Terms of Service

Draft for review. Not yet in effect.

These Terms of Service ("Terms") are an agreement between OnlineScheduling.com, LLC, a Delaware limited liability company ("OnlineScheduling", "we", "us"), and the organization that signs up for the service (the "Customer"). They also apply to each person the Customer lets use the service ("Users"), such as managers and workers. By using the service you agree to these Terms. If you use it for an organization, you confirm you may bind that organization.

1. The service

OnlineScheduling is a scheduling service for teams. Managers describe scheduling rules in plain language, an AI assistant and a schedule solver propose schedules, and workers see their shifts, say when they can't work, and trade or drop shifts. Shifts can be copied into a worker's Google Calendar. Every change is written to a signed, append-only record (the "Ledger") that anyone with access can check.

We may change, add or remove features. We will not remove a core feature the Customer is paying for without reasonable notice.

2. Accounts and access

  • Users sign in with Google or with a one-time email code. A User can reach a Customer's schedule only after a manager has added their email address.
  • The Customer decides who are managers and who are workers, and is responsible for everything done through its Users' accounts.
  • Users must keep their sign-in methods secure and tell us at support@onlinescheduling.com about any unauthorised use.
  • Users must be at least 16 years old. The service is not directed to children.

3. Customer data and responsibilities

"Customer Data" means everything the Customer and its Users put into the service: worker records, notes, availability, rules, uploaded files, messages to the assistant and the resulting schedules.

  • The Customer owns Customer Data. It gives us the rights we need to host, process and show it in order to provide the service, as described in the Privacy Policy and the Data Processing Addendum.
  • The Customer confirms it has the right to put that data into the service, including any notice to or consent from its workers that applicable law requires.
  • The Customer authorises us to write shift details into a worker's Google Calendar when that worker connects it, including the names of colleagues on the same shift.
  • The Customer will not upload information it doesn't need for scheduling, such as health, union-membership or other special category data, unless it has a lawful basis and has told its workers.

4. AI assistant and schedule suggestions

The assistant and the solver produce suggestions. They can be wrong or incomplete. Managers remain responsible for the schedules they publish, including compliance with labour, wage-and-hour, rest-break and predictive-scheduling laws. We do not provide legal, HR or payroll advice.

We use Amazon Bedrock to run the AI models. Customer Data sent to those models is used only to answer the request. Neither we nor our providers use it to train AI models.

5. The Ledger

The Ledger is designed so that past records can't be changed or removed without detection. While the Customer's account is open, records in the Ledger are kept and can't be edited or deleted, including the names and details they contain. When the Customer's account ends, the Ledger is deleted with the rest of Customer Data (section 10).

6. Acceptable use

Users must not:

  • break the law, or use the service to discriminate against workers unlawfully;
  • upload malware, or try to break, probe or overload the service, or get around its limits or access controls;
  • reach another customer's data, or share accounts;
  • copy, resell or reverse-engineer the service, except where law allows;
  • use the service to build a competing product.

We may suspend access to stop a breach of this section or a risk to the service or other customers. We will tell the Customer and restore access once the issue is resolved.

7. Fees, credits and suspension

  • Fees are as shown on our pricing page or in the Customer's order. We will give at least 30 days' notice before a price change applies to the Customer's account.
  • AI assistant and solver use draws on a credit balance. When the balance runs out, those features pause until credits are added. Viewing schedules and the Ledger keeps working.
  • If fees are unpaid we may suspend the account after notice. Suspension keeps the Customer's data. Fees are non-refundable except where these Terms or law say otherwise. Fees exclude taxes.

8. Intellectual property and feedback

We own the service, its software and its design. The Customer owns Customer Data. If you send us feedback, we may use it without obligation.

We may use aggregated usage measures that identify no person or customer (for example how often a feature is used) to run and improve the service.

9. Confidentiality and security

Each party will protect the other's confidential information with reasonable care and use it only under these Terms. We protect Customer Data as described in the Privacy Policy and the Data Processing Addendum.

10. Term, termination and deletion

  • These Terms last while the Customer uses the service. Either party may end them by closing the account. Either party may end them for a material breach not fixed within 30 days of notice.
  • After the account ends, the Customer has 30 days to export its data. We then delete Customer Data, including the Ledger, from live systems within a further 30 days, and from backups when they expire (within 30 days after that).

11. Warranties and disclaimers

We will provide the service with reasonable skill and care. Otherwise the service is provided "as is" and "as available". To the extent law allows, we disclaim implied warranties of merchantability, fitness for a particular purpose and non-infringement. We don't promise the service will be uninterrupted or error-free, or that AI suggestions will be correct.

12. Limitation of liability

To the extent law allows:

  • neither party is liable for indirect, consequential, special or punitive damages, or lost profits, revenue or data;
  • each party's total liability is limited to [the fees paid in the 12 months before the claim].

These limits don't apply to fraud, a party's indemnity obligations, the Customer's payment obligations, or liability that can't be limited by law.

13. Indemnity

The Customer will defend us against third-party claims arising from Customer Data or from the Customer's breach of section 3 or 6. We will defend the Customer against claims that the service, used as allowed, infringes a third party's intellectual property.

14. Governing law and disputes

These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-law rules. The state and federal courts in Delaware have exclusive jurisdiction. Nothing in these Terms removes rights a consumer or worker has under the mandatory law of the country where they live.

15. Changes to these Terms

We may update these Terms. For a material change we will give at least 30 days' notice by email to the Customer's managers or in the service. Continued use after the change takes effect means acceptance.

16. General

These Terms, the Privacy Policy, the Cookie Policy, the Data Processing Addendum and any order are the whole agreement. If a provision is unenforceable, the rest stays in force. Neither party may assign these Terms without consent, except to a successor in a merger or sale. Neither party is liable for delays caused by events beyond its reasonable control.

17. Contact