Terms of Service

These Terms of Service (the “Terms”) govern access to and use of the Training Tracker application, websites, and related services (collectively, the “Service”) provided by Clever Solutions, Inc. (“we,” “us,” or “our”). By clicking “I agree” (or a similar mechanism), creating an account, or accessing or using the Service, you accept these Terms and the documents incorporated by reference, including our Privacy Policy and the Data Processing Addendum attached as Schedule A. If you are entering into these Terms on behalf of an organization, you represent that you have authority to bind that organization, and “you” and “Customer” refer to that organization.

1. Definitions

• Customer — the organization that subscribes to the Service. Customers are typically employers or similar entities tracking employee training.
• Authorized User— an individual authorized by the Customer to access the Service under the Customer’s account (e.g., administrators, training coordinators).
• Customer Content — all data the Customer or its Authorized Users submit to or generate through the Service, including employee records, training completions, and generated certificates.
• Documentation — the user guides and product documentation we make available through the Service.
• Order Form — any signed order form, subscription confirmation, plan selection, or written agreement between the parties referencing the Service.
• Personal Information— information about an identified or identifiable natural person, as defined under applicable U.S. state privacy laws, including the California Consumer Privacy Act, as amended (“CCPA”).
• Sub-processor — a third party we engage to process Customer Content on our behalf in connection with the Service.

2. The Service

Training Tracker is a multi-tenant software-as-a-service application that allows a Customer to record employee training completions, generate PDF certificates of completion, and manage administrative users within the Customer’s account. The Service is licensed only to organizations and is not available to consumers or to individuals under 18 years of age. The Service is hosted in, and intended for use only by Customers located in, the United States.

No compliance determination. We do not determine whether any particular training satisfies any legal, regulatory, accreditation, or internal compliance requirement. The Customer is solely responsible for deciding which trainings to record, the accuracy of those records, and whether the Service meets its compliance obligations (including, without limitation, those under OSHA, state workplace-safety laws, or industry standards).

Not HIPAA compliant.The Service is not designed to store, process, or transmit protected health information under the Health Insurance Portability and Accountability Act of 1996 and its implementing regulations (“HIPAA”). We are not acting as a business associate under HIPAA, and Customer must not submit protected health information to the Service unless the parties have entered into a separate written Business Associate Agreement signed by us.

Support; no SLA. Unless otherwise stated in an Order Form, we provide commercially reasonable email support during normal business hours, excluding holidays. We do not provide any guaranteed uptime, response time, resolution time, service credit, or service-level agreement unless expressly stated in an Order Form signed by us.

3. Accounts and Authorized Users

Customer accounts are provisioned by us or by a Customer administrator. Each Authorized User receives individual credentials and must complete a forced password change on first login. Authorized Users must keep credentials confidential, not share logins, and promptly notify their Customer administrator (or us) of any suspected unauthorized access.

We may, but are not obligated to, make multi-factor authentication (“MFA”) available. Where MFA is offered, the Customer is responsible for enabling it for its Authorized Users.

The Customer is responsible for the acts and omissions of its Authorized Users and for ensuring that access is promptly removed when an Authorized User no longer requires it (for example, on termination of employment).

4. Customer Content; Data Processing

Ownership and license to us. As between the parties, the Customer retains all right, title, and interest in and to its Customer Content. The Customer grants us a limited, non-exclusive, worldwide, royalty-free license to host, store, process, transmit, display, and otherwise use Customer Content solely to (a) provide, maintain, and support the Service, (b) prevent or address technical or security issues, (c) comply with law, and (d) enforce these Terms.

No sale; no AI training.We will not “sell” or “share” Customer Content as those terms are defined under applicable U.S. state privacy laws, will not use Customer Content for advertising, and will not use Customer Content to train artificial-intelligence or machine-learning models for use outside the Service.

