Chronos Timekeeping — Terms of Service & End User License Agreement

Effective Date: June 13, 2026 Last Updated: June 13, 2026

PLAIN-LANGUAGE SUMMARY (not part of the contract): Chronos is provided "as is." It estimates how you spend time by watching which files and windows are open; those estimates can be wrong, and you are responsible for verifying any time entry before you bill, invoice, certify, or rely on it. If you use Chronos to monitor anyone other than yourself, you must get their consent and obey all monitoring/privacy laws. Disputes are resolved in Florida by arbitration, our liability is capped, and you can cancel anytime (renewals are not refunded for the period already started). The binding terms are below.

0. IMPORTANT — PLEASE READ

THESE TERMS OF SERVICE AND END USER LICENSE AGREEMENT (THIS "AGREEMENT") ARE A LEGALLY BINDING CONTRACT BETWEEN YOU ("YOU," "YOUR," "USER," OR "CUSTOMER") AND THE PROVIDER IDENTIFIED IN SECTION 1 ("PROVIDER," "WE," "US," OR "OUR"). BY DOWNLOADING, INSTALLING, ACCESSING, OR USING THE SOFTWARE OR SERVICE, OR BY CLICKING "I AGREE," YOU ACCEPT THIS AGREEMENT IN FULL. IF YOU DO NOT AGREE, DO NOT DOWNLOAD, INSTALL, OR USE THE SOFTWARE OR SERVICE.

SECTION 14 CONTAINS A BINDING ARBITRATION PROVISION, A CLASS-ACTION WAIVER, AND A JURY- TRIAL WAIVER THAT AFFECT YOUR LEGAL RIGHTS. SECTIONS 11 AND 12 LIMIT OUR LIABILITY AND DISCLAIM WARRANTIES. PLEASE READ THEM CAREFULLY.

1. The Parties

The Provider is Jordan P. Ehrig, Sr., an individual sole proprietor doing business as "Chronos" and "Chronos Timekeeping," located in the State of Florida, United States (contact: legal@chronos-timekeeping.com; https://chronos-timekeeping.com).

[ACTION ITEM — replace before publishing] If and when you form a limited liability company (strongly recommended — see the note at the end of this file), replace the line above with: "the Provider is [Chronos Timekeeping LLC], a Florida limited liability company." The liability protections in this Agreement run to the contracting entity; the entity should be the LLC, not you personally.

2. Definitions

3. Eligibility and Authority

You represent that you are at least 18 years old and able to form a binding contract. If you use the Service on behalf of a company or other organization, you represent that you have authority to bind that organization to this Agreement, in which case "You" and "Customer" refer to that organization. The Service is not directed to children under 13, and we do not knowingly collect personal information from them.

4. License Grant

Subject to your compliance with this Agreement and (for paid features) payment of all fees, Provider grants you a limited, revocable, non-exclusive, non-transferable, non- sublicensable license to install and use the Software, in object-code form only, on devices you own or control, solely for your internal business or personal use, and only for the duration of an active Subscription (or, for any one-time or perpetual license offered, for the scope stated in your Order). All rights not expressly granted are reserved by Provider. The Software is licensed, not sold. Provider and its licensors retain all right, title, and interest in and to the Software and Service.

Note: Aspects of the Software (including handle-enumeration file detection) are the subject of one or more pending patent applications. No license to any patent, except the limited right to use the Software as delivered, is granted.

5. License Restrictions

You will not, and will not permit any third party to:

  1. copy, modify, translate, or create derivative works of the Software, except as expressly permitted by this Agreement or by non-waivable applicable law;
  2. reverse engineer, decompile, or disassemble the Software, or attempt to derive its source code, except to the limited extent applicable law expressly permits despite this limitation, and only after you first request interoperability information from us in writing;
  3. rent, lease, lend, sell, sublicense, distribute, host as a service bureau, or otherwise make the Software available to any third party, except as expressly authorized;
  4. remove, alter, or obscure any proprietary notices, license keys, or attributions;
  5. circumvent, disable, or interfere with license enforcement, activation, usage metering, security, or telemetry features;
  6. use the Software to develop, train, or benchmark a competing product or service, or copy its features or user interface;
  7. use the Software in any manner that violates Section 6 (Acceptable Use) or any applicable law; or
  8. exceed the seat, device, or usage limits stated in your Order.

6. Acceptable Use, Monitoring, and Consent (IMPORTANT)

The Software detects active windows and enumerates open file handles and file paths to classify how time is spent. You acknowledge that this is monitoring functionality and agree to the following as a material condition of your license:

  1. Your sole responsibility. You are solely responsible for how you deploy and use the Software and for ensuring that such use is lawful in every jurisdiction where it occurs.
  1. Consent and notice for Monitored Persons. If you use the Software to observe, record, or classify the activity, files, or work of any Monitored Person (for example, employees, contractors, or other users of a shared or managed device), you represent and warrant that you have obtained, and will maintain, all consents, authorizations, and notices required by applicable law before any such monitoring occurs.
  1. Compliance with monitoring and privacy laws. You are responsible for compliance with all laws governing your use, which may include, without limitation, the federal Electronic Communications Privacy Act (ECPA) and Computer Fraud and Abuse Act (CFAA); state wiretap and electronic-surveillance statutes (including Florida's Security of Communications Act, Fla. Stat. ch. 934, and the "all-party consent" rules of Florida and similar states); workplace- and employee-monitoring statutes and notice requirements; and data-protection laws such as the CCPA/CPRA, other U.S. state privacy laws, and, where applicable, the GDPR. For data concerning Monitored Persons, you are the data controller; Provider is not.
  1. Prohibited uses. You will not use the Software for stalking, covert surveillance of individuals without a lawful basis, harassment, unauthorized access to any device or account, or any unlawful, infringing, or harmful purpose.
  1. No advice; you indemnify us. We do not advise you on whether your specific deployment is lawful. You will defend, indemnify, and hold us harmless from any claim arising out of your monitoring of, or collection of data about, any Monitored Person, as further provided in Section 13.

7. Accounts and Security

You are responsible for maintaining the confidentiality of any account credentials and license keys and for all activity under your account. Notify us promptly at legal@chronos-timekeeping.com of any unauthorized use. We may suspend or terminate access if we reasonably believe your account is compromised or used in violation of this Agreement.

8. Fees, Subscriptions, Billing, and Renewals

  1. Payment processor. Paid features are billed through Stripe, our third-party payment processor. By subscribing, you also agree to Stripe's terms. We do not receive or store full payment-card numbers; payment data is handled by Stripe.
  1. Subscription and authorization to charge. Subscriptions are sold on a recurring basis (e.g., monthly or annually) as shown at checkout. You authorize us and Stripe to charge your selected payment method the then-current fees, plus applicable taxes, on each renewal date until you cancel.
  1. Automatic renewal. YOUR SUBSCRIPTION RENEWS AUTOMATICALLY at the end of each billing period for a successive period of the same length, at the then-current price, unless you cancel before the renewal date. We will provide any renewal reminders and cancellation instructions required by applicable law (including automatic-renewal laws in states such as California).
  1. Cancellation. You may cancel at any time through your account settings or by emailing legal@chronos-timekeeping.com. Cancellation takes effect at the end of the current paid period; you retain access until then.
  1. No refunds. Except where required by non-waivable law, all fees are non-refundable, and we do not provide refunds or credits for partial periods, unused time, or features not used. This does not affect any statutory right of withdrawal you may have as a consumer in your jurisdiction.
  1. Free trials and free tiers. If we offer a free trial or free tier, it is provided "as is" with no warranty, may be modified or discontinued at any time, and (for trials) will convert to a paid Subscription unless you cancel before the trial ends.
  1. Price changes. We may change prices. Changes apply to the next billing period after we give you reasonable advance notice; your continued use after the change takes effect is acceptance of the new price.
  1. Taxes. Fees are exclusive of taxes. You are responsible for all sales, use, VAT, and similar taxes, excluding taxes on our net income.
  1. Late payment and chargebacks. If a charge fails or is reversed, we may suspend or terminate your access. Initiating a chargeback without first contacting us is a breach of this Agreement, and we may dispute it and recover related costs.

9. Term and Termination

This Agreement applies while you use the Service. We may suspend or terminate your access and licenses immediately if you breach this Agreement, fail to pay, or use the Service unlawfully. You may stop using the Service and uninstall the Software at any time. On termination: (a) your licenses end and you must cease use; (b) you may, where technically feasible, export your Time Data for a reasonable period before deletion; and (c) Sections 5, 6.5, 8.5, 9, 10–17 survive.

