Terms of Service

Preamble & Acceptance

This Terms of Service Agreement (the "Agreement") is entered into by and between Brian Malone d/b/a Geek Strength ("Service Provider", "Geek Strength", "we", "us", or "our") and the client, entity, or car wash operator identified in an associated Order Form, Statement of Work, or electronic registration ("Client", "Subscriber", or "you").

By executing an Order Form, accessing the Sales Insights Panel, configuring data ingestion feeds, or utilizing any services provided by Geek Strength, Client agrees to be legally bound by all terms, conditions, and provisions set forth herein. Electronic acceptance through the Customer Portal (including checkbox confirmation) constitutes execution of this Agreement.

Section 1: Definitions

1.1 "Platform" or "Services" means the proprietary web-based Sales Insights Panel dashboard, automated data extraction/ETL pipelines, analytics reporting, telemetry displays, scripts, and related technical consulting services provided by Geek Strength.

1.2 "POS System" means the third-party point-of-sale, management, or tunnel controller software operated by Client (including, but not limited to, SiteWatch, DRB Systems, NXT, or ICS).

1.3 "Client Data" means all raw operational, transactional, car count, retail sales, and membership data extracted or transmitted from Client's POS System.

1.4 "Order Form" means any written order schedule, invoice, proposal, or online signup specifying the sites covered, recurring subscription fees, and deployment details.

1.5 "Authorized Users" means employees, managers, customer service advisors (CSAs), and contractors authorized by Client to access the Platform under Client's account.

Section 2: Services & License Grant

2.1 Subscription License: Subject to the terms of this Agreement and timely payment of fees, Geek Strength grants Client a non-exclusive, non-transferable (except as permitted under Section 11), revocable, limited license to access and use the Platform solely for Client's internal business operations across the specific sites designated in the Order Form.

2.2 Restrictions: Client shall not: (a) reverse engineer, decompile, disassemble, or derive source code from the Platform or automated scripts; (b) resell, sublicense, rent, lease, or provide bureau/timesharing services using the Platform; (c) bypass security controls, rate limits, or authentication mechanisms; or (d) use the Platform to build a competitive product or service.

2.3 Modifications & Updates: Geek Strength reserves the right to enhance, upgrade, modify, or update features of the Platform periodically to improve system stability, visual aesthetics, or performance.

Section 3: Client Obligations & POS Access

3.1 System Access & Credentials: Client agrees to provide Geek Strength with the necessary network, database, API, and/or read-only access credentials required to interface with Client's POS System and automate data feeds.

3.2 Authority: Client represents and warrants that it owns or possesses all necessary legal rights, permissions, and licenses to grant Geek Strength access to its POS Systems and underlying data streams.

3.3 Infrastructure: Client remains solely responsible for maintaining its local network hardware, internet connectivity, tunnel POS integrity, and on-site display devices (e.g., tablets, booth screens, office monitors).

Section 4: Fees, Billing & Payment

4.1 Subscription Fees: Client shall pay the recurring software-as-a-service and support fees set forth in the applicable Order Form (typically structured as a monthly per-site rate).

4.2 Invoicing & Due Dates: Fees are billed in advance on a recurring monthly cycle. Invoices are due within fifteen (15) days of the invoice date or processed automatically via recurring payment authorization (e.g., credit card, ACH, or bank transfer).

4.3 Late Payments & Suspension: Any unpaid balances past due thirty (30) days may accrue interest at the rate of 1.5% per month (or the maximum permitted by Texas law). Geek Strength reserves the right to suspend data feeds and Platform access for accounts delinquent beyond thirty (30) days upon five (5) business days' prior notice.

4.4 Taxes: All fees are exclusive of applicable federal, state, or local sales and use taxes, which shall be the responsibility of the Client where applicable.

Section 5: Intellectual Property & Data Rights

5.1 Geek Strength IP: Geek Strength exclusively retains all worldwide right, title, and interest in and to the Platform, data extraction routines, backend code, user interface designs, telemetry logic, algorithms, and documentation.

5.2 Client Data Ownership: Client exclusively retains all rights, title, and interest in and to all raw Client Data.

5.3 Data License: Client grants Geek Strength a non-exclusive, worldwide, royalty-free license to access, ingest, process, host, cache, and display Client Data solely to provide, maintain, and support the Services. Geek Strength may compile anonymized, aggregated statistical benchmarks that do not identify Client, its sites, or any individual.

Section 6: Confidentiality & Data Security

6.1 Confidential Information: Each party agrees to protect the other party's proprietary technical, financial, and operational information with the same standard of care it uses to protect its own confidential information (and not less than a reasonable standard).

6.2 Security Measures: Geek Strength implements reasonable administrative and technical safeguards designed to protect the security and integrity of data transmissions and stored database records.

Section 7: Service Availability & Support

7.1 Service Standard: Geek Strength will use commercially reasonable efforts to ensure continuous, reliable operation of data sync pipelines and dashboard availability.

7.2 Downtime Exclusions: Client acknowledges that data synchronization relies on third-party factors outside Geek Strength's direct control, including internet service providers, local site power, and third-party POS server availability.

7.3 Technical Support: Geek Strength provides remote technical support via askageek@geekstrength.com and designated operational channels during standard business hours.

Section 8: Term, Termination & Suspension

8.1 Term: This Agreement commences on the Effective Date and continues on a month-to-month basis until terminated.

8.2 Termination for Convenience: Either party may terminate this Agreement or any individual site subscription by providing thirty (30) days' prior written or electronic notice to the other party. Cancellation through the Stripe billing portal or written notice to Geek Strength constitutes valid notice under this section.

8.3 Termination for Cause: Either party may terminate immediately upon written notice if the other party materially breaches this Agreement and fails to cure such breach within fifteen (15) days of receipt of written notice.

8.4 Effect of Termination: Upon termination, Client's access license ceases, data synchronization pipelines are disabled, and Client shall pay all outstanding accrued fees through the effective date of termination.

Section 9: Disclaimer of Warranties

EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE SERVICES, PLATFORM, AUTOMATED SCRIPTS, AND DASHBOARDS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. GEEK STRENGTH DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

Section 10: Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL GEEK STRENGTH BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE USE OF THE SERVICES.

IN NO EVENT SHALL GEEK STRENGTH'S TOTAL CUMULATIVE LIABILITY EXCEED THE TOTAL AMOUNT OF SUBSCRIPTION FEES ACTUALLY PAID BY CLIENT DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE INCIDENT GIVING RISE TO LIABILITY.

Section 11: Assignment

Service Provider may assign this Agreement to a successor entity (including Geek Strength LLC) upon notice to Client. Client may not assign without prior written consent except in connection with a merger, acquisition, or sale of substantially all operating assets.

Section 12: Governing Law

This Agreement is governed by the laws of the State of Texas. Disputes shall be brought exclusively in the state or federal courts located in Ellis County, Texas. The parties agree to attempt informal resolution for at least thirty (30) days before formal proceedings.

Section 13: Miscellaneous

The parties are independent contractors. This Agreement, together with any Order Forms, constitutes the entire agreement. Invalid provisions shall be enforced to the maximum extent permissible. This Agreement may be executed electronically, including via click-through acceptance in the Customer Portal.