TERMS OF SERVICE

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you and MRO Command ("Company," "we," "us," or "our") governing your access to and use of the MRO Command platform, including our website at mrocommand.com, mobile applications, SMS services, email integrations, APIs, and all related services (collectively, the "Service").

By accessing or using the Service, you agree to be bound by these Terms. If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

If you do not agree to these Terms, you may not access or use the Service.

2. Description of Service

MRO Command is a maintenance, repair, and operations (MRO) management platform that provides:

• Equipment Management: Track equipment, maintenance history, troubleshooting notes, and QR code-based asset identification
• Inventory Management: Monitor parts inventory, quantities, reorder points, and bin locations
• Procurement and RFQ Management: Create and manage requests for quotes, receive and compare vendor quotes, and generate purchase orders
• Vendor Management: Maintain vendor databases, track performance, and manage communications
• AI-Powered Assistants: Interact with AI agents for procurement (ALEX), equipment troubleshooting, calendar management, and parts finding
• SMS and Email Integration: Send commands and receive updates via SMS and email
• Workflow Automation: Configure triggers and automated actions for common scenarios
• Project Management: Plan and track maintenance projects with phases and dependencies
• Reporting and Analytics: Access dashboards, statistics, and activity logs
• QR Code System: Generate and manage QR stickers for equipment and inventory

3. Account Terms

3.1 Account Creation

To use the Service, you must:

• Be at least 18 years of age
• Provide accurate, complete, and current information
• Maintain the security of your account credentials
• Promptly notify us of any unauthorized access
• Accept responsibility for all activities under your account

3.2 Organization Accounts

If you create an account on behalf of an organization, you represent that you are authorized to do so and to bind the organization to these Terms. The organization is responsible for all users it adds to the account.

3.3 Account Security

You are responsible for maintaining the confidentiality of your login credentials. You agree to notify us immediately of any unauthorized use of your account. We are not liable for any loss or damage arising from your failure to protect your account credentials.

4. Subscription and Payment Terms

4.1 Subscription Plans

The Service is offered under the following subscription options:

• Pilot Program: $250 one-time fee for 45 days of full access, including 100 equipment QR stickers, 100 inventory QR stickers, and an onboarding call
• Starter: $399/month (or $3,990/year) for small facilities with up to 5 users
• Professional: $999/month (or $9,990/year) for mid-size facilities with up to 15 users
• Enterprise: $2,999/month (or $29,990/year) for large facilities with up to 50 users
• Enterprise+: Custom pricing for multi-site deployments with unlimited users

4.2 Billing and Payment

• Subscription fees are billed in advance on a monthly or annual basis
• Annual subscriptions receive a discount and are billed as a single payment
• All fees are non-refundable except as expressly stated in these Terms
• We accept major credit cards, ACH transfers, and invoicing for annual enterprise contracts
• You authorize us to charge your payment method for all applicable fees

4.3 Price Changes

We may change our pricing at any time. For existing subscribers, price changes will take effect at the start of the next billing cycle following 30 days' notice. Your continued use of the Service after a price change constitutes acceptance of the new pricing.

4.4 Taxes

All fees are exclusive of taxes. You are responsible for paying all applicable taxes, including sales tax, VAT, and similar charges.

4.5 Usage Limits

Each subscription tier includes specific limits on users, equipment, inventory items, RFQs, and QR stickers. If you exceed your plan limits, we will notify you and may require you to upgrade to a higher tier.

5. Cancellation and Termination

5.1 Cancellation by You

You may cancel your subscription at any time:

• Monthly subscriptions: Cancel anytime; access continues until the end of the current billing period
• Annual subscriptions: Cancel anytime; access continues until the end of the annual term
• Pilot program: May be cancelled at any time; the $250 fee is non-refundable

5.2 Termination by Us

We may suspend or terminate your access to the Service if:

• You violate these Terms
• You fail to pay applicable fees
• Your use of the Service poses a security risk
• We are required to do so by law
• We discontinue the Service (with reasonable notice)

5.3 Effect of Termination

Upon termination:

• Your right to access the Service immediately ceases
• You may request an export of your data within 30 days
• We will delete your data within 90 days unless retention is required by law
• Provisions of these Terms that should survive termination will remain in effect

6. Acceptable Use Policy

You agree not to use the Service to:

• Violate any applicable law, regulation, or third-party rights
• Send spam, unsolicited messages, or bulk communications
• Harass, abuse, or threaten others
• Impersonate any person or entity
• Upload malicious code, viruses, or harmful content
• Attempt to gain unauthorized access to the Service or other systems
• Interfere with or disrupt the Service or servers
• Reverse engineer, decompile, or disassemble any part of the Service
• Use the Service to develop a competing product
• Circumvent any usage limits or access controls
• Share account credentials with unauthorized parties
• Use the AI features to generate harmful, illegal, or misleading content

7. AI Features and Limitations

7.1 AI-Generated Content

The Service includes AI-powered features that generate content, suggestions, and automated actions. You acknowledge that:

• AI outputs may contain errors or inaccuracies
• You are responsible for reviewing and verifying AI-generated content before use
• AI suggestions for quotes, pricing, and vendor selection are informational only
• We do not guarantee the accuracy of AI-extracted data from documents or images

7.2 AI Training

We may use aggregated, anonymized data to improve our AI models. We do not use your organization's specific data to train models that would be used by other customers without your consent.

