Terms of Service

1. The Service

KickSplit is a multi-tenant software-as-a-service application designed to assist home-services businesses with CRM tracking and commission calculations.

• "As Is" Service: You acknowledge that the Service is currently in active development (Initial Commercial Release). The Service may contain known and unknown bugs, defects, or errors, including errors that may affect the calculation, timing, or period assignment of commission amounts. KickSplit provides channels to report these issues, but we provide the Service strictly on an "AS IS" and "AS AVAILABLE" basis.
• Not a Financial, Legal, or Payroll Fiduciary: KickSplit is solely a mathematical calculation tool. It generates outputs based entirely on the formulas, configurations, and data you supply. KickSplit is not a payroll provider, professional employer organization, or tax advisor, and we do not determine wages, handle the disbursement of funds, or monitor compliance with state or federal wage and commission payment laws. We make no warranty that the Service is fit for calculating any particular, legally compliant compensation arrangement. The Customer is strictly and solely responsible for auditing and verifying the accuracy of all calculations before executing payouts to their personnel.
• Service Availability and Maintenance: KickSplit may periodically suspend access for maintenance, upgrades, emergency security fixes, or infrastructure changes. We will use commercially reasonable efforts to minimize disruption but do not guarantee uninterrupted availability.

2. Subscriptions, Payments, No Refunds, and Account Termination

• Fees & Billing: You agree to pay all subscription fees via our third-party payment processor (Stripe). Subscription seats (Admins and Reps) are controlled by the Billing Owner through the Stripe billing portal.
• No Refund Policy: The Service is provided as a tool; if the tool does not meet your needs, you may cancel your subscription at any time to prevent future billing. However, KickSplit does not offer prorated or full refunds for partially used subscription periods, nor do we refund past payments (save for explicit, verifiable billing errors processed during checkout). However, KickSplit may, at its sole discretion, issue refunds in cases involving duplicate charges, billing errors, or other exceptional circumstances.
• Cancellation: You may cancel your subscription online at any time via the billing portal within the Service.
• Account Termination: KickSplit reserves the right to immediately terminate or suspend your account, without notice or liability, for reasons including but not limited to: fraud, abuse, illegal use of the Service, initiating chargebacks, repeated violations of our Acceptable Use Policy (AUP), or non-payment of subscription fees.
• Seat Sharing Prohibited: Subscriptions are licensed on a per-user basis. Sharing login credentials among multiple employees to circumvent seat-based pricing is strictly prohibited and constitutes grounds for immediate account termination.

3. Intellectual Property, Data Ownership, AI Training, and Licensing

• Intellectual Property: KickSplit exclusively owns all rights, title, and interest in and to the software, platform, and Service. The Customer explicitly owns all Customer data uploaded into the Service. By subscribing, the Customer receives a limited, non-exclusive, non-transferable license to access and use the Service. No ownership of the software or intellectual property is transferred to the Customer under these Terms.
• Your Data: You retain ownership of all data you upload to the Service, including your employee data (Tier 3) and consumer CRM data (Tier 4). You represent and warrant that you have obtained all necessary legal rights, permissions, and consents required to upload this data into our system.
• AI Training and Aggregated Data Rights: By using the Service, you grant KickSplit a perpetual, irrevocable, royalty-free, non-exclusive license to use, process, and analyze your data on an aggregated, de-identified, and fully anonymized basis. We explicitly reserve the right to use this anonymized data for:
  1. Product analytics, system improvements, and industry benchmarking.
  2. Marketing case studies.
  3. Training, fine-tuning, or developing machine learning algorithms, artificial intelligence (AI) models, and related automated systems.

4. Data Retention and Deletion

• Cancellation and Continued Access: If you cancel your subscription, your account remains fully accessible for 30 days following cancellation. During this period all of your users retain their normal access to the Service, including the ability to export data.
• Retention Period: From day 31 through day 60 following cancellation, access to the Service is suspended, but your data remains on our servers. You may restore access at any time during this period by resubscribing.
• Deletion: After 60 days following cancellation, your data is eligible for permanent deletion and will be deleted in the ordinary course of our operations. We do not guarantee that data will be retained beyond this period, and we do not guarantee the specific date on which deletion occurs.
• Export Availability: Export functionality is available while your account is active and during the 30-day post-cancellation access period. Export covers your CRM records, sales records, commission runs, and statements. It does not include operational, billing, or system records. It is your responsibility to export any data you require before your access period ends.
• Employer Responsibility: Because commission records are employment and tax records, it is the sole responsibility of the Customer (the employer) to export and retain all necessary data prior to the 60-day deletion trigger to comply with local labor and tax laws.
• Employee Requests: Any data deletion requests originating from your employees or your consumers must be handled directly by you. KickSplit acts merely as a data processor and will not honor direct data deletion requests from third parties without authorization from the Billing Owner.

5. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY TENNESSEE LAW, IN NO EVENT SHALL KICKSPLIT, ITS OFFICERS, OR AFFILIATES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST REVENUE, WAGE CLAIMS, EMPLOYMENT DISPUTES, OR INDIRECT, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM YOUR USE OF THE SERVICE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

MAXIMUM LIABILITY CAP: KICKSPLIT'S TOTAL, AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICE SHALL NOT EXCEED THE TOTAL AMOUNT OF SUBSCRIPTION FEES ACTUALLY PAID BY YOU TO KICKSPLIT IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

6. Indemnification (Your Responsibility to Your Employees)

You agree to indemnify, defend, and hold harmless KickSplit, LLC, its officers, employees, and affiliates from and against any and all claims, lawsuits, wage disputes, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) brought by your employees, contractors, agents, or any third party arising out of or related to: (a) your use of the Service; (b) your configuration of commission plans; (c) any alleged underpayment, late payment, or miscalculation of wages, bonuses, or commissions; or (d) your violation of any local, state, or federal labor and employment laws.

7. Dispute Resolution (Binding Arbitration & Class Action Waiver)

To make disputes as manageable and cost-effective as possible, both parties agree to the following mandatory dispute resolution process:

• Informal Resolution: Before filing a claim, you must notify KickSplit in writing and attempt to resolve the dispute informally for a period of sixty (60) days.
• Binding Arbitration: Any claim, controversy, or dispute arising out of or relating to these Terms or the Service that cannot be resolved informally shall be settled by mandatory, binding arbitration administered by the American Arbitration Association (AAA) in Knoxville, Tennessee, applying the laws of the State of Tennessee (without regard to conflict of law principles).
• Class Action Waiver: YOU AND KICKSPLIT AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

8. Acceptable Use Policy (AUP)

You agree not to misuse the Service or help anyone else do so. Specifically, you must not:

• Reverse engineer, decompile, disassemble, or hack the Service.
• Upload viruses, malware, or destructive code.
• Use the Service to store or transmit highly sensitive personal data not required for CRM or commission purposes (e.g., protected health information under HIPAA, full social security numbers, or sensitive financial account numbers).
• Customer acknowledges that the Service's free-form text fields are not designed to host Protected Health Information (PHI), and Customer bears sole responsibility for monitoring and assuming liability for any such prohibited content entered by its users.
• Use the Service to spam, harass, or conduct unlawful marketing campaigns. Violation of this AUP may result in immediate suspension or termination of your account without a refund.
• Use automated tools to scrape, benchmark, or harvest platform information.

9. Modifications to the Terms of Service

KickSplit reserves the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, we will provide at least thirty (30) days' notice via email to the Billing Owner or through a prominent notice on the Service prior to any new terms taking effect.

By continuing to access or use our Service after those revisions become effective, you automatically agree to be bound by the revised Terms. If you do not agree to the new terms, your sole and exclusive remedy is to cancel your subscription and stop using the Service.

10. DPA Incorporation

By accepting these Terms, the Customer automatically agrees to the Data Processing Addendum attached as Exhibit A.

11. Force Majeure

KickSplit shall not be held liable or responsible for any delay or failure in performance under these Terms to the extent such delay or failure is caused by events outside our reasonable control. Such events include, but are not limited to, acts of God, natural disasters, widespread internet outages, cloud provider or infrastructure failures, pandemics, war, or governmental acts.

Exhibit A: Data Processing Addendum (DPA)

This Data Processing Addendum forms part of the KickSplit Terms of Service.

1. Roles of the Parties: For the purposes of data protection laws, the Customer is the Data Controller of all employee data (Tier 3) and consumer CRM data (Tier 4) uploaded to the platform. KickSplit acts strictly as the Data Processor on behalf of the Customer.
2. Processing Instructions: KickSplit will process Personal Data solely in accordance with the Customer's documented instructions (which include providing the Service as outlined in the Terms) and applicable data protection laws. KickSplit will not sell Customer Personal Data.
3. Subprocessors: The Customer authorizes KickSplit to engage third-party Subprocessors (listed in the Privacy Policy) to process Personal Data. KickSplit will ensure all Subprocessors are bound by data protection obligations materially similar to those in this DPA.
4. Security Measures: KickSplit will implement and maintain commercially reasonable technical and organizational security measures to protect Personal Data against accidental or unlawful destruction, loss, alteration, or unauthorized access.
5. Security Incidents: In the event of a confirmed data breach impacting Customer Personal Data, KickSplit will notify the Customer without undue delay and in accordance with applicable state breach notification laws.
6. Data Subject Requests: KickSplit will promptly notify the Customer if it receives a direct request from a data subject (such as an employee or CRM contact) regarding their data. KickSplit will not independently respond to such requests unless required by law, but will assist the Customer in fulfilling their obligations to respond.
7. Deletion: Following termination of the Service and the retention period described in the Terms, KickSplit will delete Customer Personal Data from its primary production systems in the ordinary course of operations. Personal Data may persist in encrypted backups until those backups cycle out of their retention period. KickSplit does not guarantee a specific deletion date.