Terms of Use

These Terms of Use ("Terms") form a binding agreement between you, on behalf of the garage, workshop, or business you represent ("Tenant", "you"), and ScalePath, [insert full legal entity name and form, e.g. "ScalePath LLC"], a company registered in [insert jurisdiction of incorporation] with its registered office at [insert registered address] ("ScalePath", "GCC", "we", "us"), governing your access to and use of the Garage Cost Control Garage Management System, including its web application, APIs, and related services (the "Service"). By creating a workspace, clicking "I agree," or otherwise accessing or using the Service, you accept these Terms in full, on behalf of yourself and the Tenant you represent. If you do not agree, do not use the Service.

1. Definitions

• "Tenant" or "Workspace" means the garage, workshop, or business entity that registers for the Service, and the isolated data environment created for it.
• "Authorized User" means any individual the Tenant permits to access its Workspace (owners, managers, advisors, mechanics, accountants, or other staff), regardless of role.
• "Tenant Customer" or "End Customer" means an individual or business that is a customer, client, or counterparty of the Tenant — for example, a vehicle owner who brings a vehicle to the Tenant's garage — whose information the Tenant enters into the Service.
• "Tenant Content" or "Tenant Data" means all data, records, and content that the Tenant or its Authorized Users submit, upload, or generate within the Service, including Tenant Customer information, vehicle records, work orders, invoices, inventory, and photographs.
• "Subscription" means the paid or trial plan under which a Tenant accesses the Service.

2. Eligibility, accounts & workspaces

You must be at least 18 years old and have the authority to bind the Tenant to these Terms to create a Workspace. You are responsible for all activity that occurs under your Workspace, for the accuracy of information you provide, and for keeping Authorized User credentials confidential and secure. You must notify us promptly of any unauthorized access to or use of your Workspace.

Each Workspace is an isolated tenant. You must not attempt to access, probe, or interfere with data or Workspaces belonging to any other Tenant, whether through the Service, its APIs, or any other means.

3. Acceptable use

You agree not to, and not to permit any Authorized User to:

• use the Service for any unlawful purpose, or to store, process, or transmit unlawful, defamatory, or infringing content;
• attempt to gain unauthorized access to another Tenant's Workspace, our infrastructure, or any account not belonging to you;
• reverse-engineer, decompile, or attempt to derive the source code of the Service, except to the extent expressly permitted by applicable law;
• probe, scan, or test the vulnerability of the Service, or interfere with or disrupt its integrity or performance, including by introducing malware or excessive automated load;
• use the Service to send unsolicited communications (including via the WhatsApp integration) in violation of applicable anti-spam, telecommunications, or consumer-protection law;
• misrepresent your identity or affiliation, or use the Service to impersonate any person or entity;
• resell, sublicense, or provide the Service to third parties as a standalone product without our prior written consent.

We may investigate suspected violations and take action we consider appropriate, including warning, suspending, or terminating the responsible Workspace or Authorized User, with or without notice, without liability to you.

4. Subscriptions, fees & billing

Paid Subscriptions are billed in advance, on a recurring basis, through our third-party payment processor (currently Stripe). By subscribing, you authorize us and our payment processor to charge your chosen payment method for all applicable fees. Free trials automatically convert to your selected paid plan at the end of the trial period unless you cancel before it ends. Except where required by applicable law, fees already charged are non-refundable, including for partial billing periods, downgrades, or unused capacity.

We may change our fees or introduce new charges on reasonable prior notice, effective from your next billing cycle. Continued use of the Service after a fee change takes effect constitutes acceptance of the new fees.

4.1 Non-payment, suspension & cancellation

If a payment fails or is not received by its due date, we may, at our discretion, retry the charge and/or place the Subscription into a grace period during which we attempt to collect payment; access to the Service may continue during this period. If payment is not successfully collected within a reasonable time following the due date (in any event, no later than the point at which our payment processor reports the invoice as permanently unpaid), we reserve the right, without further notice, to suspend the Tenant's access to the Workspace until payment is made in full. During suspension, Tenant Content is retained but Authorized Users cannot access the Workspace.

If payment remains outstanding for an extended period following suspension, we further reserve the right to terminate the Subscription and the Workspace entirely, and to delete the associated Tenant Content in accordance with Section 13 (Term & termination), without liability to you or any Tenant Customer for any resulting loss of access or data. We may, at our sole discretion, reinstate a suspended Workspace upon receipt of payment in full of all outstanding amounts, and are not obligated to do so once the Workspace has been terminated.

Nothing in this Section limits any other remedy available to us for non-payment, including referral to collections or legal action for amounts owed.

5. Intellectual property

We and our licensors own all right, title, and interest in and to the Service, including its software, design, branding, and documentation. Except for the limited right to access and use the Service under these Terms, no rights are granted to you. You retain all right, title, and interest in and to your Tenant Content. You grant us a worldwide, non-exclusive, royalty-free license to host, process, transmit, and display Tenant Content solely to provide, maintain, and improve the Service, and as otherwise permitted under our Privacy Policy.