7.3 Automated Actions

Certain AI features can take automated actions on your behalf, such as sending RFQs to vendors or creating work orders. You are responsible for configuring these features appropriately and reviewing automated actions.

8. Vendor Communications

8.1 RFQ and PO Sending

When you use the Service to send RFQs or purchase orders to vendors, you authorize us to send communications on your behalf using your organization's identity and contact information.

8.2 No Guarantee of Vendor Response

We do not guarantee that vendors will respond to your RFQs, provide accurate quotes, or fulfill orders. We are not a party to any transaction between you and a vendor.

8.3 Vendor Network

Our vendor network and supplier search features are provided for convenience. We do not endorse any vendor and are not responsible for vendor performance, product quality, or delivery.

9. Intellectual Property

9.1 Our Intellectual Property

The Service, including all software, designs, text, graphics, logos, and other content, is owned by MRO Command and is protected by intellectual property laws. You may not copy, modify, distribute, or create derivative works without our written permission.

9.2 Your Data

You retain ownership of all data you input into the Service ("Customer Data"). You grant us a license to use, process, and store Customer Data solely to provide the Service and as otherwise described in our Privacy Policy.

9.3 Feedback

If you provide us with feedback, suggestions, or ideas, you grant us an unrestricted, perpetual, royalty-free license to use such feedback for any purpose without compensation to you.

10. Confidentiality

We will treat your Customer Data as confidential and will not disclose it to third parties except as described in our Privacy Policy or as necessary to provide the Service. This includes your equipment data, inventory information, vendor relationships, pricing data, and tribal knowledge.

11. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

We do not warrant that:

• The Service will be uninterrupted, timely, secure, or error-free
• The results obtained from the Service will be accurate or reliable
• Any errors in the Service will be corrected
• AI-generated content will be accurate, complete, or appropriate for your needs
• Vendors will respond to RFQs or fulfill orders

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, MRO COMMAND SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES.

OUR TOTAL LIABILITY FOR ANY CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE AMOUNT YOU PAID US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

13. Indemnification

You agree to indemnify, defend, and hold harmless MRO Command and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising from:

• Your use of the Service
• Your violation of these Terms
• Your violation of any third-party rights
• Your Customer Data
• Any transactions with vendors facilitated through the Service

14. Service Level and Support

14.1 Availability

We strive to maintain high availability of the Service but do not guarantee any specific uptime percentage unless you have an Enterprise+ subscription with a Service Level Agreement (SLA).

14.2 Support

Support levels vary by subscription tier:

• Starter: Email support
• Professional: Priority email support, onboarding call
• Enterprise: Priority support, dedicated Customer Success Manager, quarterly reviews
• Enterprise+: SLA guarantees, custom support terms

14.3 Maintenance

We may perform scheduled maintenance that temporarily affects Service availability. We will provide reasonable advance notice for planned maintenance when possible.

15. Data Export and Portability

You may export your Customer Data at any time through the Service or by requesting an export from our support team. Exported data will be provided in standard formats (CSV, JSON, PDF) where applicable.

16. Modifications to Terms

We may modify these Terms at any time. We will notify you of material changes by posting the updated Terms on our website and, for material changes, by email to the address associated with your account. Changes are effective upon posting unless otherwise stated.

Your continued use of the Service after changes become effective constitutes acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using the Service.

17. General Provisions

17.1 Governing Law

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

17.2 Dispute Resolution

Any disputes arising from these Terms or the Service will be resolved through binding arbitration in accordance with the rules of the American Arbitration Association, except that either party may seek injunctive relief in any court of competent jurisdiction.

17.3 Entire Agreement

These Terms, together with our Privacy Policy and any additional terms for specific features, constitute the entire agreement between you and MRO Command regarding the Service.

17.4 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full force and effect.

17.5 Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of that right or provision.

17.6 Assignment

You may not assign or transfer these Terms or your rights under them without our prior written consent. We may assign these Terms without restriction.

18. Contact Information

For questions about these Terms, contact us at: