Terms of Service

Effective date: [Month Day, Year]

1. Agreement and who we are

These Terms of Service ("Terms") are an agreement between [Amis Enterprises, LLC], a [Florida] limited liability company at [street address, city, state, ZIP] ("Kerf," "we," "us"), and the business that signs up for Kerf ("you"). By creating a workspace, signing an order form, or using Kerf, you agree to these Terms for your business. If you accept for a company, you confirm you have the authority to bind it. Kerf is for business use only, not personal or household use.

2. The service

Kerf is web-based software for cabinet, millwork and panel shops. It tracks materials and stock, purchase orders and receiving, daily jobs on a calendar, and sales and inventory reports. We may add, change or remove features over time. We won't remove a core feature in a way that materially reduces what you paid for without [30 days'] notice.

3. Accounts, workspaces and team members

• Each company gets a private workspace. The person who creates it is the workspace owner.
• Owners and admins can invite team members, change roles, remove people, and upload the company logo. Staff can log jobs, stock and orders.
• You are responsible for everything done in your workspace, including by team members you invite. Keep sign-in details private and tell us promptly if you think an account was compromised.
• Give access only to people who work for your business. Each person needs their own login, and logins can't be shared. Your plan sets how many team members are included.
• Give us accurate information and keep your billing contact current.

4. Plans, fees and payment

• No setup fee. You pay only for your subscription. Optional catalog setup, where we load your items and starting stock for you, is priced on our pricing page or your order form.
• Monthly or yearly. You can pay monthly, or pay for a full year up front at [10%] less than twelve monthly payments. The plan and price are shown on our pricing page or your order form.
• Pricing by team size. The subscription price depends on how many team members have a login. The tiers are on our pricing page or your order form.
• Renewal. Your plan renews automatically for the same period, a month or a year, until you cancel. For yearly plans, we'll email you about [30] days before renewal with the price.
• Changing tiers. If your active team members exceed your tier, we'll ask you to move up at the start of your next billing period. On a yearly plan, we'll bill the price difference for the rest of the year [prorated]. You can move down at your next renewal.
• Switching plans. You can move from monthly to yearly at any time. Moving from yearly to monthly takes effect at your next renewal.
• Taxes. Fees exclude sales, use and similar taxes, which you pay where they apply.
• Late payment. If a payment fails, we'll notify you. If it stays unpaid for [15] days, we may suspend access until it is paid. We won't delete your data for non-payment within [30] days of suspension, and you can still export it.
• Price changes. We may change prices with at least [30] days' notice. A change applies from your next billing period, or your next renewal on a yearly plan. It never applies to a period you've already paid for.
• Payment processing. Payments are handled by a third-party processor. We don't store your full card number.

5. Trials and founding-customer pricing

We may offer a trial or special pricing to early customers. Unless the offer says otherwise, it ends on the date stated and regular pricing applies after that. Founding pricing is locked for the period written in your order form. We may ask for feedback or for permission to describe your results, but we won't use your name or logo publicly without your written permission.

6. Your data

• You own it. Everything you or your team enter or upload (items, prices, jobs, orders, receipts, customer names, settings and your logo) is "Customer Data," and it belongs to you.
• Our permission to run the service. You give us a limited right to host, copy, process and display Customer Data only to provide, secure, support and improve Kerf for you. We will not sell Customer Data or use it to advertise to you or anyone else. We may use combined, de-identified statistics (such as total jobs logged) to improve Kerf. They can't identify you or your customers.
• Separation. Each company's data is kept separate from other companies' data. Your workspace owners and admins control who inside your company can see it.
• Export. You can download a full backup from Settings at any time, and export reports as CSV or print them. We recommend you do this regularly.
• Deletion. After your subscription ends, we'll keep your workspace for [30] days so you can export it, then delete it. Copies in backups are removed within [90] days after that.
• Accuracy is yours. Stock counts, prices and totals in Kerf come from what your team enters. Check them against your physical stock and your own records.

7. Acceptable use

You agree not to:

• break the law, or upload data you have no right to use;
• upload malware, or disrupt or overload Kerf;
• try to access another company's workspace, or test Kerf's security without our written permission;
• copy or reverse engineer Kerf, except where the law allows it;
• resell Kerf or offer it to others as your own service; or
• use Kerf to send spam.

We may suspend access for serious or repeated violations. We'll try to tell you first when that's practical.

