Terms of Service

01 Nature of the Platform

Vortech Technologies™ ("Vortech," "we," "us," or "our") operates a software-as-a-service (SaaS) technology platform that provides dispatch management, technician routing, real-time GPS tracking, job notifications, revenue split calculations, operational reporting, and communication tools for independent field service businesses.

02 No Employment, Agency, or Partnership

Nothing in these Terms, nor any use of or interaction with the Platform, creates or shall be construed to create any employment relationship, independent contractor relationship, agency relationship, partnership, joint venture, franchise, or fiduciary relationship between Vortech and any subscribing company, technician, worker, subcontractor, end customer, or any other party.

All technicians, workers, and personnel performing services through a subscribing company are exclusively engaged by and under the sole direction and control of that subscribing company. Vortech has no authority over, responsibility for, or involvement in the hiring, compensation, supervision, discipline, or termination of any such personnel.

No user shall represent to any third party that they are an employee, agent, representative, or affiliate of Vortech.

03 Independent Business Responsibility

Each subscribing company is solely and exclusively responsible for all aspects of its business operations, including but not limited to:

• All hiring, supervision, compensation, discipline, and termination decisions
• Worker classification (employee vs. independent contractor) and compliance with all applicable labor, employment, and tax laws
• Obtaining and maintaining all required business licenses, permits, bonds, and insurance
• Setting and enforcing service standards, quality assurance, safety protocols, and pricing
• Compliance with all federal, state, local, and international regulations applicable to its industry
• Customer service, dispute resolution, and complaint handling
• Collection, remittance, and reporting of all taxes
• Maintaining adequate insurance coverage, including general liability, workers' compensation, and professional liability

Vortech does not verify, validate, or monitor the licensing, insurance, regulatory status, or legal compliance of any user. The presence of a user on the Platform does not constitute any endorsement, certification, or guarantee by Vortech.

04 No Payment Processing or Financial Intermediation

Vortech does not process, collect, transmit, hold, escrow, or store customer payments, worker payments, or any funds. Vortech is not a bank, money services business, money transmitter, payment processor, payroll provider, escrow agent, or tax reporting service under any applicable law.

All financial transactions occur exclusively and directly between the subscribing company, its workers, and its customers. Vortech has no visibility into, control over, or responsibility for such transactions.

Revenue figures, split calculations, and earning summaries displayed within the Platform are informational estimates for internal operational reference only and do not constitute invoices, receipts, tax documents, payroll records, or official accounting records. Users shall not rely on Platform-displayed figures as their sole financial records.

05 Data Ownership & Retention

Operational data entered into the Platform by users (job records, technician information, revenue entries) is entered at the user's discretion and for the user's operational convenience.

Operational data displayed in the Platform may be subject to periodic aggregation, summarization, or rotation for system performance, storage management, and reporting purposes. Vortech does not guarantee the indefinite availability, completeness, or accuracy of historical data within the Platform.

06 Data Loss & Deletion

Upon termination or suspension of an account, whether initiated by the user or by Vortech, all associated data may be permanently and irrecoverably deleted without prior notice or opportunity to export.

Vortech does not maintain backups on behalf of individual users and has no obligation to recover, restore, or provide access to any data that has been lost, deleted, or otherwise rendered inaccessible, regardless of the cause. Vortech shall have no liability whatsoever for any data loss, and users expressly acknowledge and accept this risk as a condition of using the Platform.

Data preservation is the sole and exclusive responsibility of the subscribing company at all times.

07 Security & Encryption

Vortech implements commercially reasonable security measures, including AES 256-bit encryption for data in transit and at rest, to protect the Platform and user data. However, no system is impenetrable.

Vortech does not guarantee that the Platform will be immune from unauthorized access, data breaches, cyberattacks, or security incidents. In the event of a security incident, Vortech will use commercially reasonable efforts to notify affected users in a timely manner, but shall not be liable for damages arising from such incidents, including but not limited to unauthorized access to user data.

Users are responsible for safeguarding their own login credentials and for any activity that occurs under their account.

