Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms" or "Agreement") constitute a legally binding agreement entered into by and between you ("User," "you," or "your") and The KPS Group, LLC, a Texas limited liability company, doing business as Modern OS ("Company," "we," "us," or "our"), concerning your access to and use of the Modern OS business management platform (the "Service"), including any related websites, applications, and services offered by the Company.

BY ACCESSING OR USING THE SERVICE, YOU REPRESENT AND WARRANT THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR USE THE SERVICE.

2. Description of Service

The Service is a cloud-based business management platform designed to assist small businesses and teams in tracking jobs, managing sales pipelines, generating estimates and invoices, and monitoring revenue. The Service includes, but is not limited to, mobile and web applications, data storage and processing capabilities, payment processing integration, and related features as may be modified or updated by the Company from time to time in its sole discretion.

3. Account Registration and User Obligations

To access and use the Service, you must create an account and agree to the following obligations:

• You must provide accurate, current, and complete registration information
• You must maintain and promptly update your account information to keep it accurate and complete
• You must maintain the security and confidentiality of your account credentials
• You must be at least 18 years of age or have reached the age of majority in your jurisdiction
• You must not permit any third party to use your account credentials
• You are solely responsible for all activities that occur under your account
• You must immediately notify the Company of any unauthorized access to or use of your account

The Company reserves the right, in its sole discretion, to refuse service, terminate accounts, or remove or edit content.

4. Subscription and Payment

Subscription Plans

• Single Plan: $49/month for 1 user
• Three Plan: $99/month for up to 3 users
• Ten Plan: $199/month for up to 10 users

Payment Terms

• All fees are in USD and billed monthly
• Payment is processed by Stripe
• Fees are non-refundable except as required by law
• We may change prices with 30 days notice
• You authorize automatic renewal unless canceled

Cancellation and Refunds

You may cancel your subscription at any time through your account settings or by contacting customer support. Upon cancellation, you will continue to have access to the Service until the end of your current billing period. No refunds will be issued for partial billing periods, except as required by applicable law. All fees are non-refundable unless explicitly stated otherwise or required by law.

5. Acceptable Use

You agree NOT to:

• Violate any laws or regulations
• Infringe on intellectual property rights
• Upload malicious code or viruses
• Attempt to gain unauthorized access to our systems
• Use the Service to spam or harass others
• Scrape or copy content without permission
• Resell or redistribute the Service
• Use the Service for illegal purposes

6. Your Content

Ownership

You retain all rights to the content you upload to the Service (jobs, sales, invoices, etc.). You grant us a license to host, store, and display your content as necessary to provide the Service.

Responsibility

You are responsible for:

• The accuracy and legality of your content
• Backing up your important data
• Ensuring you have rights to any content you upload
• Complying with applicable business and tax laws

7. Intellectual Property

The Service, including its design, features, code, and branding, is owned by Modern OS and protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, or create derivative works without our permission.

8. Service Availability

We strive to provide reliable service, but we do not guarantee:

• 100% uptime (we target 99.9%)
• Error-free operation
• Uninterrupted access
• Specific features will always be available

We may perform maintenance, updates, or suspend the Service temporarily. We will provide notice when possible.

9. Data and Privacy

Your use of the Service is subject to our Privacy Policy. We take data protection seriously and implement appropriate security measures. However, you should maintain your own backups of critical data.

10. Termination

By You

You may cancel your account at any time through your account settings. Upon cancellation, your data will be deleted within 30 days.

By Us

We may suspend or terminate your account if you:

• Violate these Terms
• Fail to pay subscription fees
• Engage in fraudulent or abusive behavior
• Pose a security risk

We will provide notice when possible, but may terminate immediately for serious violations.

11. Disclaimers and Warranties

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

The Company does not warrant that: (a) the Service will meet your specific requirements; (b) the Service will be uninterrupted, timely, secure, or error-free; (c) the results obtained from the use of the Service will be accurate or reliable; (d) the quality of any products, services, information, or other material obtained through the Service will meet your expectations; or (e) any errors in the Service will be corrected.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO YOUR USE OF OR INABILITY TO USE THE SERVICE, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY'S TOTAL LIABILITY TO YOU FOR ANY CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, SHALL NOT EXCEED THE AMOUNT YOU PAID TO THE COMPANY IN THE TWELVE (12) MONTHS PRECEDING THE DATE THE CLAIM AROSE, OR ONE HUNDRED DOLLARS ($100.00), WHICHEVER IS GREATER.

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities. In such jurisdictions, the Company's liability will be limited to the greatest extent permitted by law.

13. Indemnification

You agree to indemnify, defend, and hold harmless The KPS Group, LLC, its affiliates, officers, directors, employees, agents, licensors, and service providers from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees and costs) arising out of or relating to: (a) your use of or inability to use the Service; (b) your violation of these Terms; (c) your violation of any rights of any third party, including intellectual property rights; (d) your User Content; or (e) your violation of any applicable law or regulation.

The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate with the Company in asserting any available defenses.

14. Dispute Resolution and Governing Law

Governing Law

These Terms and your use of the Service shall be governed by and construed in accordance with the laws of the State of Texas, without giving effect to any principles of conflicts of law. The United Nations Convention on Contracts for the International Sale of Goods shall not apply.

Venue and Jurisdiction

You agree that any dispute arising out of or relating to these Terms or the Service shall be subject to the exclusive jurisdiction of the state and federal courts located in Travis County, Texas. You hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to, venue and jurisdiction in the state and federal courts of Travis County, Texas.

Informal Dispute Resolution

Prior to commencing any legal proceeding, you agree to first contact the Company to attempt to resolve any dispute informally. The Company will make reasonable efforts to resolve any dispute through informal negotiation within thirty (30) days of receiving notice of the dispute.

Waiver of Class Actions

YOU AND THE COMPANY AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND THE COMPANY AGREE OTHERWISE, THE COURT MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON'S OR PARTY'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING.

15. Modifications to Terms

The Company reserves the right, in its sole discretion, to modify, amend, or update these Terms at any time. The Company will provide notice of material changes by posting the revised Terms on the Service and updating the "Last updated" date, and may also notify you via email or through the Service. Any changes to these Terms will be effective immediately upon posting for new users, and thirty (30) days after posting for existing users.

Your continued access to or use of the Service after the effective date of any changes constitutes your acceptance of the revised Terms. If you do not agree to the modified Terms, you must discontinue your use of the Service.

16. General Provisions

• Entire Agreement: These Terms, together with our Privacy Policy, constitute the entire agreement between you and the Company concerning the Service and supersede all prior agreements and understandings, whether written or oral
• Severability: If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect
• Waiver: No waiver by the Company of any term or condition set forth in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition
• Assignment: You may not assign, transfer, or sublicense any of your rights or obligations under these Terms without the prior written consent of the Company. The Company may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of its assets
• Force Majeure: The Company shall not be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including acts of God, war, terrorism, riot, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or fuel or energy shortages
• Headings: The section headings in these Terms are for convenience only and have no legal or contractual effect
• Survival: All provisions of these Terms which by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, indemnity, and limitations of liability

17. Contact Information

If you have any questions, concerns, or notices regarding these Terms, please contact the Company at: