Terms of Service - BKDUP

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("you" or "User") and Noyla Labs, LLC (www.noylalabs.com) ("Noyla Labs," "we," "our," or "us"), the operator of the BKDUP platform ("the Service"). By accessing, browsing, or using the Service in any way, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, you must not access or use the Service.

We reserve the right to update or modify these Terms at any time without prior notice. Your continued use of the Service after any such changes constitutes your acceptance of the new Terms. It is your responsibility to review these Terms periodically.

2. Description of Service

BKDUP is a multi-tenant software-as-a-service (SaaS) platform designed for salons, spas, yoga studios, pilates studios, and similar service-based businesses. The Service provides tools for:

Booking and scheduling: online appointment booking and scheduling
Point of sale: transaction processing for in-person payments
Client management: client records and communication tools
Team scheduling: team and staff scheduling
Messaging: notifications via email, SMS, and push
Analytics: business analytics and reporting
Reviews: review management
AI tools: AI-assisted business tools
Public booking pages: public-facing booking pages for end customers

We reserve the right to modify, suspend, or discontinue any part of the Service at any time, with or without notice. We shall not be liable to you or any third party for any modification, suspension, or discontinuance of the Service.

3. Use License

Subject to your compliance with these Terms, Noyla Labs grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business purposes. This license does not include the right to:

No modifications: modify, copy, or create derivative works based on the Service or its content
No reverse engineering: reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Service
No competitive use: use the Service to build a competitive product or service
No redistribution: sublicense, resell, rent, lease, transfer, or distribute access to the Service to any third party
No removal of notices: remove, alter, or obscure any copyright, trademark, or other proprietary notices
No automated access: use any automated means, including bots, scrapers, or crawlers, to access or collect data from the Service
No unlawful use: use the Service for any unlawful, fraudulent, or harmful purpose
No interference: interfere with or disrupt the integrity or performance of the Service or its infrastructure
No unauthorized access: attempt to gain unauthorized access to the Service, other user accounts, or any related systems or networks
No malicious code: upload, transmit, or distribute malicious code, viruses, or any other harmful technology
No impersonation: impersonate any person or entity, or misrepresent your affiliation with any person or entity
No spam: use the Service to send unsolicited communications, spam, or bulk messages

Any use of the Service not expressly permitted by these Terms is strictly prohibited and will result in the immediate revocation of this license.

4. User Accounts

To access certain features of the Service, you must register for an account. When registering, you agree to:

Accurate information: provide accurate, current, and complete information during registration
Keep information current: maintain and promptly update your account information to keep it accurate and complete
Credential security: maintain the security and confidentiality of your login credentials
Account responsibility: accept responsibility for all activities that occur under your account
Breach notification: notify us immediately of any unauthorized use of your account or any other breach of security

We reserve the right to suspend or terminate your account at any time, with or without cause, and with or without notice. You may not create an account on behalf of another person without their permission, and you may not create multiple accounts to circumvent any restrictions or enforcement actions.

5. Business Accounts

BKDUP operates as a multi-tenant platform where each subscribing business ("Business Account") receives a dedicated subdomain (e.g., yourbusiness.bkdup.com). As a Business Account holder, you acknowledge and agree that:

Account activity: you are responsible for all activity that occurs under your Business Account, including the actions of staff members you authorize to access the Service
Data ownership: you retain ownership of your business data, including client records, booking information, and financial data, subject to the license granted in Section 10
Legal compliance: you are responsible for ensuring that your use of the Service complies with all applicable laws and regulations, including those related to data protection and consumer rights
Staff permissions: staff accounts created under your Business Account are subject to the role-based permissions you assign, and you are responsible for managing those permissions appropriately
Data export on termination: upon cancellation or termination, we will make your data available for export for a reasonable period, after which it may be deleted

6. Customer Accounts

End customers of businesses using the Service ("Customers") may create accounts to book appointments and manage their interactions with businesses on the platform. Customer accounts are authenticated via one-time passcode (OTP) sent to the customer's email or phone number. As a Customer, you acknowledge that:

Account linking: your account is linked to the businesses you interact with on the platform
Data visibility: your booking data, preferences, and communications are visible to the businesses you engage with
Information accuracy: you are responsible for the accuracy of the information you provide
No data sales: we will never sell your personal information to third parties, as described in our Privacy Policy

7. Subscription and Payments

Subscription Plans

The Service is offered on a subscription basis with various plan tiers. By selecting a subscription plan, you agree to pay the applicable fees as described in our pricing at the time of purchase.

Billing

Subscription fees are billed in advance on a recurring basis (monthly or annual, depending on your selected plan). All payment processing is handled securely by Stripe. By providing your payment information, you authorize us to charge the applicable fees to your designated payment method on a recurring basis.

Price Changes

We reserve the right to change our subscription pricing at any time. Any price changes will take effect at the start of your next billing cycle following notice of the change. Your continued use of the Service after a price change constitutes your acceptance of the new pricing.

Cancellation

You may cancel your subscription at any time through your account settings. Cancellation takes effect at the end of the current billing period. You will continue to have access to the Service until the end of your paid period.

Refunds

All subscription fees are non-refundable except as required by applicable law. No refunds or credits will be issued for partial billing periods, unused features, or account downgrades.

8. Point of Sale

The Service includes point-of-sale (POS) functionality that enables Business Account holders to process payments from their clients. With respect to POS features:

Payment processing: all payment card processing is delegated to Stripe, our third-party payment processor. We do not store credit card numbers or sensitive payment card data on our servers.
Compliance responsibility: you are responsible for complying with all applicable laws and payment card industry standards in connection with your use of POS features.
No liability for transactions: Noyla Labs is not a party to transactions between Business Account holders and their clients. We provide the technology platform but are not responsible for the goods or services sold, refund disputes between businesses and their clients, or any related claims.
Transaction fees:transaction fees may apply in accordance with your subscription plan and Stripe's applicable terms and pricing.

9. Intellectual Property

The Service, including its original content, features, functionality, design, graphics, logos, and underlying technology, is the exclusive property of Noyla Labs, LLC and is protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws. The BKDUP name, logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Noyla Labs, LLC. You may not use such marks without our prior written permission.

Nothing in these Terms transfers any intellectual property rights from Noyla Labs to you. All rights not expressly granted are reserved.

10. User Content

You retain ownership of all content, data, and materials you upload, submit, or transmit through the Service ("User Content"). By uploading User Content, you grant Noyla Labs a worldwide, non-exclusive, royalty-free, sublicensable license to use, store, reproduce, modify, and display your User Content solely to the extent necessary to provide, maintain, and improve the Service.

You represent and warrant that you own or have the necessary rights and permissions to submit your User Content and to grant the license described above, and that your User Content does not violate any third party's rights or any applicable laws.

11. Data Protection

Your use of the Service is also governed by our Privacy Policy, which describes in detail how we collect, use, store, and protect your personal information. By using the Service, you consent to the practices described in our Privacy Policy. We are committed to protecting the privacy and security of all data processed through the Service.

12. Disclaimer of Warranties

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NOYLA LABS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. NOYLA LABS DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR THAT ANY DEFECTS WILL BE CORRECTED. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL NOYLA LABS, LLC, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SERVICE, EVEN IF NOYLA LABS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL NOYLA LABS'S TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU TO NOYLA LABS DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR ONE HUNDRED DOLLARS ($100), WHICHEVER IS GREATER.

14. Indemnification

You agree to indemnify, defend, and hold harmless Noyla Labs, LLC and its officers, directors, employees, agents, affiliates, and licensors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with: (a) your use of the Service; (b) your violation of these Terms; (c) your violation of any applicable law or regulation; (d) your User Content; or (e) your infringement of any third party's rights.

15. Governing Law and Dispute Resolution

Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions.

Binding Arbitration

Any dispute, controversy, or claim arising out of or relating to these Terms or the Service shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator and shall take place in the State of Delaware or remotely at the discretion of the arbitrator. The arbitrator's decision shall be final and binding, and judgment on the award may be entered in any court of competent jurisdiction.

Class Action Waiver

YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. You waive any right to participate in a class action lawsuit or class-wide arbitration against Noyla Labs.

Exceptions

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement or misappropriation of intellectual property rights.

16. General Provisions

Severability

If any provision of these Terms is held to be unenforceable or invalid, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall continue in full force and effect.

Entire Agreement

These Terms, together with our Privacy Policy and any other agreements expressly referenced herein, constitute the entire agreement between you and Noyla Labs regarding the Service and supersede all prior agreements, understandings, and representations.

Waiver

No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or any other term. Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

Assignment

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. Noyla Labs may assign these Terms without restriction. These Terms are binding upon and inure to the benefit of the parties and their respective successors and permitted assigns.

Contact

If you have questions about these Terms of Service, please contact us at:

Email: [email protected]
Operator: Noyla Labs, LLC (www.noylalabs.com)