6. Third-party services & integrations

The Service integrates with or relies on third-party providers, including payment processing (Stripe), messaging (the Tenant's own WhatsApp number, connected at the Tenant's discretion), email delivery, and cloud infrastructure and storage providers. Your use of any such integration is also subject to that provider's own terms. We are not responsible for the acts, omissions, availability, or content of third-party providers.

7. Relationship with Tenant Customers

The Service is a software tool made available to the Tenant to help operate the Tenant's own business. Our contractual relationship under these Terms is with the Tenant only. We have no contractual relationship, agency relationship, partnership, or joint venture with any Tenant Customer. The Tenant is solely responsible for its relationship, communications, and dealings with its own Tenant Customers, including the accuracy of any information provided to them, the quality and safety of automotive or other services performed, and compliance with consumer-protection, warranty, and any other law applicable to that relationship. See our Disclaimer for further detail on the scope of our responsibility.

8. Confidentiality

Each party may have access to the other's non-public business, technical, or operational information. Each party agrees to use the other's confidential information only to perform its obligations under these Terms, and to protect it with the same degree of care it uses for its own confidential information (and no less than a reasonable degree of care), except where disclosure is required by law.

9. Disclaimers

The Service is provided on an "as is" and "as available" basis. To the fullest extent permitted by applicable law, we disclaim all warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, and any warranty that the Service will be uninterrupted, error-free, or free of harmful components. Further detail is set out in our Disclaimer, which forms part of these Terms.

10. Limitation of liability

To the fullest extent permitted by applicable law: (a) neither party will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, data, goodwill, or business opportunity, arising out of or relating to these Terms or the Service, even if advised of the possibility of such damages; and (b) our total aggregate liability arising out of or relating to these Terms or the Service will not exceed the total fees actually paid by the Tenant to us for the Service in the twelve (12) months immediately preceding the event giving rise to the claim.

These limitations apply regardless of the legal theory on which liability is based (contract, tort, negligence, strict liability, or otherwise) and even if a remedy fails of its essential purpose, except to the extent a limitation is prohibited by applicable law (for example, in respect of death, personal injury, or fraud caused by our gross negligence or willful misconduct, where liability cannot lawfully be limited).

11. Indemnification

You agree to indemnify, defend, and hold harmless ScalePath, its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or relating to: (a) your or any Authorized User's use of the Service in violation of these Terms or applicable law; (b) Tenant Content, including any claim that it infringes, misappropriates, or violates a third party's rights; (c) any dispute, claim, or liability arising between the Tenant and any Tenant Customer; or (d) the Tenant's provision of goods or services to its Tenant Customers.

12. Availability & changes to the Service

We aim to keep the Service available and secure but do not guarantee uninterrupted or error-free access. We may perform maintenance, and may modify, suspend, or discontinue features of the Service from time to time. Where reasonably practicable, we will provide advance notice of changes that materially reduce functionality.

13. Term & termination

These Terms apply for as long as you maintain a Workspace. You may cancel your Subscription at any time through the Service or by contacting us; cancellation takes effect at the end of the current billing period unless stated otherwise. We may suspend or terminate your Workspace, with or without notice, for breach of these Terms, non-payment (see Section 4.1), suspected fraudulent or unlawful activity, or if required by law.

On termination, your right to access the Service ends. We will retain Tenant Content for a reasonable period following termination to allow export, after which it may be deleted from our active systems in accordance with our data retention practices described in our Privacy Policy. Sections of these Terms that by their nature should survive termination (including Sections 5, 7, 8, 9, 10, 11, and 15) will survive.

14. Changes to these Terms

We may update these Terms from time to time. We will update the effective date above and, for material changes, provide reasonable notice (for example, by email to the Workspace owner or an in-app notice). Continued use of the Service after changes take effect constitutes acceptance of the revised Terms.

15. Governing law & disputes

These Terms are governed by the laws of [insert governing-law jurisdiction, e.g. "the United Arab Emirates"], without regard to its conflict-of-laws principles. Any dispute arising out of or relating to these Terms or the Service will be subject to the exclusive jurisdiction of the courts of [insert forum, e.g. "Dubai, United Arab Emirates"], and each party irrevocably submits to that jurisdiction, except where applicable law grants you the right to bring proceedings in your local courts.

16. Miscellaneous

If any provision of these Terms is found unenforceable, the remaining provisions remain in full force and effect, and the unenforceable provision will be modified to the minimum extent necessary to make it enforceable. Our failure to enforce any provision is not a waiver of that provision. You may not assign these Terms without our prior written consent; we may assign these Terms in connection with a merger, acquisition, or sale of assets. Neither party is liable for delay or failure to perform caused by circumstances beyond its reasonable control. These Terms, together with our Privacy Policy and Disclaimer, constitute the entire agreement between you and us regarding the Service.

17. Contact

Questions about these Terms can be directed to [insert legal/support contact email, e.g. "legal@scalepath.me"] or via scalepath.me.