The contract that governs your use of Rostor. Written in plain English.

These Terms of Service ("Terms") form a binding contract between Rostor Labs, Inc. (a Delaware corporation, "Rostor," "we," or "us") and the entity or person agreeing to them ("you" or "Customer"). They cover your access to and use of the Rostor platform, including the web application at rostor.app, our mobile applications, our public APIs, and any related services (collectively, the "Service").

If you signed a separate written Master Services Agreement ("MSA") or Order Form with Rostor, that document controls over these Terms to the extent of any conflict. Otherwise, by clicking "I agree," signing an Order Form, or using the Service, you accept these Terms in full.

You must be at least 18 years old and authorized to bind your organization. If you don't have that authority, do not use the Service.

Rostor provides an AI-assisted workforce scheduling platform that ingests data about your employees, locations, and operational rules, and uses constraint satisfaction and machine learning models to propose, publish, and manage shift rosters.

We will provide the Service substantially as described in our documentation, available at docs.rostor.app and updated from time to time. We may modify the Service at our discretion, provided we do not materially decrease its functionality during your subscription term without notice.

The Service is sold on a subscription basis. Your specific subscription, including plan, term, headcount tier, and pricing, is defined in your Order Form or, for self-serve customers, on the pricing page in effect when you signed up.

You are responsible for keeping account credentials secure, for the activity of your authorized users, and for ensuring those users comply with these Terms. We strongly recommend enabling SSO and SCIM for any organization larger than 50 users.

You may add or remove users via the admin console or SCIM. Billing is based on actively scheduled employees during a calendar month, not the number of user seats. Employees on long-term leave, terminated, or not yet onboarded are not counted.

We may, on at least 30 days' written notice, suspend access for any user we reasonably believe is using the Service in violation of these Terms. We will not suspend the Service in its entirety without giving you a reasonable opportunity to cure.

All data you submit, generate, or transmit through the Service ("Customer Data") belongs to you. We do not claim ownership of it, ever, including aggregated or derivative forms.

You grant us a limited, non-exclusive license to host, process, transmit, and display Customer Data solely to operate the Service for you, to provide support, to perform contractual obligations, and to keep the Service secure and reliable. We do not use your Customer Data to train models for other customers without your explicit written consent.

You can export Customer Data at any time in CSV or Parquet via the admin console, or push it continuously to your warehouse using our connectors. On termination, we will provide a complete export on request and permanently delete Customer Data within thirty (30) days, subject to legal retention obligations.

You may not use the Service to:

• violate any law, regulation, or third-party right;
• schedule or facilitate work in a way that knowingly violates wage, hour, or anti-discrimination law;
• reverse engineer, decompile, or extract the underlying models, except to the extent that law expressly permits;
• rent, resell, sublicense, or expose the Service to a third party as a standalone service;
• use the Service to build a competing product;
• introduce malware, attempt to bypass rate limits, or interfere with our infrastructure.

If we believe in good faith that your use poses an immediate risk to our infrastructure or to other customers, we may suspend the affected portion of the Service immediately and notify you promptly.

Some features of the Service use machine learning models, including models for demand forecasting, no-show prediction, and burnout detection (collectively, "AI Features"). These models produce probabilistic outputs, not deterministic facts. We design them to be helpful, calibrated, and explainable, but they are not infallible.

You retain full operational control. No roster is published without an authorized user of yours pressing "publish." The AI may propose, suggest, or rank — it never finalizes a schedule without human review.

We do not use Customer Data to train shared, multi-tenant production models without your written consent. Per-customer models trained on your Customer Data are operated only for your benefit and are deleted on termination.

Fees are stated in your Order Form (or on the pricing page for self-serve). Fees are invoiced monthly or annually, in advance, in US dollars unless otherwise agreed.

Invoices are due net-30 from issue, by ACH, credit card, or wire. Overdue amounts accrue interest at the lesser of 1.5% per month or the maximum allowed by law. We may suspend the Service after 30 days of non-payment with prior written notice.

Fees are exclusive of any taxes. You are responsible for all sales, use, VAT, GST, withholding, or similar taxes other than taxes on our income.

Subscriptions begin on the start date in your Order Form (or on signup, for self-serve) and continue for the term stated there. Unless otherwise specified, subscriptions auto-renew for successive one-year terms unless either party gives written non-renewal notice at least thirty (30) days before the renewal date.

Either party may terminate for material breach if the other party fails to cure within thirty (30) days of written notice describing the breach. We will refund any pre-paid, unused fees if we terminate without cause. You are not entitled to refunds for partial months of usage following termination by you for convenience.

On termination, your right to use the Service ends, your data is exported on request, and Customer Data is deleted within thirty (30) days, subject to legal hold and SOC 2 audit retention.

We own the Service and all underlying technology, including models, weights, and software, except for Customer Data and your trademarks. You own Customer Data and any of your trademarks or logos that you provide to us.

If you give us feedback, suggestions, or ideas about the Service, we may use them without restriction or compensation. This is not a license to your Customer Data — feedback is the only thing covered here.

Each party may receive information from the other that is marked confidential or that reasonably should be understood as confidential ("Confidential Information"). Customer Data is your Confidential Information.

Confidential Information must be protected with the same degree of care a party uses for its own confidential information, but no less than reasonable care. Confidential Information may be disclosed only to employees, advisors, or subprocessors who need to know and are bound by confidentiality.

We maintain a security program designed to protect Customer Data, including SOC 2 Type II controls, encryption in transit and at rest, least-privilege access, comprehensive logging, and an active vulnerability management program. Security details and reports are at rostor.app/security.

Our target service availability is 99.9% for Starter and Growth plans, and 99.95% for Enterprise, measured monthly. Service credits for missed SLAs are described in your Order Form.

We will notify you without undue delay (and in any case within 72 hours) of any confirmed security incident materially affecting your Customer Data.

We warrant that the Service will perform materially in accordance with its documentation and that we will not materially decrease functionality during your subscription term without notice.

Except for the express warranties above, the Service is provided "as is." We disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement, to the maximum extent permitted by law. AI Features are probabilistic and you remain responsible for operational decisions.

To the maximum extent permitted by law, neither party is liable for indirect, incidental, consequential, special, or punitive damages, or lost profits or revenues, even if advised of the possibility.

Each party's total cumulative liability under these Terms is capped at the fees paid or payable by you to us in the twelve (12) months preceding the event giving rise to the claim. These limits do not apply to: (a) breach of confidentiality, (b) indemnification obligations, (c) your payment obligations, or (d) liability that cannot be limited by law.

We will defend and indemnify you against third-party claims that the Service, when used as permitted under these Terms, infringes a US patent, copyright, trademark, or trade secret. You will defend and indemnify us against third-party claims arising out of Customer Data or your violation of these Terms.

The indemnified party must: (a) promptly notify the other in writing; (b) tender sole control of the defense and settlement; and (c) reasonably cooperate at the indemnifying party's expense.

These Terms are governed by the laws of the State of Delaware, without regard to its conflict of laws principles. The parties consent to the exclusive jurisdiction of the state and federal courts located in New Castle County, Delaware.

Either party may seek injunctive relief in any court of competent jurisdiction to protect its intellectual property rights or Confidential Information.

These Terms, together with any Order Form and DPA, are the entire agreement between the parties. They supersede prior agreements relating to the subject matter. Amendments require written agreement of both parties.

Neither party may assign these Terms without the other's written consent, except in connection with a merger, acquisition, or sale of substantially all assets. Notices must be in writing to the addresses on the Order Form (or to hello@rostor.co).

If any provision is held unenforceable, the remaining provisions remain in effect. A waiver of any breach is not a waiver of any subsequent breach.