Terms of Service

1. Parties and Definitions

These Terms of Service ("Terms") constitute a binding legal agreement between Brishiv Tech Lab LLP, a company registered in India with its registered office at C-505, Titanium Business Park, Ahmedabad, Gujarat, India - 380051, which operates the Kyrospect platform ("Kyrospect", "we", "us", or "our"), and the entity or individual ("Customer", "you", or "your") that accesses or uses the Kyrospect platform. Kyrospect is a workplace productivity service currently offered on a limited beta basis.

• "Service" — the Kyrospect workforce intelligence platform, including the web dashboard, desktop agent software, APIs, and all related features.
• "Workspace" — a Customer's isolated instance within the Service.
• "Owner" — the individual who created and controls the Workspace.
• "Manager" — a user granted administrative access by the Owner.
• "Monitored User" — an employee or contractor whose device has the Kyrospect desktop agent installed.
• "Activity Data" — telemetry collected from Monitored Users' devices, as described in our Privacy Policy.
• "Subscription" — a paid or trial plan granting access to the Service.

By clicking "I agree", completing registration, or accessing the Service, you confirm that you have authority to bind the Customer to these Terms and that you have read and understood them in full.

2. Account Registration and Security

To use the Service, you must register an account with accurate and complete information. You are responsible for:

• Maintaining the confidentiality of your login credentials.
• All activity that occurs under your account, including actions taken by Managers you have authorised.
• Immediately notifying us at legal@kyrospect.com if you suspect unauthorised access.

Kyrospect reserves the right to suspend accounts where we reasonably believe credentials have been compromised or where activity violates these Terms, pending investigation and Customer notification.

3. The Service

3.1 Scope

Kyrospect provides workforce intelligence tools — including activity tracking, productivity analytics, screenshot capture, and reporting — to help employers manage remote and hybrid teams transparently. The specific features available depend on your Subscription plan.

3.2 Beta Features

Features designated as "Beta", "Early Access", or "Preview" are provided without warranty. They may change, be discontinued, or be removed without notice. Do not rely on Beta features for mission-critical operations.

3.3 Availability

For paid, generally available (GA) plans, we target 99.5% monthly uptime for the web dashboard, excluding scheduled maintenance, force majeure events, and issues originating outside our infrastructure. This uptime target does not apply during beta or to any features designated as Beta, Early Access, or Preview. We will provide advance notice of scheduled maintenance where practicable.

3.4 Modifications

We may modify, update, or discontinue features of the Service at any time. For material reductions in functionality on paid plans, we will provide 30 days' written notice and a pro-rated credit at our discretion.

4. Customer Obligations

4.1 Role of Kyrospect (Neutral Tool)

Kyrospect is a neutral technology tool. The Customer (employer) alone determines whether to deploy Kyrospect, which capture features to enable, how intensively to monitor, and how long to retain data, subject to its plan. Kyrospect does not decide, recommend, or control any Customer's monitoring practices, and is not responsible for a Customer's monitoring decisions or for its compliance with applicable notice, consent, and employment laws. The Customer is solely responsible for ensuring its use of Kyrospect is lawful in each applicable jurisdiction.

4.2 Employee Notification (Mandatory)

Before deploying the desktop agent to any Monitored User, you must:

• Provide clear, written notice to each Monitored User describing what data is collected, how it is used, and their rights.
• Obtain any legally required consent under applicable employment, labour, or privacy laws in the relevant jurisdiction.
• Ensure your monitoring practices comply with applicable laws (including GDPR Article 88, India IT Act 2000, CCPA, and equivalent local legislation).
• Maintain records of employee notification and consent for audit purposes.

Kyrospect provides a sample employee disclosure template upon request. Use of the template does not constitute legal advice and does not transfer compliance obligations to Kyrospect.

4.3 Lawful Use

You agree to use the Service only for lawful workforce management purposes within an established employment or contractor relationship. You must not use the Service to:

• Monitor individuals without their knowledge where prohibited by law.
• Collect data from individuals outside the scope of an employment or contractor relationship.
• Discriminate against employees on the basis of protected characteristics.
• Engage in workplace surveillance that violates applicable labour laws or collective bargaining agreements.

4.4 Technical Responsibilities

• Maintaining compatibility of your devices and network with the desktop agent's minimum system requirements.
• Ensuring appropriate firewall and network permissions for the agent to communicate with Kyrospect servers.
• Promptly applying agent updates distributed by Kyrospect.

