End User License Agreement

1. License Grant

Subject to your continued compliance with this Agreement and any applicable subscription or service agreement, Heavy AV grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Software solely for your internal business purposes.

This license is conditioned on your compliance with all terms set forth in this Agreement.

2. Description of the Software

The Heavy AV Software is a crew management and event production platform that provides functionality including, without limitation:

• Crew scheduling, assignment, and time tracking
• Event and production planning workflows
• Role and team management
• Client, lead, and contact management
• Invoice and estimate creation and tracking
• SMS and in-app crew communications
• File storage and document sharing
• Reporting, payroll exports, and analytics
• Integrations with third-party services, including QuickBooks Online

Features may be added, modified, or removed at any time at Heavy AV’s discretion.

3. User Accounts

To use the Software, you must register for an account and provide accurate, current information.

You are responsible for:

• Maintaining the confidentiality of your credentials
• All activity that occurs under your account
• Promptly notifying Heavy AV of any suspected unauthorized access
• Ensuring users under your account comply with this Agreement

Heavy AV is not liable for losses arising from your failure to safeguard your account credentials.

4. Acceptable Use

You agree not to:

• Use the Software for any unlawful, harmful, or fraudulent purpose
• Reverse engineer, decompile, disassemble, or attempt to derive source code
• Copy, modify, distribute, sell, lease, or sublicense the Software
• Bypass, disable, or circumvent any security or access control feature
• Use the Software to transmit malware, viruses, or other malicious code
• Use the Software to send unsolicited communications or spam
• Scrape, harvest, or extract data from the Software except as expressly permitted
• Interfere with the integrity, performance, or availability of the Software
• Impersonate any person or entity or misrepresent your affiliation
• Use the Software in a manner that violates the rights of any third party

Heavy AV may suspend or terminate your access immediately if it believes, in its sole discretion, that you have violated these restrictions.

5. Third-Party Integrations

The Software supports integrations with third-party services, including but not limited to QuickBooks Online (provided by Intuit Inc.), Twilio (SMS communications), and cloud storage providers.

When you enable a third-party integration:

• You authorize Heavy AV to access, read, write, and otherwise process data within the connected service on your behalf
• You represent that you have the authority to grant such access
• Your use of the third-party service is governed by that service’s own terms and privacy policies
• Heavy AV is not responsible for the availability, accuracy, or operation of third-party services
• Heavy AV may suspend, modify, or discontinue an integration at any time

For details on how the QuickBooks Online integration handles data, see our QuickBooks Privacy Policy.

6. Customer Data and Ownership

You retain all rights to data you submit to or generate within the Software (“Customer Data”).

You grant Heavy AV a worldwide, non-exclusive, royalty-free license to host, process, transmit, display, and use Customer Data solely as necessary to provide and improve the Software, comply with legal obligations, and operate the Service.

You represent and warrant that:

• You have all rights necessary to submit Customer Data to the Software
• Customer Data does not violate any law or third-party rights
• You have obtained any consents required from individuals whose data you submit

7. Intellectual Property

The Software, including all source code, designs, interfaces, trademarks, logos, content, and documentation, is owned by Heavy AV and its licensors and is protected by intellectual property laws.

No rights or licenses are granted to you except as expressly stated in this Agreement. All rights not expressly granted are reserved by Heavy AV.

Any feedback, suggestions, or ideas you provide regarding the Software may be used by Heavy AV without obligation or compensation.

8. Privacy

Your use of the Software is also governed by our Privacy Policy and, where applicable, our QuickBooks Privacy Policy.

By using the Software, you consent to the collection, use, storage, and disclosure of information as described in those policies.

9. Fees and Payment

Access to the Software may be subject to subscription fees, usage charges, or other fees as set forth in a separate order form, subscription agreement, or pricing page.

Unless otherwise stated, fees are non-refundable. Heavy AV may modify pricing on prior notice for the next billing period.

You are responsible for all applicable taxes associated with your use of the Software, other than taxes based on Heavy AV’s net income.

10. Modifications to the Software

Heavy AV reserves the right to modify, suspend, or discontinue the Software, or any feature or integration, at any time, with or without notice.

Heavy AV is not liable to you or any third party for any modification, suspension, or discontinuation of the Software.

11. Termination

This Agreement remains in effect until terminated. You may terminate this Agreement at any time by ceasing all use of the Software and closing your account.

Heavy AV may suspend or terminate your access at any time if:

• You breach this Agreement
• Your account is delinquent on fees
• Required by law or regulatory order
• Heavy AV discontinues the Software
• Heavy AV determines, in its sole discretion, that continued use poses a risk to the Service or other users

Upon termination, your right to use the Software ceases immediately, and Heavy AV may delete or retain Customer Data in accordance with its data retention practices and applicable law.

Sections that by their nature should survive termination (including ownership, indemnification, disclaimers, limitations of liability, and governing law) will survive.

12. Disclaimer of Warranties

THE SOFTWARE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY.

TO THE FULLEST EXTENT PERMITTED BY LAW, HEAVY AV DISCLAIMS ALL WARRANTIES, INCLUDING:

• Merchantability
• Fitness for a particular purpose
• Non-infringement
• Accuracy, completeness, or reliability of any data or output
• Uninterrupted, error-free, or secure operation

Heavy AV does not warrant that third-party integrations, including QuickBooks Online, will operate without interruption or error.

13. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, HEAVY AV AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, AND LICENSORS WILL NOT BE LIABLE FOR ANY:

• Indirect, incidental, special, consequential, exemplary, or punitive damages
• Lost profits, lost revenue, or lost business
• Lost or corrupted data
• Service interruptions
• Damages arising from third-party services or integrations

Heavy AV’s aggregate liability arising out of or related to this Agreement or the Software will not exceed the greater of (a) the amounts paid by you to Heavy AV for the Software in the twelve (12) months preceding the event giving rise to the claim, or (b) one hundred U.S. dollars ($100).

14. Indemnification

You agree to defend, indemnify, and hold harmless Heavy AV and its affiliates, officers, employees, agents, and licensors from any claims, damages, liabilities, losses, costs, or expenses (including reasonable attorneys’ fees) arising out of or related to:

• Your use of the Software
• Your Customer Data
• Your breach of this Agreement
• Your violation of any law or third-party right
• Your authorization of any third-party integration

15. Compliance with Laws

You agree to use the Software in compliance with all applicable federal, state, local, and international laws and regulations, including those related to privacy, data protection, and electronic communications.

The Software is intended for use by businesses located in the United States. Use of the Software outside the United States is at your own risk.

16. Export Controls

You agree not to export, re-export, or otherwise transfer the Software in violation of U.S. export control laws or any other applicable export laws.

17. Governing Law and Dispute Resolution

This Agreement is governed by the laws of the State of California, without regard to its conflict of laws principles.

Any dispute arising out of or relating to this Agreement will be resolved exclusively in the state or federal courts located in California, and you consent to the jurisdiction of those courts.

18. Changes to This Agreement

Heavy AV may modify this Agreement at any time. Material changes will be communicated by posting the updated Agreement on this page and updating the Effective Date above.

Your continued use of the Software after the updated Agreement takes effect constitutes your acceptance of the revised terms.

19. Miscellaneous

This Agreement constitutes the entire agreement between you and Heavy AV regarding the Software and supersedes any prior agreements relating to its subject matter.

If any provision of this Agreement is found unenforceable, the remaining provisions will continue in full force and effect.

Heavy AV’s failure to enforce any right or provision will not be deemed a waiver of that right or provision.

You may not assign this Agreement without Heavy AV’s prior written consent. Heavy AV may assign this Agreement freely.

20. Contact Information

For questions regarding this Agreement, please contact: