Terms of Service and Master Service Agreement
TimeTandem, LLC — Effective Date: [To be inserted at launch]
These Terms of Service and Master Service Agreement (this "Agreement") govern access to and use of the TimeTandem workforce management platform, including the TimeTandem.com website and related applications (collectively, the "Platform"), made available by TimeTandem, LLC, an Ohio limited liability company ("Company," "TimeTandem," "we," "us," or "our"). This Agreement is entered into between Company and the business entity or individual that registers for or otherwise uses the Platform ("Customer," "you," or "your"). By creating an account, clicking to accept, or otherwise accessing or using the Platform, Customer agrees to be bound by this Agreement. If Customer does not agree, Customer may not access or use the Platform.
This Agreement incorporates by reference the Data Processing Addendum attached as Exhibit A and the Acceptable Use Policy attached as Exhibit B, each of which forms part of this Agreement.
1. Definitions
1.1 "Authorized User" means an employee, manager, owner, or other individual whom Customer permits to access the Platform under Customer's account, including individuals whose shift, time, and attendance data is recorded through the Platform.
1.2 "Customer Data" means all data, records, and information submitted to, collected by, or generated within the Platform in connection with Customer's use of the Services, including Gross Pay Data.
1.3 "Gross Pay Data" means calculations of gross wages, hours worked, and related shift and attendance figures generated by the Platform and made available to Customer in PDF or CSV export format for Customer's internal reference in connection with Customer's own payroll processing.
1.4 "Services" means the software-as-a-service workforce management functionality made available through the Platform, including shift scheduling, time tracking, attendance management, and Gross Pay Data export, together with all related updates, enhancements, and additional features Company may introduce from time to time, including features that make use of artificial intelligence, machine learning, automated recommendations, or other automated or algorithmic functionality (collectively, "AI Features"), whether existing as of the effective date of this Agreement or introduced afterward. Company's introduction of new features or functionality within the general character of workforce scheduling, time tracking, attendance, and gross pay reporting described in this Agreement does not require an amendment to this Agreement, and this Agreement applies to such features automatically upon their release, subject to Section 14.3.
1.5 "Documentation" means Company's then-current user guides and help materials made generally available to Customer for use of the Services.
1.6 "Location Data" means geolocation information collected in connection with an Authorized User's clock-in or clock-out action for purposes of punch verification and geofencing. The Platform does not continuously track an Authorized User's location in the background, and Location Data is collected only at the moment of a clock-in or clock-out event.
2. Scope of Services; Payroll Processor Exclusion
The Platform provides workforce scheduling, time tracking, attendance management, and gross pay reporting tools only. The Platform does not calculate, withhold, remit, or process taxes; does not calculate net pay or deductions; does not perform payroll processing, wage disbursement, or any banking, money transmission, or payment processing function with respect to employee wages; and is not a payroll service provider, payroll processor, or agent for wage payment purposes under the law of any jurisdiction. Gross Pay Data is provided solely as an internal reference tool for Customer's own use in connection with Customer's independent payroll process, which Customer must carry out itself or through a licensed payroll provider of Customer's own selection. Company is not a party to, and assumes no responsibility for, Customer's payroll process, tax obligations, or wage payment obligations to Authorized Users, and Customer's reliance on Gross Pay Data for any purpose beyond internal reference is at Customer's own risk and outside the scope of the Services. An internal payment status indicator displayed within the Platform reflects only the status Customer has entered or the Platform has calculated for internal reference, and is not independent confirmation, verification, or proof that an Authorized User has actually been paid. Customer is solely responsible for confirming actual payment to its Authorized Users through its own payroll and banking records.
3. Eligibility and Accounts
3.1 Customer represents that it is a business entity or sole proprietor lawfully authorized to enter into this Agreement, and that any individual accepting this Agreement on Customer's behalf has authority to do so.
3.2 Customer is responsible for the accuracy of information provided during registration and for maintaining the confidentiality of account credentials. Customer is responsible for all activity occurring under its account, including activity by its Authorized Users, and must notify Company promptly of any unauthorized use.