5. Acceptable Use Policy

You must not, and must not permit others to:

• Attempt to reverse-engineer, decompile, or disassemble any part of the Service or desktop agent.
• Use automated means (bots, scrapers, crawlers) to access the Service outside of authorised API use.
• Probe, scan, or test the vulnerability of Kyrospect systems without prior written authorisation.
• Introduce malware, viruses, or any code designed to disrupt, damage, or gain unauthorised access.
• Circumvent, disable, or interfere with security features, rate limits, or access controls.
• Use the Service to build a competitive product or benchmark against a competitor for public release.
• Resell, sublicense, or make the Service available to third parties outside your own organisation without written consent.
• Use the Service in any manner that could impair the integrity or reliability of Kyrospect's infrastructure.

Violations of this policy may result in immediate suspension or termination without refund, and may be referred to relevant law enforcement authorities.

6. Subscriptions, Fees, and Payment

6.1 Plans and Billing

The Service is offered under monthly or annual Subscription plans as described at kyrospect.com/pricing. Fees are charged per active Monitored User seat per billing period.

6.2 Beta Period

During our Early Access Beta, access may be provided free of charge or at reduced rates. Beta pricing is not guaranteed to continue post-launch. We will provide at least 30 days' notice before transitioning Beta users to standard paid plans.

6.3 Early Adopter Pricing

Customers who subscribe during the Beta period and maintain an active subscription will receive their locked-in Early Adopter rate for the lifetime of that subscription. This rate is non-transferable and applies only to the seats active at the time of lock-in. Additional seats added after lock-in are billed at the then-current standard rate.

6.4 Automatic Renewal

Subscriptions renew automatically at the end of each billing period unless cancelled before the renewal date. You authorise Kyrospect to charge the payment method on file for renewal amounts.

6.5 Price Changes

We may change prices for standard plans with 30 days' written notice. Price changes do not apply retroactively to locked-in Early Adopter rates.

6.6 Taxes

All fees are exclusive of applicable taxes (GST, VAT, withholding tax, etc.). You are responsible for all such taxes unless Kyrospect is required by law to collect and remit them on your behalf.

6.7 Refunds

Subscription fees are non-refundable except where required by applicable consumer protection laws. If Kyrospect terminates your account for reasons other than your breach of these Terms, you will receive a pro-rated refund for the unused portion of the current billing period.

6.8 Overdue Payments

Overdue amounts bear interest at 1.5% per month (or the maximum permitted by law, whichever is lower). Kyrospect may suspend access to the Service for accounts with invoices more than 15 days overdue, after written notice.

7. Intellectual Property

7.1 Kyrospect IP

All rights, title, and interest in and to the Service — including software, trademarks, logos, UI design, documentation, and algorithms — remain exclusively with Kyrospect. These Terms do not grant you any ownership interest. The licence granted is limited, non-exclusive, non-transferable, and revocable.

7.2 Customer Data

You retain all ownership of Activity Data and account data associated with your Workspace. You grant Kyrospect a limited licence to process this data solely as necessary to provide and improve the Service, in accordance with our Privacy Policy. Kyrospect does not sell Customer data or use it for advertising.

7.3 Feedback

If you provide feedback, suggestions, or ideas about the Service, you grant Kyrospect a royalty-free, irrevocable, perpetual, worldwide licence to use such feedback without restriction or attribution obligation.

8. Confidentiality

Each party may receive confidential information of the other ("Confidential Information"). Each party agrees to: (a) keep Confidential Information strictly confidential; (b) not disclose it to third parties without prior written consent; and (c) use it only for the purposes of these Terms.

These obligations do not apply to information that is: publicly known through no fault of the recipient; independently developed without reference to the other party's information; received from a third party without restriction; or required to be disclosed by law (with prompt notice to the other party where permitted).

Kyrospect's obligations with respect to Activity Data are governed by the Data Processing Agreement and Privacy Policy, which take precedence over this section.

9. Limitation of Liability

9.1 Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. KYROSPECT DOES NOT WARRANT THAT THE SERVICE WILL BE ERROR-FREE, UNINTERRUPTED, OR FREE OF HARMFUL COMPONENTS.

9.2 Cap on Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, KYROSPECT'S TOTAL AGGREGATE LIABILITY TO YOU FOR ANY CLAIMS ARISING UNDER OR RELATED TO THESE TERMS — WHETHER IN CONTRACT, TORT, OR OTHERWISE — SHALL NOT EXCEED THE FEES PAID BY YOU TO KYROSPECT IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE CLAIM.

9.3 Exclusion of Consequential Damages

IN NO EVENT SHALL KYROSPECT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES — INCLUDING LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITY, OR GOODWILL — EVEN IF KYROSPECT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9.4 Essential Basis

The limitations in this section reflect an allocation of risk between the parties. They are an essential element of the basis of the bargain between Kyrospect and you and will apply notwithstanding any failure of essential purpose.

10. Indemnification

You will defend, indemnify, and hold harmless Kyrospect and its officers, directors, employees, and agents from and against any claims, damages, fines, penalties, costs, and expenses (including reasonable legal fees) arising out of or related to:

• Your failure to notify or obtain consent from Monitored Users as required by applicable law or Section 4.2.
• Your breach of these Terms or violation of any applicable law.
• Your use of the Service in a manner not authorised by these Terms.
• Any claims by your employees, contractors, or third parties arising from your use of the Service.

Kyrospect will: (a) promptly notify you in writing of any indemnifiable claim; (b) give you sole control of the defence; and (c) provide reasonable cooperation at your expense. Kyrospect may participate with counsel of its choice at its own expense.

11. Term and Termination

11.1 Term

These Terms commence on the date you first accept them and continue until your Subscription expires or is terminated, whichever is earlier.

11.2 Termination by Customer

You may cancel your Subscription at any time through the Workspace settings or by contacting us. Cancellation takes effect at the end of the current billing period; no refund is issued for the remaining period (subject to Section 6.7).

11.3 Termination by Kyrospect

Kyrospect may terminate your Subscription with 30 days' written notice for convenience, or immediately for:

• Material breach of these Terms that is not remedied within 14 days of written notice.
• Reasonable belief that continued access poses a security or legal risk.
• Non-payment of overdue invoices following the suspension period in Section 6.8.
• Insolvency, liquidation, or appointment of a receiver.

11.4 Effect of Termination

Upon termination: (a) all licences granted to you immediately cease; (b) you must uninstall the desktop agent from all devices; (c) Kyrospect will make your data available for export for 30 days, after which it will be permanently deleted per the Privacy Policy. Sections 7, 8, 9, 10, and 12 survive termination.

12. Governing Law and Disputes

These Terms are governed by the laws of India, without regard to conflict-of-law principles. Any dispute arising from these Terms or your use of the Service shall be subject to the exclusive jurisdiction of the competent courts of India.

Before initiating formal proceedings, both parties agree to attempt good-faith resolution through written notice and a 30-day negotiation period. This does not limit either party's right to seek emergency injunctive relief.

If you are a consumer located in the EU or UK, you may also be entitled to bring proceedings in your local courts under applicable consumer protection law. Nothing in this section limits those statutory rights.

13. Changes to These Terms

We may update these Terms from time to time. We will notify Workspace Owners by email at least 30 days before material changes take effect. Continued use of the Service after the effective date constitutes acceptance of the updated Terms. If you do not agree to the updated Terms, you must cancel your Subscription before the effective date.

The current version of these Terms is always accessible at kyrospect.com/terms.

14. General Provisions

• Entire Agreement: These Terms, together with the Privacy Policy and any applicable Order Form or Data Processing Agreement, constitute the entire agreement between the parties and supersede all prior representations and understandings.
• Severability: If any provision is held invalid or unenforceable, the remaining provisions continue in full force.
• Waiver: Failure to enforce any provision of these Terms does not constitute a waiver of the right to enforce it later.
• Assignment: You may not assign these Terms or your Subscription without Kyrospect's prior written consent. Kyrospect may assign to an affiliate or in connection with a merger or acquisition.
• Force Majeure: Neither party is liable for delays or failures caused by events beyond its reasonable control, including natural disasters, government actions, or infrastructure outages.
• Relationship: The parties are independent contractors. These Terms do not create a partnership, joint venture, employment, or agency relationship.
• Notices: Legal notices must be in writing and sent to legal@kyrospect.com (for Kyrospect) or the email associated with your Workspace Owner account (for you). Notices are effective when received.
• Language: These Terms are in English. Any translation is provided for convenience only; the English version controls in case of conflict.

15. Contact

For questions about these Terms, or to serve a legal notice, write to our Legal team at legal@kyrospect.com. We aim to respond within 5 business days.