Terms of Service

These Terms of Service (the “Terms”) are an agreement between Tovyalla (“Tovyalla”, “we”, “us”) and the business that subscribes to the service (“you”, “your”). Tovyalla is job management software for contractors, delivered over the web (the “Service”).

By creating an account, subscribing, or using the Service, you accept these Terms. If you are accepting on behalf of a company, you represent that you are authorized to bind that company. If you do not agree, do not use the Service.

We keep a record of your acceptance — the version accepted, when, and from what address — so that both of us can later tell which Terms applied.

The Service is offered for business use only. It is not offered to consumers for personal, family or household purposes, and it is not offered to anyone under 18.

A subscription covers one company. Access is controlled by the people you invite — anyone you invite can register under your company and will see all of your company’s data. There is one distinction inside a company: an administrator can also manage users, billing, wages and company settings. Who you invite is a decision only you can make.

You are responsible for your users, for the confidentiality of account credentials, and for everything done under your account. Tell us promptly at support@tovyalla.com if you believe an account has been compromised.

The Service costs $199 per month, or $1,990 per year if you choose to pay yearly. Your card is charged automatically on the same date every month, or every year, depending on the billing period you chose, until you cancel. There is no minimum term beyond the period you have paid for. Payments are processed by Stripe; we do not store your full card details. You can switch between monthly and yearly billing from Subscription inside your account; a switch takes effect as described there and never charges you twice for the same period.

A new company starts with a 30-day free trial. A card is required to sign up and nothing is charged during the trial. On day 31 the card is charged for the billing period you chose, and the subscription renews automatically from then on. We email you three days before the first charge. Cancel before the trial ends and you are never charged. There is one free trial per card; a card that has already had one is charged at sign-up.

You can cancel at any time from Subscription inside your account, in the same number of steps it took to subscribe, without calling or emailing anyone. Cancellation takes effect at the end of the billing period you have already paid for. Refunds are governed by our Refund and Cancellation Policy.

If you pay yearly, we email you at least 15 days before each renewal with the amount and the date, and how to cancel.

We may change the price with at least 30 days’ notice by email to your account address. A price change applies from your next renewal, and cancelling before that renewal avoids it.

Everything you put into the Service — customers, projects, expenses, documents, messages, contracts (“Your Data”) — remains yours. You grant us only the licence we need to host, process, back up, transmit and display Your Data in order to operate the Service for you, and to keep it secure.

Much of Your Data is information about other people — your customers, your employees, your subcontractors. As between you and us, you are the controller of that information and we process it on your instructions. You are responsible for having the right to collect it and to put it into the Service, and for responding to requests those people make about their own information. If someone contacts us directly about data you uploaded, we will refer them to you.

We do not sell Your Data and we do not use it to train machine-learning models. Our handling of it is described in the Privacy Policy.

You agree not to:

• Use the Service to break any law, or to send anything unlawful, fraudulent, harassing or deceptive
• Upload malware, or attempt to breach, probe or overload the Service or its infrastructure
• Reverse engineer, decompile or copy the Service, or resell or white-label access to it
• Share credentials outside your company, or use one subscription to serve several unrelated businesses
• Remove or obscure any proprietary notices
• Use the Service to send unsolicited marketing messages of any kind

The software, design and content of the Service are ours and stay ours. Your subscription is a limited, non-exclusive, non-transferable right to use the Service to run your business for as long as your subscription is current — it is not a sale or transfer of the software.

The Service lets you send SMS to your customers and your crew. Those messages are yours, not ours. We provide the pipe; you decide who gets a message and what it says. In legal terms you are the sender for purposes of the Telephone Consumer Protection Act (TCPA), state telemarketing and calling laws, and mobile carrier and CTIA rules.

Before you text any number through the Service, you must have that person’s consent to be texted at that number. The Service gives you a place to record that consent on each customer — how and when it was given. Automated messages are only sent to customers with consent on file or who have texted you first; messages you send by hand are your call, and the Service warns you when no consent is recorded. Marketing and promotional texts require prior express written consent, which is a higher standard than a phone number you were simply given. A number taken from a lead list, scraped from a listing, or entered by someone other than its owner is not consent.

