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Terms of Service

The contract between svdy and your organization for use of the QuTime + PureOA services. Plain English, no shrink-wrap surprises. Specific governing law (Delaware, USA) and dispute resolution (JAMS arbitration in San Francisco).

Last updated:May 24, 2026

1. Acceptance and scope

These Terms of Service form a binding agreement between svdy ("we", "us", a Delaware corporation) and the organization signing up ("Customer", "you"). They apply to QuTime, PureOA, and the Bundle plans, accessed at qutime.com / pureoa.com / svdy.com (the "Services").

If you accept these Terms on behalf of an organization, you represent that you have authority to bind that organization. If you don't have that authority, do not click "I agree" / sign up.

We may update these Terms by posting a new version on this page. Material changes are emailed to your billing contact 30 days before they take effect. Continuing to use the Services after the effective date is acceptance. If you reject the change, you can cancel as described in Section 8 (Term and Termination).

2. Your responsibilities

Account security: you are responsible for keeping your sign-in credentials confidential and for all activity under accounts you create. Use SSO / SCIM / MFA on Pro tier — these features exist precisely to reduce credential-based risk. Notify us immediately at security@svdy.com of any unauthorized account access.

Acceptable use: don't use the Services to:

• Violate any law or regulation in your jurisdiction

• Submit data you don't have a legal right to collect (e.g., worker biometrics without explicit consent — see GDPR Art. 9 face-recognition consent flow)

• Probe, scan, or test the vulnerability of any of our systems without prior written authorization

• Reverse-engineer, decompile, or attempt to extract source code from the Services

• Resell, sublicense, or provide the Services to third parties as a managed service unless covered by a separate written agreement

• Use automated tools to harvest data beyond the documented API rate limits

We may suspend access for verified violations after providing notice and a reasonable cure period (Section 8).

3. Intellectual property and customer data

Our IP: the Services, including all software, algorithms, designs, documentation, and the svdy / QuTime / PureOA trademarks, are owned by svdy or its licensors. We grant you a non-exclusive, non-transferable, non-sublicensable license to use the Services during your subscription, solely for your internal business operations.

Your data: you retain all rights, title, and interest in customer data you put into the Services (worker records, time entries, process forms, etc.). You grant us a worldwide, royalty-free license to host, process, and display this data ONLY as necessary to provide the Services. We do not use customer data to train AI models, do not share with third parties (other than the sub-processors at /trust/sub-processors), and do not retain after subscription termination beyond the export window in Section 8.

Feedback: if you send us product feedback or feature requests, we may use that feedback freely without owing you anything (royalty-free, perpetual, irrevocable license). This does not give us rights to your customer data.

4. Plans, billing, and payment

Subscription tiers and pricing are published at svdy.com/pricing. By subscribing you authorize us (or our payment processor Stripe) to charge the configured payment method for the chosen plan, in advance, on a monthly or annual basis depending on what you selected.

14-day free trial on paid tiers: no charge during trial, cancel anytime in /system/billing without payment. After trial, automatic billing begins unless you cancel.

Plan changes: upgrades take effect immediately with prorated billing. Downgrades take effect at the next billing period. Plan tier limits (max workers, integrations count, audit log retention) are enforced server-side; exceeding limits requires upgrading.

Failed payments: we retry per Stripe's standard cadence (4 retries over 30 days). After that, the subscription transitions to past_due → suspended (read-only access to data for export) → cancelled (60-day data retention then hard-delete unless legal hold).

Refunds: pro-rated refunds for the unused portion of the current period are available in case of material service downtime exceeding 0.5% in a calendar month (i.e., below 99.5%). For all other cases, payments are non-refundable.

Taxes: prices are exclusive of applicable sales tax / VAT / GST, which is added at checkout based on your billing address.

5. Term, termination, and data export

Term: subscription continues until cancelled, in monthly or annual blocks per your plan choice. Either party may terminate.

Your right to cancel: anytime in /system/billing. Cancellation takes effect at the end of the current billing period (we don't pro-rate refunds for cancellations). After cancellation, your tenant becomes read-only for 30 days (export data via /admin/export), then hard-deleted within 60 days unless legal hold (e.g., subpoena) prevents deletion.

Our right to suspend or terminate: for material breach (Acceptable Use violations, payment default, fraud), we provide written notice and a 30-day cure period before suspension. For violations that pose immediate risk to other customers (active intrusion, large-scale spam) we can suspend immediately and notify within 24 hours.

Data export window: 30 days post-cancellation, you can download all customer data via the admin export tool (CSV + JSON). After 60 days post-cancellation we hard-delete from production databases; backups expire on a 90-day rotation.

Survival: Sections 3 (IP), 6 (warranty disclaimer), 7 (limitation of liability), and 9 (governing law / disputes) survive termination.

6. Warranties, liability, indemnity, and disputes

Warranty disclaimer: the Services are provided "AS IS" and "AS AVAILABLE". To the maximum extent permitted by law, we disclaim all warranties — express, implied, statutory, including merchantability, fitness for a particular purpose, and non-infringement. We don't guarantee uninterrupted operation. We do guarantee Multi-AZ AWS architecture (99.95% uptime target) and the SLA refund mechanism in Section 4.

Limitation of liability: to the maximum extent permitted by law, our aggregate liability under these Terms is capped at the fees you paid us in the 12 months preceding the claim. Neither party is liable for indirect, incidental, consequential, special, or punitive damages (including lost profits, data loss not caused by our gross negligence, or loss of goodwill). This cap does not apply to claims arising from gross negligence, willful misconduct, indemnification obligations, or your payment obligations.

Indemnification: you indemnify us against third-party claims arising from your customer data, your violation of Section 2 (Acceptable Use), or your violation of applicable law. We indemnify you against third-party claims that the Services as delivered infringe a US patent, copyright, or trademark — provided you notify us promptly and let us control the defense.

Governing law: these Terms are governed by the laws of the State of Delaware, United States, without regard to conflict-of-law principles. The UN Convention on Contracts for the International Sale of Goods does not apply.

Dispute resolution: any dispute arising from these Terms is resolved by binding arbitration administered by JAMS in San Francisco, California, under JAMS's Streamlined Arbitration Rules. Each party covers its own fees; the arbitrator may shift fees only for frivolous claims. Class arbitration is waived. Either party may seek injunctive relief in court for IP infringement, misuse of confidential information, or breach of Acceptable Use that poses imminent harm.

Contact for legal notices: legal@svdy.com. svdy maintains a US registered agent on file with Delaware Secretary of State for service of process.

Questions about these Terms, custom MSA / DPA negotiation, or contract clauses? Email legal@svdy.com — we route to the right person within 2 business days.