Customer representations. The Customer represents and warrants that it has all rights, consents, and lawful bases necessary to submit Customer Content to the Service, including employee names, identifiers, training records, and any other Personal Information it chooses to enter, and that providing such Customer Content to us does not violate any third-party right or applicable law.

No sensitive information or PHI.Customer must not submit Social Security numbers, driver’s license numbers, passport numbers, financial account information, medical information, protected health information under HIPAA, workers’ compensation medical details, immigration documents, union membership information, precise geolocation data, or other sensitive personal information to the Service unless we have expressly agreed to that use in writing. Customer is solely responsible for reviewing the fields and records it enters into the Service and for ensuring that Customer Content does not include information prohibited by this Section.

Roles.For purposes of applicable U.S. state privacy laws, the Customer is the “business,” “controller,” or equivalent with respect to Personal Information in Customer Content, and we act as the Customer’s “service provider,” “processor,” or equivalent. Our processing of Personal Information in Customer Content is further governed by the Data Processing Addendum attached as Schedule A, which is incorporated into these Terms by reference.

Privacy Policy.Our handling of Personal Information collected directly from the Customer’s administrators and other Authorized Users (such as account-registration data) is described in our Privacy Policy, which is also incorporated into these Terms by reference.

5. Acceptable Use

You agree not to, and not to permit any Authorized User or other person to:

• use the Service in violation of any applicable law, regulation, or third-party right;
• upload content you do not have the right to submit, or that is infringing, defamatory, harmful, discriminatory, or contains malware or other harmful code;
• attempt to access another Customer’s data, probe tenant-isolation boundaries, or otherwise circumvent access-control or security mechanisms;
• reverse engineer, decompile, or attempt to derive the source code of the Service, except to the extent such restriction is prohibited by applicable law;
• interfere with or disrupt the integrity or performance of the Service, including by running automated scraping, load testing, denial-of-service attacks, or unauthorized penetration testing;
• use the Service to generate fraudulent training certificates or to misrepresent training completion to any third party;
• use the Service or any Service output to develop, train, or improve any artificial-intelligence or machine-learning model, or to benchmark or publish performance, availability, or feature comparisons of the Service; or
• resell, sublicense, or make the Service available to any third party, except to the Customer’s Authorized Users.

We may investigate suspected violations and take appropriate action, including suspending or terminating access under Section 15.

6. Certificates of Completion

The Service generates PDF certificates based on the training-completion records the Customer enters. Certificates are informational records of what the Customer has logged in the Service and are not endorsements, accreditations, or independent verifications of training delivery, content, or learner competency. We disclaim all liability arising from any third party’s reliance on a certificate. The Customer is responsible for exporting and retaining copies of training records, certificates, reports, and other Customer Content as needed for its legal, regulatory, insurance, employment, and business recordkeeping obligations.

7. Fees and Payment

Access to the Service may be provided under an Order Form, subscription agreement, or plan description. Unless otherwise agreed in writing:

• fees are payable in advance and are non-refundable;
• fees exclude taxes, which the Customer is responsible for (other than taxes on our net income);
• past-due amounts accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law;
• if any amount is more than 30 days past due, we may suspend access on notice until paid; and
• we may increase fees on renewal by providing at least 30 days’ notice before the renewal date.

If the Service is offered to you at no charge (for example, a trial or beta), we may modify or end such free access at any time, and Section 13’s $100 cap applies.

8. Sub-processors

The Service relies on third-party infrastructure, including Supabase (authentication, database, and object storage), Railway (application hosting), and Mailgun (email). A current Sub-processor list is available on request. We will provide at least 30 days’ advance notice of any new material Sub-processor by email to Customer administrators or another commercially reasonable method. The Customer may object to a new Sub-processor in writing on reasonable, good-faith grounds within the notice period; if the parties cannot agree on a resolution, the Customer’s sole remedy is to terminate the affected portions of the Service for convenience and receive a pro-rata refund of pre-paid, unused fees.