The Service adds standard opt-out language to outbound messages, honours STOP, UNSUBSCRIBE, CANCEL, END, QUIT and OPTOUT replies automatically, answers HELP, and blocks further messages to a number that has opted out. Those safeguards are not a substitute for consent, and you may not work around them — for example by re-texting an opted-out number from a different record.

You are responsible for your own carrier registration obligations where they apply to you, and for the accuracy of the phone numbers you enter. Standard message and data rates apply to recipients. Message delivery depends on carriers and is not guaranteed.

TCPA claims carry statutory damages of $500 to $1,500 per message and are frequently brought as class actions. If a claim arises out of messages sent from your account, section 12 applies.

The Service generates proposals, contracts, change orders and other documents from the job data you enter, and can send them for electronic signature through our signature provider, BoldSign.

Electronic signatures collected this way are intended to satisfy the federal ESIGN Act and state UETA, which give an electronic signature the same effect as ink. Whether any particular document is valid and enforceable depends on the document, the parties, the transaction and your state’s law — not on the software. We do not guarantee that a document you send will be enforceable, that a signature will be upheld, or that a signed copy will be admissible.

What is in your documents is your responsibility. You represent that you are authorized to send each document, that the signer is the person you believe them to be, and that the document meets the requirements that apply to your trade and your state.

The Service can compose an invoice from a payment milestone you have already agreed with your customer, and send it on your instruction. It does that through your own Stripe account, which you connect and which stands in your business’s name.

Tovyalla is not a payment processor, is not a party to your contract with your customer, and never holds, receives, transmits or has any claim on your money. Money moves from your customer to your bank account under your agreement with Stripe. We never hold funds, not even briefly, and we take no percentage of what you collect — invoicing is included in the $199 subscription like everything else.

Because the charge is created on your account, you are the merchant of record. Your business name appears on your customer’s statement, and the obligations that come with that are yours: the accuracy of the amount, the goods or services behind it, refunds, chargebacks and disputes, negative balances, and any tax — including sales tax, which the Service does not calculate. Refunds and disputes are handled in your Stripe dashboard, not here.

Your use of Stripe is governed by the Stripe Services Agreement, which you accept directly with Stripe when you connect your own Stripe account. Stripe decides whether to accept your business, what it charges you, and whether to suspend or close your account. We cannot overrule any of that, and an action Stripe takes against your account may stop you sending invoices through the Service.

You represent that each invoice you send is for work you actually agreed to do, that the amount is one your customer owes you, and that the customer consented to be billed at the address on their record. Invoice emails, payment pages and receipts are generated and sent by Stripe and carry the branding you configure in your Stripe dashboard, not ours.

The Service records what it was told about an invoice by Stripe. Bank payments can fail or reverse days after they first appear to have succeeded, so a status shown here may change, and your Stripe dashboard and your bank are the authoritative record of what you have been paid. The figures the Service reports about billed and collected amounts are a convenience, not an accounting record.

Tovyalla is software. Nothing in the Service, in its templates, or in any support answer is legal advice, tax advice, accounting advice or insurance advice, and using the Service does not create an attorney-client relationship.

Document templates are a starting point, not a compliant contract for your jurisdiction. Only you and your attorney can determine whether a given job requires — and whether your document contains — things such as:

• Your contractor licence number and any required licensing or bond disclosures
• Home improvement contract requirements, including notice of the buyer’s right to cancel
• Mechanics lien and preliminary notice language, and the deadlines that attach to it
• Limits on deposits, down payments and progress payments
• Warranty, arbitration, insurance and change-order terms that your state requires or prohibits

Have a licensed attorney in your state review any template before you use it on a real job. The same goes for the figures the Service calculates: job costing, markup, margin and tax outputs are conveniences, and you are responsible for checking them before you rely on them or send them to a customer.

The Service depends on providers including Stripe (payments), Twilio (SMS), BoldSign (e-signature), Supabase (database and storage), Google Calendar (scheduling, if you connect it), Radar (address lookup) and map data providers. Connecting an outside account is your choice and is governed by that provider’s own terms.

We are not responsible for the acts, omissions, availability, pricing or policies of these providers, and an outage or change on their side may interrupt a feature that depends on them.

We work to keep the Service available and to keep backups, but we do not promise a specific uptime level, and maintenance, outages and third-party failures happen. You are responsible for keeping your own copies of anything you cannot afford to lose — the Service exports your records to CSV, Excel and PDF for exactly this reason.

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT WARRANTY OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY DATA, CALCULATION OR DOCUMENT PRODUCED BY THE SERVICE WILL BE ACCURATE OR COMPLETE.

TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST BUSINESS, LOST GOODWILL OR LOST OR CORRUPTED DATA, EVEN IF ADVISED THAT SUCH DAMAGES WERE POSSIBLE.

OUR TOTAL LIABILITY ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS, FOR ALL CLAIMS COMBINED, WILL NOT EXCEED THE AMOUNT YOU ACTUALLY PAID US FOR THE SERVICE IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM. These limits apply to every theory of liability — contract, tort, negligence, strict liability or otherwise — and they are a fundamental part of the bargain that lets us offer the Service at a flat price.

You will defend, indemnify and hold us harmless from any third-party claim, demand, investigation, penalty, loss or expense (including reasonable legal fees) arising out of: Your Data; your use of the Service; any message you send through the Service, including any TCPA, carrier or state telemarketing claim; any document you generate, send or sign through the Service; your work for your customers; or your breach of these Terms.

Some states do not allow certain exclusions, so parts of this section may not apply to you. In that case our liability is limited to the smallest amount the law permits.

You may stop using the Service and cancel at any time. We may suspend or terminate an account for non-payment, for a breach of these Terms, for use that risks harm to the Service or to other users, or if required by law or by one of our providers. Where the circumstances allow, we will give notice and an opportunity to fix the problem first.

Sections 4 through 12 and 14 through 17 survive termination. What happens to your data after cancellation is described in the Refund and Cancellation Policy.

The Service changes as we build it; features may be added, altered or retired. We may update these Terms, and will post the revised version here with a new “last updated” date. For a material change we will give notice by email or in the application before it takes effect.

When the Terms change, an administrator of your company is asked to accept the new version the next time they sign in, and that acceptance is recorded. Until an administrator accepts, your company continues under the version it last accepted. If you do not agree to the new version, cancel from Subscription inside your account.

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS. IT REQUIRES DISPUTES TO BE RESOLVED BY INDIVIDUAL BINDING ARBITRATION RATHER THAN IN COURT, AND WAIVES YOUR RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN A CLASS ACTION.

Talk to us first. Before starting any proceeding, send a written description of the dispute and the relief you want to support@tovyalla.com. We will do the same for you. Both parties agree to try in good faith to resolve it for 30 days. Most problems end here.

Arbitration. If that does not resolve it, any dispute arising out of or relating to the Service or these Terms will be settled by binding arbitration administered by JAMS under its Streamlined Arbitration Rules, before one arbitrator, in the county where you principally do business or by video or documents-only at your election. The Federal Arbitration Act governs this section. The arbitrator decides all issues except the enforceability of the class waiver below, which is for a court. Judgment on the award may be entered in any court with jurisdiction.

Class action waiver. Disputes will be brought only in an individual capacity. Neither party may bring or participate in a class, collective, consolidated or representative proceeding, and the arbitrator may not consolidate claims or award relief to anyone who is not a party. If this waiver is found unenforceable as to a particular claim, that claim — and only that claim — proceeds in court, and the rest of this section still applies.

Exceptions. Either party may bring an individual claim in small claims court, and either party may seek injunctive relief in court to protect intellectual property or to stop unauthorized access to the Service.

Time limit. Any claim must be brought within one year after it arises, or it is permanently barred, except where a longer period is required by law.

Opting out. You may reject this arbitration and class waiver section by emailing support@tovyalla.com with your company name and the words “arbitration opt-out” within 30 days of first accepting these Terms. Opting out does not affect any other part of these Terms, and it will not affect your subscription.

These Terms are governed by the laws of the State of California, without regard to its conflict-of-laws rules. For any dispute not subject to arbitration under section 15, the parties consent to the exclusive jurisdiction and venue of the state and federal courts located in California.

These Terms, together with the Privacy Policy and the Refund and Cancellation Policy, are the entire agreement between us and replace any earlier understanding. If a provision is held unenforceable, the rest stays in force. Our failure to enforce a provision is not a waiver of it. You may not assign these Terms without our written consent; we may assign them in connection with a merger, acquisition or sale of assets. Neither party is liable for a failure caused by events beyond its reasonable control.

Questions about these Terms, or notices under them, go to:

support@tovyalla.com