and accounting-integration (QuickBooks) authorization tokens.
Tenant isolation — multi-tenant isolation is enforced primarily through application- and service-layer authorization controls (route authorization and per-actor scoping in our API). We additionally use database row-level security as a defense-in-depth measure; row-level security is not the sole or primary isolation gate, because the application's database connection operates with elevated privileges and the live isolation control is the application/service layer.
Scoped credentials — we use scoped, least-privilege credentials for integrations, with secrets kept in managed secret storage rather than in code.
Webhook integrity — inbound webhooks are designed to be signature-verified and idempotent.
Audit logging — high-value actions (such as job, payment, permission, and deletion events) are designed to be recorded in an append-only audit log with actor and before/after state.
Sensitive-action safeguards — sensitive operations (such as refunds and account deletion) are designed to require a fresh step-up confirmation.

These descriptions explain how the Service is designed to operate; they are not a warranty of a specific outcome, and the measures may change as the Service evolves. We do not currently hold a third-party security certification (such as SOC 2) and make no representation that we do. No method of transmission or storage is completely secure, and we cannot guarantee absolute security. You are responsible for security on your side — strong credentials, appropriate role assignments, and safeguarding your devices. In the event of a conflict between this Section and any security statement in our Privacy Policy, this Section 14 controls.

15. Warranties and Disclaimers

You represent and warrant that you have all rights and consents necessary to provide the Customer Data and to use the Service as contemplated by these Terms.

EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS. TO THE FULLEST EXTENT PERMITTED BY LAW, CREWBADGER AND ITS SUPPLIERS AND LICENSORS DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR TRADE USAGE. We do not warrant that the Service will be uninterrupted, timely, secure, or error-free; that it will meet your requirements; or that any message, call, payment, sync, or AI output will be delivered, received, processed, or accurate on any particular timeline. Any third-party services are provided by their respective providers and are outside our warranty.

16. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW:

No Indirect Damages. Neither party will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, data, goodwill, or business opportunity, arising out of or relating to these Terms or the Service, even if advised of the possibility of such damages and even if a remedy fails of its essential purpose.
Liability Cap. Subject to subsection (4), each party's total aggregate liability arising out of or relating to these Terms or the Service will not exceed the greatest of (a) the total fees you paid to CrewBadger for the Service in the twelve (12) months immediately preceding the event giving rise to the claim; (b) one (1) month's fees at your then-current Subscription rate; or (c) five thousand U.S. dollars ($5,000) (the "General Cap").
Super-Cap for CrewBadger's Confidentiality / Data-Security Breaches. Notwithstanding subsection (2) but subject to subsection (4), CrewBadger's total aggregate liability for breach of its confidentiality or data-security obligations under these Terms (including Sections 11, 13, and 14) will not exceed two (2) times the General Cap (the "Super-Cap"). Except as provided in subsection (4), this Super-Cap is the ceiling on CrewBadger's liability for such breaches.
Exceptions and Carve-Outs. The limitations in this Section (including both the General Cap and the Super-Cap) do not apply to: (a) your payment obligations; (b) your indemnification obligations in Section 17; (c) your breach of your confidentiality obligations; (d) either party's own fraud, willful misconduct, or gross negligence; or (e) any liability that cannot be limited under applicable law. For clarity, because a party's own gross negligence is carved out under (d), a data-security breach caused by CrewBadger's gross negligence is not subject to the Super-Cap. The General Cap in subsection (2) does not limit your indemnification obligations under Section 17.
Cap Severability. If any limitation in this Section is held unenforceable as to a particular claim, that limitation is ineffective only to the extent and only as to that claim, and all other limitations, the General Cap, and the Super-Cap remain in full force and effect as to every other claim.

These limitations apply to all claims, whether based on contract, tort (including negligence), strict liability, or any other theory, and reflect an agreed allocation of risk that is reflected in the pricing of the Service. As one of the factors supporting this allocation, CrewBadger maintains commercially reasonable cyber and technology errors-and-omissions (E&O) insurance; this recital does not create any obligation to maintain any specific coverage or limits, nor any third-party-beneficiary right.

17. Indemnification

17.1 Your Indemnification of CrewBadger

You will defend, indemnify, and hold harmless CrewBadger, its affiliates, and their respective officers, directors, employees, and agents from and against any third-party claims, demands, suits, or proceedings, and any resulting losses, damages, liabilities, settlements, penalties and fines (but, with respect to penalties and fines, only those arising from your own conduct or breach, and only to the extent shifting them is permitted by applicable law), costs, and expenses (including reasonable attorneys' fees), arising out of or relating to: (a) your Customer Data or your use of the Service; (b) your or your Authorized Users' violation of these Terms or applicable law; (c) your failure to obtain or maintain the consents, consent records, and legal bases required under Section 7.3 (including TCPA, CAN-SPAM, and ESIGN/UETA claims); (d) your communications with your End Customers; or (e) your infringement or misappropriation of any third party's intellectual-property or privacy rights.

This Section 17.1 does not require you to indemnify CrewBadger for penalties or fines imposed on CrewBadger for CrewBadger's own conduct.

17.2 CrewBadger's IP-Infringement Indemnification of You

CrewBadger will defend you against any third-party claim alleging that the Service, as provided by CrewBadger and used in accordance with these Terms, infringes that third party's United States patent, copyright, or trademark, or misappropriates its trade secret, and will indemnify you for amounts finally awarded against you (or agreed in settlement by CrewBadger) on such a claim. This obligation does not apply to, and you instead indemnify us for, any claim arising from: (a) Customer Data or content you provide; (b) your combination of the Service with products, data, or services not provided by CrewBadger; (c) modifications to the Service not made by CrewBadger; (d) your use of the Service in violation of these Terms or applicable law; or (e) any third-party service or integration. If the Service becomes, or in CrewBadger's reasonable opinion is likely to become, the subject of an infringement claim, CrewBadger may, at its option and expense, (i) procure the right for you to continue using the Service, (ii) modify or replace the affected portion to make it non-infringing, or (iii) if (i) and (ii) are not commercially reasonable, terminate the affected portion of the Service and refund any prepaid, unused fees for it. This Section 17.2 states CrewBadger's entire liability, and your sole and exclusive remedy, for any claim of infringement or misappropriation, and CrewBadger's total liability under this Section 17.2 is subject to the General Cap in Section 16(2).

17.3 Defense and Settlement Mechanics

The party seeking indemnification (the "indemnified party") will give the indemnifying party reasonable prompt notice of the claim and allow the indemnifying party to control the defense, and the indemnified party will reasonably cooperate at the indemnifying party's expense and may participate with its own counsel at its own expense. If the indemnifying party fails to promptly assume and diligently conduct the defense, the indemnified party may assume the defense and settlement of the claim at the indemnifying party's cost and expense, and the indemnifying party will advance reasonable defense costs. The indemnifying party may not, without the indemnified party's prior written consent, enter into any settlement that (a) admits fault or wrongdoing by the indemnified party, (b) imposes any non-monetary or ongoing obligation on the indemnified party, or (c) does not include a full and unconditional release of the indemnified party.

18. Term, Suspension, and Termination

18.1 Term

These Terms apply from the date you first accept them and continue until your Account is terminated.

18.2 Termination by You

You may terminate by cancelling your Subscription (Section 8.4) and ceasing use of the Service. You may request deletion of your Account at any time; deletion follows the process in Section 18.4 below, including a grace window.

18.3 Suspension and Termination by Us

We may suspend or terminate your access to all or part of the Service, with or without notice as appropriate: (a) if you materially breach these Terms (including non-payment) and fail to cure within a reasonable period where the breach is curable; (b) immediately, where required for security, legal, carrier, or payment-network compliance reasons (for example, A2P 10DLC or Stripe risk actions); or (c) if we discontinue the Service generally, in which case we will give reasonable advance notice. We may also suspend specific features to protect the Service or other customers.

18.4 Effect of Termination; Data Export and Deletion

Upon termination, your right to access the Service ends. Before and during a wind-down or grace period, you may export your Customer Data using the Service's export tools (including a full-organization data export). After you request Account deletion, we apply a 30-day grace window during which deletion can be cancelled; deletion may be blocked while you have unsettled invoices or open payment disputes. After the grace window, we asynchronously anonymize personal information and delete operational data, while retaining an anonymized financial and audit skeleton for seven (7) years (based on U.S. tax and financial-records recordkeeping periods, as described in Section 13.6) for tax and audit purposes, and we perform external teardown (such as deauthorizing Stripe and releasing telecom registrations). De-identified/aggregated data persists as described in Section 12.3. We may retain backups in the ordinary course, ordinarily overwritten within ninety (90) days.

18.5 Survival

Sections 2, 7.1, 7.3, 7.4, 9, 11, 12.3, 12.4, 13.6, 15, 16, 17, 18.4–18.5, 19, 20 (Dispute Resolution), and 21 survive termination, along with any other provision that by its nature should survive.

19. DMCA Notice-and-Takedown

We respect intellectual-property rights and maintain a notice-and-takedown process under the Digital Millennium Copyright Act (DMCA), 17 U.S.C. § 512.

Takedown notices. If you believe content available through the Service (for example, an uploaded logo or photo) infringes your copyright, send a written notice to our designated agent that includes: (1) your physical or electronic signature; (2) identification of the copyrighted work claimed to be infringed; (3) identification of the allegedly infringing material and information reasonably sufficient to let us locate it; (4) your contact information (address, telephone number, and email); (5) a statement that you have a good-faith belief that the use is not authorized by the copyright owner, its agent, or the law; and (6) a statement, under penalty of perjury, that the information in the notice is accurate and that you are the copyright owner or authorized to act on the owner's behalf. On receipt of a valid notice, we may remove or disable access to the material and will take reasonable steps to notify the affected user.

Counter-notices. If you believe your material was removed or disabled in error or as a result of misidentification, you may submit a written counter-notice to the same agent that includes: (1) your physical or electronic signature; (2) identification of the material removed and the location at which it appeared before removal; (3) a statement, under penalty of perjury, that you have a good-faith belief the material was removed or disabled as a result of mistake or misidentification; and (4) your name, address, and telephone number, and a statement that you consent to the jurisdiction of the federal district court for your judicial district (or, if outside the United States, any judicial district in which we may be found), and that you will accept service of process from the complainant. Unless the original complainant notifies us that it has filed an action seeking a court order, we may restore the removed material within 10–14 business days after receiving a valid counter-notice.

Misrepresentation. Under 17 U.S.C. § 512(f), any person who knowingly materially misrepresents that material is infringing, or was removed by mistake or misidentification, may be liable for damages.

Repeat-infringer policy. CrewBadger has adopted and reasonably implements a policy that provides for the termination, in appropriate circumstances, of the accounts of users who are repeat infringers.

Designated DMCA Agent:

DMCA Agent, JKP Group LLC d/b/a CrewBadger 1498 Ave Fernandez Juncos, San Juan, PR 00909 Email: dmca@crewbadger.com

Our designated agent is also registered with the U.S. Copyright Office's DMCA Designated Agent Directory.

20. Dispute Resolution; Binding Arbitration; Class-Action Waiver

PLEASE READ THIS SECTION CAREFULLY — IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO GO TO COURT.

20.1 Informal Resolution First

Before starting an arbitration or small-claims action, you agree to first contact us at hello@crewbadger.com with a written description of the dispute, and the parties will attempt in good faith to resolve it informally for at least 30 days.

20.2 Binding Arbitration

If the dispute is not resolved informally, you and CrewBadger agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Service will be resolved by final and binding arbitration, administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules (and, where applicable, its Supplementary Procedures). The arbitration will be conducted by a single arbitrator, may proceed by document submission, telephone, or videoconference where appropriate, and the arbitrator's award may be entered as a judgment in any court of competent jurisdiction. The arbitrator has exclusive authority to resolve all threshold questions of arbitrability — including the formation, existence, scope, interpretation, applicability, and enforceability of this arbitration agreement — except for the single, express carve-out that a court (not the arbitrator) decides the enforceability of Section 20.4 (class-action waiver). This sole carve-out does not imply that any other gateway question is reserved for a court. This agreement to arbitrate is governed by the Federal Arbitration Act.

20.3 Small-Claims Carve-Out

Either party may instead bring an individual claim in small-claims court if it qualifies and remains in that court. Either party may also seek injunctive or other equitable relief in court to protect its intellectual-property or confidential information pending arbitration.

20.4 Class-Action Waiver

You and CrewBadger agree that each may bring claims against the other only in an individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding. The arbitrator may not consolidate more than one person's claims and may not preside over any form of class or representative proceeding. Class arbitration is never available under this agreement. If this class-action waiver is found unenforceable as to a particular claim, that claim (and only that claim) will be severed and litigated in court, while all other claims remain in arbitration.

20.5 Jury-Trial Waiver (Fallback)

If for any reason a dispute proceeds in court rather than arbitration, you and CrewBadger each waive any right to a trial by jury to the fullest extent permitted by law.

