Terms of Service

1. Acceptance of Terms

By accessing, registering for, or using the Service (as defined below), you agree to these Terms, our Privacy Policy, and any supplemental terms applicable to specific features. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have authority to bind that entity, and “you” and “your” refer to that entity.

If you do not agree, do not use the Service.

2. Description of the Service

Octayne PSA is a professional services automation platform that provides time tracking, expense management, resource planning, project management, utilization analytics, billing and invoicing, and related operational features for services firms (the “Service”). The Service is provided on a software-as-a-service basis and may be accessed through web browsers, APIs, and supported integrations.

3. Accounts & Eligibility

3.1 Account Creation

To use the Service, you must register for an account. You agree to provide accurate, current, and complete information and to keep it up to date.

3.2 Age

You must be at least 18 years old and able to form a legally binding contract to use the Service.

3.3 Account Security

You are responsible for maintaining the confidentiality of your login credentials and for all activities under your account. Notify us promptly at support@octayne.ai of any unauthorized use.

3.4 Team Accounts

If you register a team or organization account, you represent that you are authorized to bind that organization and to act on behalf of the users you invite.

4. Subscriptions, Fees, and Billing

4.1 Plans

Octayne offers multiple plans, including a Free plan and paid plans (“Paid Plans”), as described on our pricing page. Features, limits, and pricing may change.

4.2 Billing

Paid Plan fees are billed in advance on a monthly or annual basis. Payments are processed by Stripe. By providing payment details, you authorize Octayne to charge the applicable fees and taxes.

4.3 Auto-Renewal

Subscriptions automatically renew for successive terms unless canceled from your account settings before the renewal date.

4.4 Taxes

Fees do not include taxes. You are responsible for all applicable taxes associated with your subscription.

4.5 Refunds

Except where required by law, all fees are non-refundable. Partial-period refunds are not provided.

4.6 Price Changes

Octayne may change Paid Plan pricing with at least 30 days' notice before the change takes effect at your next renewal.

4.7 Non-Payment

If payment fails, Octayne may suspend or terminate access to Paid Plan features until the outstanding amount is paid.

5. Free Plan

The Free plan is offered at no cost within the usage limits described on our pricing page (including per-project, per-user, or feature limits). The Free plan is provided “as is,” without service-level commitments, and Octayne may modify or discontinue the Free plan at any time. Usage beyond Free plan limits requires upgrading to a Paid Plan.

6. Acceptable Use

You agree not to, and not to permit any user to:

• Use the Service to violate any law, regulation, or third-party rights.
• Reverse-engineer, decompile, or attempt to extract the source code of the Service.
• Resell, sublicense, or otherwise commercialize the Service without Octayne's written consent.
• Upload or transmit malware, viruses, or other harmful code.
• Access the Service through automated means except via Octayne's documented APIs.
• Use the Service to send spam or unsolicited communications.
• Interfere with or disrupt the integrity or performance of the Service.
• Use the Service to collect or store personal data about others without their consent.

Octayne may suspend or terminate accounts that violate this policy.

7. Customer Data and Ownership

7.1 Your Data

You retain all rights to the data, content, and materials you upload to or generate within the Service (“Customer Data”).

7.2 Our License

You grant Octayne a non-exclusive, worldwide, royalty-free license to host, store, process, transmit, and display Customer Data solely as needed to provide and improve the Service, to comply with law, and as otherwise permitted by these Terms and our Privacy Policy.

7.3 Aggregated Data

Octayne may use de-identified, aggregated data derived from Customer Data to improve the Service, conduct analytics, and publish industry insights. Aggregated data does not identify you or your users.

7.4 Data Export

You may export Customer Data from the Service at any time via available export tools or APIs.

7.5 Data Deletion

Upon termination, Octayne will delete or anonymize Customer Data within 60 days, except as required by applicable law.

