Terms of Service

1. Agreeing to these terms

These Terms of Service are a contract between Primo and the business that signs up for the service. "Primo," "we," "us," and "our" mean Primo, based in Las Vegas, Nevada, USA. "You" and "your" mean the business.

You accept these Terms when you create an account, start a pilot, or start a paid subscription. If you accept for a business, you confirm that you have the authority to bind it. The service is for businesses, not for personal or household use.

Our Data Processing Addendum is part of these Terms. Our Privacy Policy explains how we handle personal data. If you sign a separate written agreement with us, such as an order form, that agreement controls where it conflicts with these Terms.

2. Words we use

• "Service" means Primo's website, web app, iOS and Android apps, kiosk mode, and the Primo agent.
• "Primo agent" means the AI agent in the service. Users can chat with it, dictate to it, send it files and photos, and talk to it on live voice calls.
• "Users" means the people you allow to use the service, such as owners, managers, and crew.
• "Customer Data" means the content you and your Users put into the service, including mission answers, photos, messages, uploaded files, and voice call audio and transcripts.
• "Output" means content the service generates for you, such as answers from the Primo agent, summaries, photo reviews, and generated images.

3. Accounts, admins, and kiosk mode

The person who creates your account is its owner. The owner can make other Users admins. Admins manage Users, stores, missions, and settings for your organization.

You are responsible for:

• giving us accurate account information and keeping it current
• everything done under your account, including what your Users do
• keeping passwords and PINs secret, and removing access when someone leaves
• the store tablets you run in kiosk mode, including who can physically reach them

In kiosk mode, crew sign in on a shared store tablet with a 6-digit personal PIN. Each PIN belongs to one person, so tell your crew not to share them. We store PINs only as salted hashes, never in plain text.

If you learn of unauthorized access to your account, email us right away at ryannovak07@gmail.com.

4. The free pilot

A new organization can use the service free for 30 days. Each organization gets one pilot, and you do not need a payment method to start it. If you add a payment method before the pilot ends, your paid subscription begins when the pilot ends. If you do not, your subscription ends with the pilot, and section 15 explains what happens to your data.

We provide the pilot as is, with no commitment about features or availability. We may change the pilot or stop offering it to new organizations at any time.

5. Fees and billing

Primo is priced per store per month, with unlimited Users. You can pay monthly or annually. Current prices and volume discounts are on our pricing page.

• Stripe processes our payments. When you add a payment method, you authorize us to charge it through Stripe at the start of each billing period until you cancel.
• Your fees depend on the number of stores in your subscription, and they change when that number changes.
• Each store includes a fair-use allowance of AI usage, described on the pricing page. If your organization uses more than its allowance in a month, we may route its AI requests to lower-cost models until the allowance resets.
• Fees do not include taxes. You pay any sales, use, value-added, or similar taxes on your purchase, other than taxes on our income.
• We may change prices with at least 30 days' notice. A new price applies from the first billing period that starts after the notice period ends.
• If a payment fails, we will tell you. If the amount stays unpaid, we may suspend the service under section 14.

You can cancel at any time from the billing portal. Cancellation takes effect at the end of the period you have already paid for, and you keep access until then. We do not give refunds or credits for partial periods, except where the law requires them.

6. Your data

You own Customer Data. As between you and us, you also own the Output generated for you.

You give us a worldwide, non-exclusive, royalty-free license to host, copy, process, transmit, and display Customer Data only as needed to:

• provide, secure, and support the service for you
• send content to our subprocessors, including AI providers, to produce the results you ask for
• prevent abuse and comply with the law

This license ends when we delete Customer Data under section 15.

We do not sell Customer Data, and we do not use it to train our own AI models. Our Privacy Policy and DPA explain how we handle the personal data in it.

We may use usage logs and service metrics to run, secure, and improve the service. These record how the service is used, not the content of Customer Data. If you send us feedback, we may use it without any obligation to you.