4. Fees; Payment; Taxes
4.1 Customer will pay the subscription fees and any other charges described at checkout or in an applicable order, on the billing cycle selected at signup. Fees are payable in advance and, except as required by law or expressly stated in this Agreement, are non-refundable.
4.2 Company uses a third-party payment processor to bill Customer's designated payment method. Customer authorizes recurring charges until Customer cancels in accordance with this Agreement. Company does not store full payment card numbers; card data is handled by Company's payment processor in accordance with applicable payment card industry security standards.
4.3 Fees do not include applicable sales, use, or similar taxes, which are Customer's responsibility except for taxes based on Company's net income.
4.4 Company may change subscription fees on renewal upon at least thirty (30) days' notice.
4.5 Free Trial. Company may offer a free trial period of the Services, currently fifteen (15) days, which does not require a payment method to begin. Company will provide notice before any trial converts to a paid subscription or before trial access ends, and Customer will not be charged during the trial period unless Customer affirmatively subscribes to a paid plan. Company may change the length or terms of the free trial for new signups at any time.
5. Customer Data and Acceptable Use
5.1 As between the parties, Customer owns all Customer Data. Customer grants Company a non-exclusive, worldwide license to host, process, and use Customer Data solely to provide, maintain, secure, and improve the Services and as otherwise permitted under the Data Processing Addendum attached as Exhibit A.
5.2 Customer is responsible for the accuracy and lawfulness of Customer Data, including having all rights and consents necessary to submit Authorized User information to the Platform. Customer's and its Authorized Users' use of the Platform is subject to the Acceptable Use Policy attached as Exhibit B, which is incorporated into this Agreement.
5.3 Company's processing of personal information within Customer Data is governed by the Data Processing Addendum attached as Exhibit A and by Company's Privacy Policy, each incorporated by reference.
5.4 Location Data. Where Customer enables clock-in or clock-out location verification, Customer represents that it has provided any notice to, and obtained any consent from, its Authorized Users required under applicable law before enabling that functionality, including any state law governing electronic tracking of an individual's location or employer notice of electronic monitoring. Company collects Location Data only at the moment of a clock-in or clock-out event and does not continuously track an Authorized User's location in the background.
5.5 Messaging. The Platform may include messaging functionality intended for participant-only communication between Authorized Users. Company does not routinely grant Customer's administrators access to read private Authorized User messages, though limited administrative functionality may apply to organization or team-level communications where made available within the Services. Customer represents that it has provided any notice to, and obtained any consent from, its Authorized Users required under applicable federal or state law, including any applicable wiretapping, eavesdropping, or electronic monitoring statute, before accessing or reviewing any Authorized User communications through the Platform, and Customer is solely responsible for its administrators' compliance with those laws.
6. Intellectual Property
6.1 Company and its licensors retain all right, title, and interest in and to the Platform, the Services, and all related software, technology, and documentation, including all intellectual property rights therein. Except for the limited right to access and use the Services as permitted under this Agreement, no rights are granted to Customer by implication or otherwise.
6.2 Customer grants Company a limited license to use Customer's name and logo solely to identify Customer as a user of the Platform in Company's customer lists, subject to Customer's prior written approval of the specific usage, which Company will request before any public use.
7. Confidentiality
Each party may receive confidential or proprietary information of the other party in connection with this Agreement ("Confidential Information"). Each party agrees to protect the other party's Confidential Information using at least the same degree of care it uses to protect its own confidential information of similar importance, and no less than a reasonable degree of care, and to use such information only to perform its obligations or exercise its rights under this Agreement. This Section does not restrict disclosure required by law, provided the disclosing party gives the other party reasonable advance notice where legally permitted.
8. Warranties and Disclaimers
EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." COMPANY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. COMPANY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT GROSS PAY DATA WILL BE ACCURATE FOR ANY PARTICULAR PAYROLL, TAX, OR REGULATORY PURPOSE. CUSTOMER IS SOLELY RESPONSIBLE FOR INDEPENDENTLY VERIFYING GROSS PAY DATA BEFORE RELYING ON IT FOR ANY EXTERNAL PURPOSE.
9. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, ARISING OUT OF OR RELATED TO THIS AGREEMENT, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EACH PARTY'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER TO COMPANY IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. COMPANY IS NOT LIABLE, UNDER ANY THEORY, FOR ANY PAYROLL TAX PENALTY, WAGE CLAIM, OR OTHER LOSS ARISING FROM CUSTOMER'S OR ANY THIRD PARTY'S RELIANCE ON GROSS PAY DATA IN CONNECTION WITH ACTUAL PAYROLL EXECUTION, TAX FILING, OR WAGE PAYMENT. THE LIMITATIONS IN THIS SECTION REFLECT AN AGREED ALLOCATION OF RISK BETWEEN THE PARTIES AND ARE A MATERIAL PART OF THE BASIS OF THE PARTIES' BARGAIN, AND WILL APPLY NOTWITHSTANDING THE FAILURE OF ANY LIMITED REMEDY OF ITS ESSENTIAL PURPOSE. NOTHING IN THIS SECTION LIMITS EITHER PARTY'S LIABILITY FOR GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR ITS INDEMNIFICATION OBLIGATIONS UNDER SECTION 10, WHERE SUCH LIMITATION IS NOT PERMITTED BY APPLICABLE LAW.
This Section 9 is set out in capital letters, in its own numbered section with a bold heading, so that it is conspicuous to Customer before Customer accepts this Agreement, consistent with the conspicuousness standard courts apply to limitation-of-liability and warranty-disclaimer provisions in commercial agreements.
10. Indemnification
Customer will defend, indemnify, and hold harmless Company from and against third-party claims, damages, and reasonable expenses (including attorneys' fees) arising from Customer's breach of this Agreement, Customer's or its Authorized Users' violation of applicable law, or Customer's use of Gross Pay Data for any purpose beyond the internal reference use described in Section 2. Company will defend, indemnify, and hold harmless Customer from third-party claims that the Platform, as provided by Company and used in accordance with this Agreement, infringes a third party's United States intellectual property rights, subject to the limitations in Section 9.
11. Term and Termination
11.1 This Agreement remains in effect while Customer maintains an active subscription. Either party may terminate for the other party's uncured material breach upon thirty (30) days' written notice, or immediately if the breach is not capable of cure.
11.2 Customer may cancel its subscription at any time effective at the end of the then-current billing cycle. Company may suspend or terminate access for non-payment or violation of the Acceptable Use Policy after notice and a reasonable opportunity to cure, except where immediate suspension is reasonably necessary to prevent harm to the Platform or other users.
11.3 Upon termination, Customer's right to access the Services ends. Company will make Customer Data available for export for thirty (30) days following termination, after which Company may delete it, subject to the Data Processing Addendum.
12. Dispute Resolution; Binding Arbitration; Class Action Waiver
This Section is governed by the Federal Arbitration Act, 9 U.S.C. §§ 1 et seq. Except for claims for injunctive relief to protect intellectual property or Confidential Information, and except for claims that qualify for small claims court, any dispute, claim, or controversy arising out of or relating to this Agreement will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, conducted by a single arbitrator, with the seat of arbitration in Franklin County, Ohio, or another location the parties agree to in writing. THE ARBITRATION WILL PROCEED ON AN INDIVIDUAL BASIS ONLY. NEITHER PARTY MAY BRING A CLAIM AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING, AND THE ARBITRATOR MAY NOT CONSOLIDATE CLAIMS OF MORE THAN ONE PARTY. The arbitrator's award may be entered as a judgment in any court of competent jurisdiction. Each party bears its own attorneys' fees except as the arbitrator may award under applicable law or this Agreement.
13. Governing Law; Venue
This Agreement is governed by the laws of the State of Ohio, without regard to its conflict-of-laws principles. For any matter not subject to arbitration under Section 12, the parties consent to the exclusive jurisdiction of the state and federal courts located in Franklin County, Ohio.
14. General Provisions
14.1 Force Majeure. Neither party is liable for delay or failure to perform caused by events beyond its reasonable control, excluding payment obligations.
14.2 Assignment. Customer may not assign this Agreement without Company's prior written consent, except to a successor in a merger or sale of substantially all assets. Company may assign this Agreement in connection with a merger, acquisition, or sale of assets.