8. Third-Party Integrations

The Service offers integrations with third-party services, including but not limited to QuickBooks, Jira, Microsoft 365, and Google. Your use of these integrations is subject to the third party's own terms and privacy policy. Octayne is not responsible for third-party services and does not control their availability, features, or data handling.

9. Octayne's Intellectual Property

The Service, including its software, designs, trademarks, documentation, and content (excluding Customer Data), is owned by Octayne Technologies, Inc. and its licensors and is protected by intellectual property laws. Subject to your compliance with these Terms, Octayne grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Service during your subscription term.

10. Confidentiality

Each party may receive information that is confidential to the other (“Confidential Information”). The receiving party agrees to (a) use Confidential Information only to exercise its rights and perform its obligations under these Terms, and (b) protect Confidential Information with at least the same degree of care it uses to protect its own similar information, and in no event less than reasonable care.

11. Disclaimers

The Service is provided “as is” and “as available” without warranty of any kind, whether express, implied, or statutory. Octayne disclaims all implied warranties, including warranties of merchantability, fitness for a particular purpose, title, and non-infringement. Octayne does not warrant that the Service will be uninterrupted, error-free, or free of harmful components.

12. Limitation of Liability

To the maximum extent permitted by law, in no event will Octayne be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, revenue, data, or goodwill, arising from or relating to these Terms or the Service, even if Octayne has been advised of the possibility of such damages.

In no event will Octayne's aggregate liability for all claims arising from or relating to these Terms or the Service exceed the greater of (a) one hundred U.S. dollars ($100) or (b) the amounts you paid to Octayne for the Service in the twelve (12) months preceding the event giving rise to the claim.

13. Indemnification

You agree to defend, indemnify, and hold harmless Octayne, its affiliates, and their respective officers, directors, employees, and agents from any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to (a) your use of the Service, (b) your violation of these Terms, (c) your Customer Data, or (d) your violation of any rights of any third party.

14. Term and Termination

14.1 Term

These Terms remain in effect while you use the Service or maintain an account.

14.2 Termination by You

You may terminate your account at any time from your account settings.

14.3 Termination by Octayne

Octayne may suspend or terminate your access at any time, with or without notice, if you breach these Terms, engage in fraud, or if Octayne decides to discontinue the Service. Where reasonably practicable, we will provide 30 days' notice before discontinuing a Paid Plan.

14.4 Effect of Termination

Upon termination, your right to use the Service ceases. Sections that by their nature survive termination (including 7, 9, 10, 11, 12, 13, 16, and 17) will continue in effect.

15. Modifications to the Terms

Octayne may update these Terms from time to time. For material changes, we will notify you by email or through the Service at least 30 days before they take effect. Your continued use of the Service after changes take effect constitutes acceptance of the revised Terms.

16. Governing Law and Dispute Resolution

16.1 Governing Law

These Terms are governed by the laws of the State of Texas, without regard to its conflict-of-law principles.

16.2 Venue

Any legal action or proceeding arising under or in connection with these Terms will be brought exclusively in the state or federal courts located in Travis County, Texas, and the parties consent to the personal jurisdiction of those courts.

16.3 No Class Actions

You and Octayne agree to resolve disputes on an individual basis and waive any right to bring claims as a plaintiff or class member in a class action.

17. Miscellaneous

17.1 Entire Agreement

These Terms, together with the Privacy Policy and any supplemental terms, constitute the entire agreement between you and Octayne regarding the Service.

17.2 Assignment

You may not assign these Terms without Octayne's prior written consent. Octayne may assign these Terms to any affiliate or acquirer.

17.3 Severability

If any provision is held invalid, the remaining provisions will continue in full force and effect.

17.4 No Waiver

Failure to enforce any right is not a waiver of that right.

17.5 Force Majeure

Octayne is not liable for failures caused by events beyond its reasonable control, including natural disasters, utility outages, or acts of government.

18. Contact

Questions about these Terms should be sent to support@octayne.ai, or mailed to:

Octayne Technologies, Inc.
Texas, United States