We will impose written obligations on each Sub-processor that are no less protective than the relevant terms of these Terms and Schedule A. We will be responsible for the acts and omissions of our Sub-processors that are within the scope of, and subject to the limitations and exclusions in, these Terms.

9. Changes to the Service; Beta Features

We may add, modify, or discontinue features of the Service at any time, and will use commercially reasonable efforts to avoid material degradation of core functionality during an active subscription term. From time to time, we may make features available as “beta,” “preview,” or “early access,” which are provided AS-IS and may be changed or removed without notice; the warranty disclaimer in Section 12 applies in full to those features.

10. Intellectual Property

The Service, including its software, design, trademarks, look and feel, and Documentation, is owned by us or our licensors and is protected by intellectual-property laws. Except for the rights expressly granted in these Terms, no rights in the Service are transferred to you.

If you provide us with feedback, suggestions, or ideas about the Service (“Feedback”), you grant us a perpetual, irrevocable, worldwide, royalty-free, sublicensable license to use, modify, and exploit such Feedback without restriction or attribution.

11. Confidentiality

“Confidential Information” means non-public business, technical, or product information disclosed by one party (the “discloser”) to the other (the “recipient”) in connection with the Service, whether orally or in writing, that is identified as confidential or that a reasonable person would understand to be confidential. Customer Content is the Customer’s Confidential Information; the Service, our pricing, and our non-public Documentation are our Confidential Information.

The recipient will (a) protect the discloser’s Confidential Information with the same degree of care it uses for its own confidential information, and in no event less than reasonable care; (b) use it only to perform under these Terms; and (c) limit access to its personnel, contractors, and advisors with a need to know who are bound by confidentiality obligations no less protective than this Section.

This Section does not apply to information that is or becomes public through no fault of the recipient, was rightfully known to the recipient before disclosure, is independently developed by the recipient without use of the discloser’s Confidential Information, or is rightfully received from a third party without restriction. The recipient may disclose Confidential Information if compelled by law, subpoena, or court order, provided that (where lawful) it gives the discloser prompt notice and reasonable cooperation to seek a protective order.

Confidentiality obligations under this Section survive for three (3) years after termination, except that obligations with respect to trade secrets continue for as long as the information remains a trade secret under applicable law. On termination of the Service or on the discloser’s written request, the recipient will return or destroy the discloser’s Confidential Information, except for archival copies retained in routine backup or required by law (which remain subject to this Section).

12. Warranty Disclaimer

EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT CERTIFICATES OR REPORTS GENERATED BY THE SERVICE WILL SATISFY ANY LEGAL OR REGULATORY REQUIREMENT.

13. Limitation of Liability

Exclusion of indirect damages. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST DATA, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Aggregate cap.EACH PARTY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE FEES PAID BY THE CUSTOMER TO US IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR ONE HUNDRED U.S. DOLLARS (US $100) IF THE SERVICE WAS PROVIDED WITHOUT CHARGE.

Carveouts. The exclusions and cap above do notapply to: (a) the Customer’s payment obligations; (b) either party’s indemnification obligations under Section 14; (c) either party’s breach of its confidentiality obligations under Section 11; (d) Customer’s breach of Section 5 (Acceptable Use) or Section 10 (Intellectual Property); or (e) liability that cannot be limited under applicable law (including liability for fraud, willful misconduct, or gross negligence).

The limitations in this Section apply to the fullest extent permitted by law and reflect the parties’ agreed allocation of risk.

14. Indemnification

Customer indemnity.The Customer will defend, indemnify, and hold us, our affiliates, and our personnel harmless from and against any third-party claim, damage, liability, fine, or cost (including reasonable attorneys’ fees) arising from or related to (a) the Customer Content, including any allegation that the Customer Content infringes or misappropriates a third party’s rights or violates law; (b) the Customer’s or its Authorized Users’ breach of these Terms; (c) misuse of the Service; or (d) the Customer’s relationship with its employees or other data subjects, including any claim arising from training records logged in the Service.