8. Logos and content you upload

You confirm you have the right to use any logo or image you upload and that it doesn't infringe anyone's rights. Logos must be PNG, JPEG or WebP files up to 2 MB. Your logo appears in your workspace and on the reports you print. We won't show it anywhere else without your permission. We may remove content that breaks these Terms.

9. Availability, support and changes

We work to keep Kerf available and to fix problems quickly, but we don't promise uninterrupted service. We'll schedule planned maintenance when we can. Support is by [email or phone] during [business hours], and our goal is to reply within [one business day]. That is a goal, not a guarantee.

10. Our intellectual property

Kerf, including its software, design, text and branding, belongs to [Amis Enterprises, LLC] and its licensors. While your subscription is active, we give you a limited, non-exclusive, non-transferable right to use Kerf for your own business operations. You may not copy, modify or distribute it. If you send us feedback, we may use it freely without owing you anything.

11. Third-party services

Kerf relies on outside providers for hosting and database services, sign-in, file storage, email and payment processing. They work for us as service providers. Their outages or terms can affect Kerf. We remain responsible to you for how we use them under these Terms.

12. Term, cancellation and refunds

• Term. These Terms start when you create a workspace and last as long as you use Kerf.
• Cancelling. You can cancel any time [in Settings or by emailing [support email]]. Cancellation takes effect at the end of your current billing period (a month, or the year on a yearly plan), and you keep access until then.
• 30-day money-back guarantee. If you're not satisfied, tell us within 30 days of your first payment and we'll refund it in full, whether you chose monthly or yearly.
• After 30 days. Payments for a period that has already started are [not refundable]. If you cancel a yearly plan partway through, you keep access until the year ends [and we don't refund the unused months]. If Kerf is unavailable for a long stretch or fails to work as described and we can't fix it, we'll [refund the fees for the affected period].
• Our right to end. We may suspend or end your access if you materially breach these Terms and don't fix it within [10] days of notice, or if you don't pay. If we discontinue Kerf, we'll give at least [60] days' notice and refund any prepaid fees for the unused time.
• After it ends. Section 6 (export and deletion) still applies. So do payment obligations already owed, and the sections on intellectual property, disclaimers, liability and governing law.

13. Disclaimers

Kerf is provided "as is" and "as available." To the fullest extent the law allows, we disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose and non-infringement. Kerf is a record-keeping and planning tool. It is not accounting, tax, legal or engineering advice, and it doesn't replace your own counts, quotes, invoices or professional judgment. We don't guarantee that reports will be free of errors or that you will achieve any particular savings or results.

14. Limitation of liability

To the fullest extent the law allows:

• Neither of us is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, lost revenue or lost business, even if warned they were possible.
• Our total liability for all claims relating to Kerf is limited to the fees you paid us in the [12] months before the event that gave rise to the claim.

These limits don't apply to liability the law doesn't let us limit, or to your obligation to pay fees you owe.

15. Indemnity

You'll defend us against, and cover the costs of, third-party claims that come from Customer Data you upload or from your use of Kerf in breach of these Terms. That includes claims that your logo infringes someone's rights. We'll tell you promptly about any claim and let you control the defense. You won't settle in a way that admits fault for us without our consent.

16. Governing law and disputes

These Terms are governed by the laws of the State of [Florida], without regard to conflict-of-law rules. If a dispute arises, contact us first and give us [30] days to work it out. If it isn't resolved, it will be brought in the state or federal courts located in [Miami-Dade County, Florida], and both of us consent to that venue.

17. Changes to these terms and general terms

We may update these Terms. For material changes we'll give at least [30] days' notice by email or in the app. If you keep using Kerf after the change takes effect, you accept it. If you don't agree, you can cancel before then.

• These Terms and your order form are the whole agreement. If they conflict, the order form controls.
• If part of these Terms can't be enforced, the rest still applies.
• Not enforcing a right isn't giving it up.
• You can't transfer these Terms without our consent. We may transfer them in a sale or reorganization.
• Neither of us is liable for delays caused by events beyond our reasonable control.
• Notices go to the email addresses on file.
• If we provide a Spanish translation, the English version controls if the two differ.

18. Contact

[Amis Enterprises, LLC], doing business as Kerf
[Street address, Miami, FL ZIP]
[Support email] · [Phone]