You confirm that you have the rights you need in the Customer Data you upload, such as SOP binders and manuals. You also confirm that our use of it under these Terms will not violate anyone's rights.

7. Employee data and your notices

Your employees' personal data is part of Customer Data. For that data, you are the controller and we are your processor, as the DPA describes. You decide what goes into the service and how your organization uses the results.

Before your employees use the service, you must:

• tell them that the service collects photos as proof of work, voice call audio and transcripts, chat messages, and performance points and ratings, and that AI reviews some of this content
• give any other notice and get any consent your local law requires, including laws on employee monitoring, biometric and voice data, and call recording
• have a legal basis for the processing where privacy law requires one
• handle your employees' requests about their data, with our help when you need it

Primo does not use facial recognition and does not identify anyone by their face or voice. Proof photos can still show people, so tell your crew to photograph the work, not each other or your guests.

The service is not for children under 13. Minors may use it only as your employees, where local labor law allows, and you are responsible for the rules that apply to them.

Do not put sensitive data into the service, such as health records, government ID numbers, or bank account numbers, unless you need it to run your stores and the law allows it.

8. Acceptable use

You and your Users must not:

• break the law or violate anyone's rights, including privacy and intellectual property rights
• record or photograph people without the notice or consent the law requires
• upload malware, or content that is unlawful, harassing, or sexually explicit
• access accounts, data, or systems without permission, or probe or test our security without our written consent
• disrupt the service or put an unreasonable load on it, including through automated scraping
• use the code-execution feature to mine cryptocurrency, attack other systems, or break out of its sandbox
• use the Primo agent to create content that is illegal, deceptive, or meant to harm others
• resell, sublicense, or copy the service, or reverse engineer it except where the law allows
• use the service to build a competing product

We may remove content or suspend access that breaks these rules, as section 14 describes.

9. AI output

The Primo agent and photo review run on AI models, and AI models make mistakes. Output can be incomplete, out of date, or wrong while sounding confident.

• Check Output before you rely on it. People at your business make the decisions.
• You are responsible for the actions you take based on Output.
• Food safety, health codes, workplace safety, and labor and employment law remain your responsibility. Primo does not replace your food safety plan, your inspections, or legal, HR, or other professional advice.
• Do not use Output, points, or rankings as the only basis for hiring, firing, pay, or discipline. Have a person review the facts first. A photo review can mark good work as incomplete.
• Some laws regulate automated decisions about workers. If they apply to you, you are responsible for following them.

10. Voice calls

Users can talk to the Primo agent on live voice calls and can dictate messages. The service processes call audio to run the conversation and creates a transcript. Call audio and transcripts become part of Customer Data.

Some recording laws require consent from everyone whose conversation is recorded, and a microphone can pick up people nearby who are not using Primo. You must tell your Users that calls are processed and transcribed, and you must meet any recording-consent law that applies to you. Ask Users to make calls away from guests and customers.

11. Third-party services

The service depends on third parties, including Stripe and the subprocessors listed in our Privacy Policy. We are responsible for our subprocessors as the DPA describes. If you download our mobile apps from the Apple App Store or Google Play, the store's terms also apply to that download. We are not responsible for other third-party products or websites that you choose to use with the service.

12. Confidentiality

Each party may receive non-public information from the other, such as Customer Data, non-public pricing, security details, and product plans. The party that receives it will:

• use it only to perform under these Terms
• protect it with at least reasonable care
• share it only with employees, contractors, and subprocessors who need it and who are bound by similar duties

These duties do not cover information that is public through no fault of the receiving party, that it already knew or developed on its own, or that it received lawfully from someone else. A party may disclose information when the law requires it. Where the law allows, that party will tell the other first.

13. Availability and support

We work to keep the service available, but we do not promise a level of uptime unless we agree to one in writing. We may take the service down for maintenance, and we will try to give notice of planned downtime. AI features depend on outside providers and can be slow or unavailable when those providers are.

We may change the service over time. If we remove a major feature you pay for, we will tell you in advance. For support, email ryannovak07@gmail.com.

14. Suspension

We may suspend all or part of your access if:

• an amount you owe is overdue and stays unpaid after we notify you
• your use breaks section 8 or threatens the security of the service or other customers
• the law requires it

When practical, we will notify you before we suspend access. We will limit the suspension to what the problem requires and restore access once the problem is resolved. Suspension does not delete Customer Data.

15. Termination and data export

These Terms last while you have an account. You can end them by canceling your subscription and closing your account. Either party may end them if the other materially breaches them and does not fix the breach within 30 days after written notice. We may end them right away if the law requires it or after serious or repeated violations of section 8.

When your subscription ends:

1. You have 30 days to export your Customer Data.
2. We then delete Customer Data from our production systems within a further 30 days.
3. Copies in our backups roll off within 30 days after that.

We keep billing records as long as tax law requires. Sections 6, 9, and 12, sections 15 through 20, and any obligation to pay fees already owed survive the end of these Terms.

16. Warranties and disclaimers

Each party promises that it has the authority to enter into these Terms.

Except as these Terms state, we provide the service, Output, and the pilot "as is" and "as available." To the extent the law allows, we disclaim all other warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not promise that the service will be uninterrupted or error-free, or that Output will be accurate.

17. Limitation of liability

To the extent the law allows, neither party is liable to the other for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, or goodwill, even if it knew they were possible.

To the extent the law allows, each party's total liability arising out of or relating to these Terms is limited to the fees you paid us for the service in the 12 months before the claim arose.

These limits do not apply to your obligation to pay fees, to either party's obligations under section 18, to fraud, gross negligence, or willful misconduct, or to liability that the law does not allow to be limited.

18. Indemnity

We will defend you against any third-party claim alleging that the service, as we provide it, infringes that third party's intellectual property rights. We will pay the damages finally awarded and any settlement we agree to. This does not cover claims caused by Customer Data, by combining the service with products we did not provide, by changes we did not make, or by use that breaks these Terms. If the service becomes the subject of such a claim, we may modify it, get the rights you need, or end the affected part and refund the fees you prepaid for the period after it ends.

You will defend us against any third-party claim arising from Customer Data, from your or your Users' use of the service in violation of these Terms or the law, or from your failure to give the notices or get the consents that section 7 requires. You will pay the damages finally awarded and any settlement you agree to.

The defended party must promptly tell the defending party about the claim, let it control the defense and settlement, and give reasonable help at the defending party's expense. No settlement may admit fault by the defended party or put obligations on it without its consent.

19. Changes to these terms

We may update these Terms. For material changes, we will give at least 30 days' notice by email to your account owner or in the app before they take effect. Other changes take effect when we post them. The date at the top shows the latest update. If you do not agree to a change, cancel before it takes effect. If you keep using the service after that, you accept the updated Terms.

20. General

• Nevada law governs these Terms, without regard to its conflict-of-laws rules. Any dispute belongs in the state or federal courts in Clark County, Nevada, and each party consents to their jurisdiction.
• We send notices to your account owner's email address. Send notices to us at ryannovak07@gmail.com. Email notices count as written notice.
• Neither party may assign these Terms without the other's consent, except to a successor in a merger, an acquisition, or a sale of all or most of its business or assets.
• Neither party is liable for delays caused by events beyond its reasonable control, such as natural disasters, outages at providers, or labor disputes. This does not excuse payment obligations.
• You will not use the service where United States sanctions or export laws prohibit it.
• The parties are independent contractors. These Terms create no rights for third parties.
• These Terms, the DPA, and any signed agreement with us are the entire agreement between the parties on this subject. If part of these Terms is unenforceable, the rest stays in effect. A failure to enforce a term is not a waiver of it.
• "Including" means "including without limitation."

Send questions about these Terms to ryannovak07@gmail.com.