Procedure.As a condition of indemnification, we will: (i) promptly notify the Customer of the claim (provided that any delay does not relieve the Customer of its obligations except to the extent prejudiced); (ii) give the Customer sole control of the defense and settlement, except that the Customer may not enter into any settlement that imposes a non-monetary obligation on us, requires us to admit fault, or fails to fully release us, without our prior written consent; and (iii) reasonably cooperate at the Customer’s expense.

15. Term, Suspension, and Termination

These Terms remain in effect while the Customer has an active account or any Order Form remains in effect.

Termination for cause. Either party may terminate these Terms (or an affected Order Form) for material breach by the other party that is not cured within thirty (30) days after written notice describing the breach.

Suspension. We may suspend access immediately if we reasonably believe that continued access poses a material security, legal, or operational risk, or for non-payment under Section 7. Where practicable, we will provide notice and an opportunity to cure.

Effect of termination.On termination, the Customer’s access ends, and unless otherwise agreed, we will delete Customer Content within sixty (60) days, subject to any legal retention requirements or routine backup cycles described in Schedule A and our Privacy Policy. The Customer may request export of its Customer Content during an active subscription and for a thirty (30) day wind-down period after termination, and we will provide it in a commercially reasonable format. The Customer is responsible for requesting any exports before the end of that wind-down period and for maintaining its own records where required by law, regulation, insurance, employment, or internal policy.

Survival. Sections 1, 4 (final two paragraphs and ownership), 6, 7 (with respect to amounts owed before termination), 10, 11, 12, 13, 14, 15 (this Section), 16, 17, 18, and Schedule A survive termination of these Terms.

16. Governing Law; Binding Arbitration; Class-Action Waiver

Governing law. These Terms are governed by the laws of the State of California and the United States, without regard to conflict-of-laws principles. The U.N. Convention on Contracts for the International Sale of Goods does not apply.

Informal resolution. Before initiating arbitration, the parties will attempt in good faith to resolve any dispute by sending a written notice describing the dispute and proposed resolution to the other party (to us, at legal@safetyvideos.com) and engaging in at least 30 days of good-faith negotiations.

Binding arbitration. Any dispute arising out of or relating to these Terms or the Service that is not resolved through informal resolution will be resolved by binding arbitration administered by JAMSunder its Comprehensive Arbitration Rules and Procedures (or, for disputes under US $250,000, its Streamlined Arbitration Rules). The arbitration will be conducted by a single arbitrator in San Diego County, California, in English. Judgment on the award may be entered in any court of competent jurisdiction.

Class-action waiver. THE PARTIES AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE, OR PRIVATE-ATTORNEY-GENERAL PROCEEDING. The arbitrator may not consolidate more than one party’s claims and may not preside over any form of representative or class proceeding. If this waiver is found unenforceable, the entire arbitration agreement in this Section will be null and void, but the remainder of these Terms will remain in effect.

Carveouts. Either party may (a) bring an individual action in small-claims court for claims that qualify, (b) seek injunctive or equitable relief in a court of competent jurisdiction located in San Diego County, California to protect intellectual-property rights, confidentiality, or to prevent unauthorized access to the Service, and (c) bring a claim before any government agency that is empowered to hear it.

Opt-out. A Customer may opt out of this arbitration agreement by sending written notice to legal@safetyvideos.com within 30 days after first accepting these Terms; opting out does not affect any other provision of these Terms. If the Customer opts out (or if arbitration is otherwise unavailable), the parties submit to the exclusive jurisdiction of the state and federal courts located in San Diego County, California, and each party waives any right to a jury trial.

17. Changes to These Terms

We may update these Terms from time to time.

• Material changes(changes that materially reduce the Customer’s rights or materially increase the Customer’s obligations, including changes to fees, Section 13, Section 14, or Section 16) take effect at least 30 days after we provide notice through the Service or by email to account administrators, and we will request acknowledgement of the updated Terms. If the Customer does not agree to the material changes, the Customer may terminate by notice before the effective date and receive a pro-rata refund of any pre-paid, unused fees. Continued use of the Service after the effective date constitutes acceptance.
• Other changes take effect on the date posted, and continued use of the Service after that date constitutes acceptance.