08 Acceptable Use

You agree not to:

• Use the Platform for any unlawful, fraudulent, or deceptive purpose
• Attempt to gain unauthorized access to any part of the Platform, its systems, or any third-party systems connected thereto
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Platform
• Introduce malicious code, viruses, or any harmful technology
• Use the Platform to transmit unsolicited communications or spam
• Use automated scripts, bots, scrapers, or other automated means to access or interact with the Platform without express written authorization
• Resell, sublicense, lease, or otherwise commercialize access to the Platform to third parties
• Misrepresent your identity, affiliation, or the nature of your business
• Use the Platform in any manner that could damage, disable, overburden, or impair its infrastructure

Vortech reserves the right to suspend or terminate access immediately and without notice for any violation of this section.

09 Service Availability & Modifications

Vortech strives to maintain Platform availability but does not guarantee uninterrupted, continuous, or error-free access. The Platform may be temporarily unavailable due to scheduled maintenance, software updates, infrastructure upgrades, or unforeseen technical issues.

Vortech reserves the right to modify, update, enhance, deprecate, or discontinue any feature, functionality, or aspect of the Platform at any time, with or without prior notice. Such modifications do not constitute a breach of these Terms, and Vortech shall have no liability arising from any changes to Platform functionality.

10 Disclaimer of Warranties

THE PLATFORM IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, VORTECH EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, RELIABILITY, COMPLETENESS, AND UNINTERRUPTED OR ERROR-FREE OPERATION.

Vortech makes no representations or warranties regarding: business results, profitability, or revenue outcomes; the suitability of the Platform for any particular business or regulatory environment; the accuracy of any data or calculations displayed; or the continued availability of any feature or functionality.

No advice or information, whether oral or written, obtained from Vortech or through the Platform shall create any warranty not expressly stated herein.

11 Third-Party Disputes

All disputes relating to services performed, worker conduct, employment or contractor classification, customer complaints, payment disputes, property damage, personal injury, bodily harm, regulatory investigations, tax matters, insurance claims, or any other matter arising from the subscribing company's business operations are strictly and exclusively between the subscribing company and the relevant third parties (workers, subcontractors, customers, regulators, insurers, etc.).

Vortech shall not be required or expected to participate in, mediate, arbitrate, adjudicate, or bear any liability for any such dispute. Vortech is a technology provider and has no involvement in the underlying business relationships or transactions of its users.

12 Indemnification

You agree to indemnify, defend, and hold harmless Vortech Technologies™ and its owners, officers, directors, employees, contractors, agents, successors, and assigns (collectively, "Indemnified Parties") from and against any and all claims, demands, actions, suits, liabilities, damages, losses, judgments, penalties, fines, costs, and expenses (including reasonable attorneys' fees and legal costs) arising out of or relating to:

• Your use of the Platform
• Your business operations, services rendered, or products sold
• Worker classification decisions, labor disputes, or employment claims
• Tax obligations, filings, or regulatory violations
• Customer disputes, complaints, claims of property damage, or personal injury
• Your breach of these Terms or any applicable law
• Any misrepresentation made by you to any third party
• Any allegation that Vortech is an employer, joint employer, co-employer, or agent of you or your personnel

This indemnification obligation survives termination of your account and these Terms.

13 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

VORTECH SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOST PROFITS, LOST REVENUE, LOST DATA, BUSINESS INTERRUPTION, LOSS OF GOODWILL, REGULATORY PENALTIES, TAX LIABILITIES, COST OF SUBSTITUTE SERVICES, OR ANY OTHER INTANGIBLE LOSSES, EVEN IF VORTECH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

VORTECH'S TOTAL AGGREGATE LIABILITY FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE PLATFORM SHALL NOT EXCEED THE LESSER OF: (A) THE TOTAL FEES ACTUALLY PAID BY YOU TO VORTECH DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100.00).

THIS LIMITATION APPLIES REGARDLESS OF THE LEGAL THEORY UPON WHICH THE CLAIM IS BASED, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE.

14 Intellectual Property

All software, source code, object code, algorithms, systems architecture, user interface designs, visual designs, workflows, documentation, trade names, trademarks, service marks, logos, and all other intellectual property comprising or relating to the Platform are and shall remain the exclusive property of Vortech Technologies™.

Users are granted a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Platform solely for its intended purpose during an active, paid subscription period. This license terminates immediately upon termination or suspension of the user's account.

Users shall not, and shall not permit any third party to: copy, reproduce, modify, adapt, translate, create derivative works of, reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of any part of the Platform; distribute, sell, resell, license, sublicense, lease, or lend the Platform or access thereto; or remove, alter, or obscure any proprietary notices or labels.

15 Subscription & Billing

Access to the Platform requires an active subscription. Subscription fees are as published on the Vortech website and are subject to change with thirty (30) days' written notice. All fees are non-refundable except as expressly stated otherwise.

Failure to pay subscription fees when due may result in immediate suspension or termination of access. Vortech is not obligated to retain data for accounts with lapsed subscriptions.

Free trials and beta access are provided at Vortech's sole discretion and may be modified, shortened, or terminated at any time without notice or liability.

16 Termination

Vortech may suspend or terminate your access to the Platform, in whole or in part, at its sole discretion, immediately and without prior notice, for any reason, including but not limited to: non-payment; violation of these Terms; suspected fraudulent, abusive, or unlawful activity; or any conduct that Vortech determines, in its sole judgment, may harm the Platform, other users, or third parties.

Upon termination, all rights and licenses granted hereunder shall cease immediately. You shall have no further right to access the Platform, and any data associated with your account may be permanently deleted without notice. Vortech shall have no obligation to maintain, provide, or export any data following termination.

The following sections survive termination: Indemnification, Limitation of Liability, Intellectual Property, Arbitration & Class Action Waiver, and any other provisions that by their nature are intended to survive.

17 Arbitration & Class Action Waiver

Any dispute, claim, or controversy arising out of or relating to these Terms, the Platform, or any interaction with Vortech shall be resolved exclusively through binding individual arbitration administered under the rules of the American Arbitration Association (AAA) or JAMS, at Vortech's election. The arbitration shall be conducted in English and the arbitrator's decision shall be final and binding.

CLASS ACTION WAIVER: You agree that all disputes shall be brought in your individual capacity only, and not as a plaintiff or class member in any purported class action, collective action, mass action, representative action, or consolidated proceeding. The arbitrator may not consolidate more than one person's claims.

JURY TRIAL WAIVER: To the fullest extent permitted by law, you waive any right to a jury trial in connection with any dispute arising under these Terms.

If any portion of this arbitration provision is found to be unenforceable, the remainder shall continue to apply.

18 Governing Law & Jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of California, United States, without regard to its conflict-of-law principles. To the extent litigation is permitted (e.g., for injunctive relief), exclusive jurisdiction and venue shall lie in the state or federal courts located in Los Angeles County, California.

19 Modifications to Terms

Vortech reserves the right to modify, amend, or update these Terms at any time. Material changes will be communicated by posting the revised Terms on the Vortech website with an updated "Last Updated" date. Continued use of the Platform following any modification constitutes your binding acceptance of the revised Terms.

It is your responsibility to review these Terms periodically. If you do not agree to any modification, your sole remedy is to discontinue use of the Platform.

20 Severability

If any provision of these Terms is held by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, or if modification is not possible, shall be severed from these Terms. The invalidity or unenforceability of any provision shall not affect the validity or enforceability of the remaining provisions, which shall continue in full force and effect.

21 Entire Agreement

These Terms, together with any additional terms or policies referenced herein, constitute the entire agreement between you and Vortech Technologies™ regarding your use of the Platform. These Terms supersede and replace all prior or contemporaneous agreements, proposals, representations, warranties, and understandings, whether written or oral, relating to the subject matter hereof.

No waiver of any provision of these Terms shall be deemed a further or continuing waiver of such provision or any other provision. Vortech's failure to enforce any right or provision shall not constitute a waiver of such right or provision.