14.3 Modifications. Company may update this Agreement, the Data Processing Addendum, and the Acceptable Use Policy from time to time to reflect new features, legal requirements, or operational changes, provided that Company will give Customer at least thirty (30) days' notice of any change that materially reduces Customer's rights or materially increases Customer's obligations, and Customer's continued use of the Services after the effective date of a change constitutes acceptance.
14.4 Independent Contractors. The parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, agency, or employment relationship.
14.5 Notices. Notices under this Agreement must be in writing. Notices to Company must be sent to legal@timetandem.com. Notices to Customer must be sent to the contact information on file for Customer's account. Notices are deemed given when sent by email with confirmation of delivery or by nationally recognized courier.
14.6 Severability; Waiver. If any provision of this Agreement is held unenforceable, the remaining provisions remain in full force, and the unenforceable provision will be modified to the minimum extent necessary to make it enforceable. No waiver of any provision is effective unless in writing.
14.7 Entire Agreement. This Agreement, including its Exhibits, constitutes the entire agreement between the parties regarding its subject matter and supersedes all prior agreements and understandings, written or oral, regarding that subject matter.
Exhibit A: Data Processing Addendum
Exhibit B: Acceptable Use Policy
Exhibit A: Data Processing Addendum to the Terms of Service and Master Service Agreement
This Data Processing Addendum ("DPA") is incorporated into and forms part of the Terms of Service and Master Service Agreement (the "Agreement") between TimeTandem, LLC ("Company") and Customer, and governs Company's processing of personal information contained within Customer Data in connection with the Services. Capitalized terms not defined in this DPA have the meaning given in the Agreement.
1. Roles of the Parties
For purposes of applicable United States state data protection laws, including the California Consumer Privacy Act as amended by the California Privacy Rights Act ("CCPA") and comparable laws of other states in which Customer's Authorized Users are located (collectively, "Data Protection Laws"), Customer is the business or controller with respect to personal information of its Authorized Users processed through the Platform, and Company is the service provider or processor acting on Customer's behalf and under Customer's instructions. Customer determines the purposes for which Authorized User personal information is submitted to the Platform. Company processes that personal information solely to provide the Services and for the limited business purposes described in this DPA.
2. Scope and Categories of Processing
2.1 Categories of data subjects: Customer's Authorized Users, including owners, managers, and employees whose shift, time, attendance, and gross pay information is entered into or generated by the Platform, and Customer's own account contacts.
2.2 Categories of personal information: name, contact information, employment role, shift schedules, clock-in and clock-out times, attendance records, Gross Pay Data, precise geolocation data collected at the moment of a clock-in or clock-out event for punch verification and geofencing purposes, and the content of participant-only messages exchanged through the Platform's messaging functionality. Company does not process Social Security numbers, bank account numbers, W-4 information, government identification, or other data necessary to run actual payroll, tax withholding, or wage disbursement, because the Platform does not perform those functions. Precise geolocation data is sensitive personal information under the CCPA, and Company will handle it consistent with the heightened obligations that classification carries, including Customer's right under Section 9 to confirm Company's handling of it and any right Customer's Authorized Users may have to limit its use.
2.3 Purpose of processing: to provide the scheduling, time tracking, attendance management, and gross pay reporting functionality of the Services, to maintain and secure the Platform, to provide customer support, and for the limited internal business purposes described in Section 4.
2.4 Duration: for the term of the Agreement and the post-termination retention period described in Section 8.
3. Company's Obligations as Service Provider
3.1 Company will process Authorized User personal information only for the purposes set out in this DPA and the Agreement, only as reasonably necessary to provide the Services, and will not sell or share such personal information as those terms are defined under the CCPA.
3.2 Company will not retain, use, or disclose Authorized User personal information for any purpose other than providing the Services under the Agreement, including not combining it with personal information Company receives from or on behalf of another person, or collects from its own interaction with the individual, except as Data Protection Laws expressly permit.
3.3 Company certifies that it understands the restrictions in this Section 3 and will comply with them.
3.4 Company will implement and maintain reasonable administrative, technical, and physical safeguards designed to protect Authorized User personal information against unauthorized access, disclosure, alteration, or destruction, appropriate to the nature of the data processed.
3.5 Company will notify Customer without undue delay, and in any event within the timeframe required by applicable Data Protection Laws, after Company becomes aware of a confirmed security incident involving unauthorized access to or acquisition of Authorized User personal information, and will reasonably cooperate with Customer's investigation and any legally required notifications.
3.6 Company will provide Customer with the same level of privacy protection required of a business under the CCPA with respect to Authorized User personal information, including reasonably cooperating with Customer in responding to CCPA consumer requests; reasonably assisting Customer, on request, in completing a cybersecurity audit of the Services to the extent applicable under CCPA Article 9; reasonably assisting Customer, on request, in conducting a data protection risk assessment of the Services to the extent applicable under CCPA Article 10; and reasonably assisting Customer, on request, in meeting Customer's obligations concerning automated decision-making technology under CCPA Article 11, to the extent Company's processing involves automated decision-making technology within the meaning of that Article.
4. Limited Business Purposes
In addition to providing the Services, Company may process Authorized User personal information for the following limited business purposes permitted under Data Protection Laws: detecting and preventing security incidents and fraudulent or illegal activity; debugging and repairing errors in the Platform; and internal use to build or improve the quality of the Services, provided such internal use does not involve building a consumer profile about an Authorized User outside the context of Customer's direct relationship with Company, or otherwise using the personal information outside the direct business relationship with Customer.
5. Assistance with Data Subject Rights
If Company receives a request from an Authorized User to exercise rights available under Data Protection Laws (such as a request to access, correct, or delete personal information), Company will promptly inform Customer and direct the individual to Customer, and will reasonably assist Customer in responding to such requests to the extent the requested action requires Company's cooperation, consistent with Company's role as a service provider that acts on Customer's instructions rather than as the party responsible for evaluating or granting the request. Where Customer instead receives such a request directly and determines that Company must act on it, Customer will inform Company of the request and the action required, and Company will comply within the timeframe reasonably specified by Customer, consistent with Data Protection Laws.
6. Subprocessors
6.1 Company's current subprocessors, each of which processes Authorized User personal information in the course of providing infrastructure or payment services to Company, are: Stripe, Inc. (payment processing); Railway Corporation (application hosting and compute); Vercel Inc. (application hosting and content delivery); Neon, Inc. (database hosting, which stores Customer Data including Authorized User personal information); and Cloudflare, Inc., through its R2 object storage service (file and object storage). Company includes each of these because each has the technical ability to access or store personal information in the course of providing its service to Company, which makes it a subprocessor under the CCPA and comparable Data Protection Laws regardless of whether it is a named counterparty to Customer.
6.2 Company will maintain a current list of subprocessors, will update this Section or a referenced addendum when it adds or replaces a subprocessor, and will provide Customer with the current list on request. Company will enter into a written agreement with each subprocessor imposing data protection obligations materially consistent with this DPA, and remains responsible for each subprocessor's performance of those obligations.
7. State Privacy Law Compliance Beyond California
Because Customer's Authorized Users may be located in states other than California, Company will process personal information consistent with the comparable service-provider or processor obligations of the Virginia Consumer Data Protection Act, the Colorado Privacy Act, the Connecticut Data Privacy Act, the Texas Data Privacy and Security Act, the Utah Consumer Privacy Act, and other applicable state consumer privacy laws in effect from time to time, to the extent those laws apply to the processing described in this DPA. Where those laws impose obligations more specific than the CCPA obligations described above (for example, with respect to processing agreements, data protection assessments for certain processing activities, or deletion request handling), Company will reasonably cooperate with Customer to meet those obligations as they apply to the Services.
8. Return or Deletion of Data
Upon termination of the Agreement, Company will make Customer Data, including Authorized User personal information, available for export for thirty (30) days, and will thereafter delete or de-identify such data from Company's production systems within a commercially reasonable period, except to the extent Company is required to retain it by law or for legitimate business archival or backup purposes, in which case Company will continue to protect the data consistent with this DPA and will not actively use it.
9. Audit Rights
On reasonable advance notice, and no more than once per year absent a security incident involving Customer's data, Customer may request information reasonably necessary to confirm Company's compliance with this DPA, which Company will provide in the form of a summary of its security practices or, where reasonably available, a relevant third-party audit or certification report, in lieu of an on-site audit unless the parties agree otherwise. Customer's rights under this Section may also include ongoing manual reviews and automated scans of Company's systems and regular internal or third-party assessments, audits, or other technical and operational testing of the kind described in this Section, consistent with Customer's obligations as a business under the CCPA.
10. Notification of Inability to Comply
Company will notify Customer promptly if Company makes a determination that it can no longer meet its obligations under this DPA or applicable Data Protection Laws with respect to Authorized User personal information.
11. Remediation of Unauthorized Use
Upon notice from Customer, Company will take reasonable and appropriate steps to stop and remediate any unauthorized use of Authorized User personal information by Company, including, where applicable, providing Customer with documentation confirming that Company no longer retains or uses personal information of an Authorized User who has made a valid deletion request through Customer.
Exhibit B: Acceptable Use Policy
This Acceptable Use Policy ("AUP") is incorporated into and forms part of the Terms of Service and Master Service Agreement between TimeTandem, LLC ("Company") and Customer, and applies to Customer and all Authorized Users of the TimeTandem platform (the "Platform"). Capitalized terms not defined in this AUP have the meaning given in the Agreement.
1. Use Within the Platform's Intended Scope
The Platform is a workforce scheduling, time tracking, attendance management, and gross pay reporting tool. Customer and its Authorized Users must not use the Platform, or represent the Platform to any third party, as a payroll processor, tax preparation service, wage disbursement system, or banking or money-transmission service. Gross Pay Data exported from the Platform may be used only as an internal reference in connection with Customer's own independent payroll process, and must not be represented to any employee, government agency, or other third party as an official payroll record, pay stub, or tax document issued by TimeTandem. Any payment status indicator displayed within the Platform reflects only the status Customer has entered or the Platform has calculated for internal reference; Customer must not represent that indicator to any Authorized User or third party as confirmation that actual payment has been made, and remains solely responsible for verifying payment through its own payroll and banking records.
2. Prohibited Conduct
Customer and its Authorized Users must not: (a) access or attempt to access any account, data, or system on the Platform without authorization; (b) interfere with or disrupt the integrity or performance of the Platform, including through introduction of malicious code or excessive automated queries; (c) reverse engineer, decompile, or attempt to derive the source code of the Platform, except to the extent applicable law prohibits this restriction; (d) resell, sublicense, or make the Platform available to any third party outside Customer's own organization without Company's prior written consent; (e) use the Platform to store or transmit unlawful, defamatory, or infringing material; (f) use the Platform to collect or process personal information of any individual who is not an Authorized User or otherwise properly within the scope of Customer's use of the Platform; (g) use the Platform in a manner that violates the employment, wage-and-hour, or data protection laws applicable to Customer's business; or (h) enable or use the Platform's location-based clock-in and clock-out verification or its Authorized User messaging functionality without first providing any notice to, and obtaining any consent from, its Authorized Users required under applicable federal or state law, including any applicable electronic monitoring notice statute or wiretapping or eavesdropping statute governing the state in which the affected Authorized User is located.
3. Authorized User Accounts
Customer is responsible for provisioning and de-provisioning Authorized User access as personnel join or leave Customer's organization, and for ensuring that each Authorized User's access is limited to what is reasonably necessary for that individual's role. Customer must promptly remove access for any Authorized User whose employment or engagement with Customer ends.
4. Reporting Violations
Company may investigate suspected violations of this AUP and may request information from Customer reasonably necessary to conduct that investigation. Suspected violations may be reported to Company using the contact information in the Agreement.
5. Consequences of Violation
A violation of this AUP is a material breach of the Agreement. Company may, in addition to any other remedy available under the Agreement, suspend or restrict access to the Platform for the affected account, or for the specific Authorized User involved, where reasonably necessary to prevent harm to the Platform, to Company, or to other users, and will provide notice to Customer consistent with Section 14.5 of the Agreement, except where immediate suspension is reasonably necessary.
6. Future Features
This AUP applies to the Services as they exist as of the effective date of the Agreement and as they evolve over time, including features introduced after that date that fall within the general character of workforce scheduling, time tracking, attendance management, and gross pay reporting described in the Agreement, including AI Features as defined in the Agreement.