18. Miscellaneous

Entire agreement. These Terms, together with any Order Form, the Privacy Policy, and Schedule A, constitute the entire agreement between the parties regarding the Service and supersede all prior agreements on that subject.

Order of precedence. In the event of a conflict, the order of precedence is: (1) the body of an Order Form (only with respect to that order, and only where the Order Form expressly references the Terms section being modified), (2) Schedule A, (3) the body of these Terms, and (4) the Privacy Policy.

Notices. All notices under these Terms must be in writing. Notices to the Customer may be given by email to the administrator email on file or by posting in the Service. Notices to us must be sent to legal@safetyvideos.com with a copy to Clever Solutions, Inc., P.O. Box 2591, La Mesa, CA 91943, United States. Notices are deemed given on the next business day after sending.

Force majeure. Neither party is liable for any failure or delay in performance (other than payment obligations) caused by events beyond its reasonable control, including acts of God, natural disasters, pandemic, war, terrorism, civil unrest, government action, labor disputes, internet or utility outages, or failures of third-party Sub-processors. The affected party will use reasonable efforts to mitigate the impact. If the event continues for more than 60 consecutive days, either party may terminate the affected portions of the Service on notice.

Assignment.Neither party may assign these Terms without the other party’s prior written consent, except to an affiliate or in connection with a merger, acquisition, reorganization, or sale of substantially all assets, in which case notice to the other party is sufficient. Any other purported assignment is void.

Waiver and severability. No waiver of any term will be deemed a further or continuing waiver. If any provision of these Terms is held invalid or unenforceable, the remaining provisions will remain in full effect, and the invalid provision will be modified to the minimum extent necessary to make it enforceable.

No third-party beneficiaries. These Terms do not create any third-party beneficiary rights.

Independent contractors. The parties are independent contractors. These Terms do not create any agency, partnership, joint venture, or employment relationship.

Export and sanctions.The Customer represents that neither it, its Authorized Users, nor any beneficial owner is on a U.S. denied- or restricted-parties list (including OFAC’s Specially Designated Nationals list) and that it will not use the Service in violation of U.S. export control laws or economic sanctions.

Government users.The Service and Documentation are “commercial items” as defined in 48 C.F.R. § 2.101, and any use, modification, or disclosure by U.S. government users is governed only by these Terms.

Headings. Headings are for convenience only and do not affect interpretation.

19. Contact

Questions about these Terms can be directed to support@mysafetytracker.com, or to:

Clever Solutions, Inc.
P.O. Box 2591
La Mesa, CA 91943
United States

Schedule A — Data Processing Addendum

This Data Processing Addendum (this “DPA”) forms part of the Terms and applies to our processing of Personal Information in Customer Content on the Customer’s behalf. Capitalized terms not defined here have the meanings given in the Terms.

A.1 Roles and Scope

For purposes of applicable U.S. state privacy laws (including the CCPA, the Virginia Consumer Data Protection Act, the Colorado Privacy Act, the Connecticut Data Privacy Act, the Utah Consumer Privacy Act, the Texas Data Privacy and Security Act, and the Oregon Consumer Privacy Act, each as amended), the Customer is the “business,” “controller,” or equivalent, and we are the Customer’s “service provider,” “processor,” or equivalent, with respect to Personal Information in Customer Content.

We process Personal Information in Customer Content only for the limited and specified business purpose of providing, maintaining, supporting, and securing the Service for the Customer, and as otherwise permitted under Section 4 of the Terms. Categories of data subjects typically include the Customer’s employees, contractors, and other personnel whose training the Customer chooses to record. Categories of Personal Information typically include name, employee identifier, email, job role, department, training course identifiers, completion dates, certificate metadata, and any other fields the Customer chooses to enter. The Service is not intended to process protected health information under HIPAA or the sensitive information prohibited by Section 4 of the Terms unless expressly agreed in writing.

A.2 Service-Provider Commitments

We will:

• not “sell” or “share” Personal Information in Customer Content (as those terms are defined under applicable U.S. state privacy laws);
• not retain, use, or disclose Personal Information in Customer Content for any purpose other than the limited and specified business purpose described in Section A.1, including any “commercial purpose” as defined under the CCPA, except as permitted by law;
• not retain, use, or disclose Personal Information in Customer Content outside the direct business relationship between the Customer and us;
• not combine Personal Information in Customer Content with Personal Information we receive from other sources, except as permitted under Cal. Code Regs. tit. 11, § 7050(c) (e.g., to perform a service on behalf of the Customer);
• promptly notify the Customer if we determine we can no longer meet our obligations under applicable privacy law; and
• comply with the Customer’s reasonable instructions to stop and remediate any unauthorized use of Personal Information.

The Customer may take reasonable and appropriate steps to ensure we use Personal Information consistent with applicable privacy law and these Terms.

A.3 Confidentiality

We require personnel authorized to process Personal Information to be bound by appropriate written confidentiality obligations.

A.4 Security

We will maintain a written information-security program with administrative, physical, and technical safeguards designed to protect the confidentiality, integrity, and availability of Personal Information in Customer Content, taking into account the nature, scope, and context of processing and the risks to data subjects. Current safeguards include access controls, role-based authorization, encryption of Personal Information in transit and at rest, multi-tenant logical isolation, audit logging, vulnerability management, and regular review of our Sub-processors’ security posture. A summary of our current security measures is available on request.

A.5 Sub-processors

The Customer authorizes us to engage Sub-processors to process Personal Information in Customer Content as set out in Section 8 of the Terms. We will impose written obligations on each Sub-processor that are no less protective than this DPA, and we will be responsible for our Sub-processors’ performance as set out in Section 8 of the Terms.

A.6 Data-Subject Requests

If we receive a request from a data subject to exercise rights under applicable privacy law (such as access, correction, deletion, opt-out, or portability) with respect to Personal Information in Customer Content, we will, where lawful, refer the request to the Customer and reasonably cooperate, at the Customer’s expense, to help the Customer respond. Where the Customer’s administrator has self-service capabilities in the Service to fulfill such requests, those tools constitute reasonable cooperation.

A.7 Security-Incident Notification

We will notify the Customer without undue delay, and in any event within 72 hours, after we become aware of a “Security Incident,” meaning a confirmed unauthorized access to, acquisition of, or disclosure of Personal Information in Customer Content while in our custody or control. Our notification will, to the extent then known, describe the nature of the incident, the categories and approximate volume of Personal Information involved, the likely consequences, and the measures we have taken or propose to take. The Customer is responsible for any notifications it is required to provide to data subjects, regulators, or other third parties.

A.8 Audits and Information

On reasonable written request and no more than once per calendar year (except in the event of a Security Incident or a regulator demand), we will make available to the Customer information reasonably necessary to demonstrate compliance with this DPA, which may take the form of summaries of our security program, recent third-party audit reports (such as SOC 2), and written responses to reasonable security questionnaires. Any on-site audit must be conducted at the Customer’s expense by an independent, mutually agreed auditor under reasonable confidentiality obligations and at a mutually agreed time, and must not unreasonably interfere with our operations.

A.9 Deletion or Return

On termination of the Service, we will delete Personal Information in Customer Content within the period set out in Section 15 of the Terms, except as required by law or retained in routine backup cycles (which remain subject to this DPA until deleted in the ordinary course). On the Customer’s written request before deletion, we will instead return Personal Information in Customer Content in a commercially reasonable format.

A.10 Conflict

In the event of a conflict between this DPA and the body of the Terms with respect to processing of Personal Information in Customer Content, this DPA controls.