20.6 30-Day Right to Opt Out of Arbitration

You may opt out of this arbitration agreement (Sections 20.2 and 20.4) within 30 days of first accepting these Terms by emailing hello@crewbadger.com with the subject line "Arbitration Opt-Out" and including your business name, the Account email, and a clear statement that you opt out of arbitration. Opting out does not affect any other part of these Terms. If you opt out, the jury-trial waiver in Section 20.5 still applies to court proceedings.

20.7 Governing Law and Venue

These Terms and any dispute arising out of or relating to them or the Service are governed by the laws of the Commonwealth of Puerto Rico, without regard to its conflict-of-laws rules, except that the Federal Arbitration Act governs Section 20.2. For any matter not subject to arbitration (or if the arbitration agreement is held unenforceable), the parties consent to the exclusive jurisdiction and venue of the courts of the Commonwealth of Puerto Rico and the United States District Court for the District of Puerto Rico located in San Juan, subject to the small-claims carve-out in Section 20.3.

21. General

21.1 Assignment. You may not assign or transfer these Terms without our prior written consent; any attempt to do so is void. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of all or substantially all of our assets. These Terms bind and benefit the parties' permitted successors and assigns.

21.2 Entire Agreement. These Terms, together with the Privacy Policy, the pricing in effect at the time of your Order, and any Order, constitute the entire agreement between the parties regarding the Service and supersede all prior or contemporaneous agreements and understandings, including any prior CrewBadger Terms of Service. Changes to our pricing page apply only prospectively as described in Sections 8.1 and 21.10.

21.3 Severability. If any provision is held unenforceable, it will be modified to the minimum extent necessary, or severed, and the remaining provisions remain in full force.

21.4 No Waiver. A party's failure to enforce any provision is not a waiver of its right to do so later. Waivers must be in writing to be effective.

21.5 Relationship. The parties are independent contractors. These Terms create no partnership, joint venture, agency, employment, or fiduciary relationship.

21.6 Notices. We may give notice by email to the address associated with your Account, by posting in the Service, or by other reasonable means; such notice is effective when sent or posted. Legal notices to us must be in writing and sent to hello@crewbadger.com and to: JKP Group LLC d/b/a CrewBadger, 1498 Ave Fernandez Juncos, San Juan, PR 00909.

21.7 Force Majeure. Neither party is liable for any delay or failure to perform caused by events beyond its reasonable control, including acts of God, natural disasters, labor disputes, internet or utility failures, third-party service outages, governmental actions, war, terrorism, or pandemics. This Section does not excuse either party's payment obligations or CrewBadger's confidentiality and data-security obligations under these Terms (including Sections 11, 13, and 14).

21.8 Export and Sanctions Compliance. You represent that you are not located in, or a resident or national of, any country or on any list that would make your use of the Service unlawful under U.S. export-control or sanctions laws, and that you will comply with those laws.

21.9 U.S.-Only Scope at Launch. The Service is currently offered to businesses in the United States and its territories and is not directed to the European Union, the United Kingdom, or other jurisdictions outside the United States. If we begin serving EU/UK customers, we will add GDPR-specific terms (including standard contractual clauses and a data-protection representative) at that time.

21.10 Changes to These Terms. We may update these Terms from time to time. For material changes, we will provide at least 30 days' notice by email or through the Service before they take effect (or a shorter period where required for legal or security reasons). Your continued use of the Service after the effective date of an update constitutes acceptance of the updated Terms. If you do not agree, you must stop using the Service before the changes take effect; for paid Subscriptions, you may cancel under Section 8.4. Two carve-outs apply to amendments of Section 20 (Dispute Resolution): (a) no amendment to Section 20 applies to any dispute or claim that accrued before the amendment's effective date — the version of Section 20 in effect when the claim accrued governs that claim; and (b) a material change to Section 20 takes effect as to you only if you affirmatively accept it (for example, by clicking to accept), not by continued use alone. A material price increase is governed by Section 8.1.

22. Contact

Questions about these Terms? Contact us at hello@crewbadger.com, or write to:

JKP Group LLC d/b/a CrewBadger 1498 Ave Fernandez Juncos San Juan, PR 00909

These Terms of Service are effective as of June 24, 2026, and govern your use of CrewBadger. CrewBadger is a product of JKP Group LLC, a Puerto Rico limited liability company.