10. Intellectual Property; Feedback

As between the parties, Provider owns all right, title, and interest in the Software, Service, trademarks, and all related intellectual property. You own your Time Data and content. You grant us a limited license to process your Time Data solely to provide, secure, and improve the Service, as described in the Privacy Policy. If you give us suggestions or feedback, you grant us a perpetual, irrevocable, royalty-free license to use it without restriction or obligation.

11. Third-Party Components

The Software may install, invoke, or rely on third-party software and components (for example, Microsoft Sysinternals handle.exe on Windows, operating-system APIs, and open-source libraries), each provided under its own license and by its own provider. We do not warrant and are not responsible for third-party components, and your use of them is governed by their respective terms. You are responsible for obtaining and complying with any third-party license (including downloading Sysinternals tools from their official source where required).

12. Disclaimer of Warranties

THE SOFTWARE AND SERVICE ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROVIDER DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

WITHOUT LIMITING THE FOREGOING, PROVIDER DOES NOT WARRANT THAT: (a) THE SOFTWARE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE; (b) FILE DETECTION, PROJECT CLASSIFICATION, TIME ENTRIES, DURATIONS, OR AI-GENERATED HOUR ESTIMATES WILL BE ACCURATE, COMPLETE, OR SUITABLE FOR BILLING, INVOICING, PAYROLL, TAX, LEGAL, OR EVIDENTIARY USE; OR (c) ANY DEFECTS WILL BE CORRECTED. ANY ACCURACY FIGURES (INCLUDING "95%+") ARE GENERAL ENGINEERING ESTIMATES, NOT A WARRANTY OR GUARANTEE OF PERFORMANCE IN YOUR ENVIRONMENT.

YOU ARE SOLELY RESPONSIBLE FOR REVIEWING AND VERIFYING ALL TIME DATA BEFORE RELYING ON IT FOR ANY PURPOSE. The standalone DISCLAIMER.md is incorporated into this Agreement by reference. Some jurisdictions do not allow the exclusion of certain implied warranties, so some of the above exclusions may not apply to you; in that case such warranties are limited to the minimum scope and shortest duration permitted by law.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

  1. No indirect damages. IN NO EVENT WILL PROVIDER BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOST PROFITS, LOST REVENUE, LOST OR INACCURATE TIME DATA, LOST BILLINGS, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
  1. Liability cap. PROVIDER'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICE WILL NOT EXCEED THE GREATER OF (a) THE TOTAL FEES YOU ACTUALLY PAID TO PROVIDER FOR THE SERVICE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (b) ONE HUNDRED U.S. DOLLARS (US$100).
  1. Basis of the bargain. THESE LIMITATIONS ARE A FUNDAMENTAL BASIS OF THE BARGAIN AND APPLY EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
  1. Consumer carve-out. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES (FOR EXAMPLE, LIABILITY FOR GROSS NEGLIGENCE, WILLFUL MISCONDUCT, FRAUD, PERSONAL INJURY, OR CERTAIN CONSUMER CLAIMS). NOTHING IN THIS AGREEMENT LIMITS LIABILITY THAT CANNOT LAWFULLY BE LIMITED, AND THE LIMITATIONS ABOVE APPLY ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW.

14. Indemnification

You will defend, indemnify, and hold harmless Provider and its affiliates, licensors, and service providers from and against any third-party claims, demands, losses, liabilities, damages, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the Service; (b) your Time Data or content; (c) your monitoring of, or collection or processing of data about, any Monitored Person; (d) your violation of this Agreement or any law; or (e) your violation of any third party's rights. We may assume the exclusive defense of any matter subject to indemnification, in which case you will cooperate with us.

15. Dispute Resolution; Governing Law; Arbitration; Class Waiver

Please read this Section carefully — it affects how disputes are resolved.

  1. Governing law. This Agreement is governed by the laws of the State of Florida and applicable U.S. federal law, without regard to conflict-of-laws rules. The U.N. Convention on Contracts for the International Sale of Goods does not apply.
  1. Informal resolution first. Before starting an arbitration or lawsuit, you agree to first contact us at legal@chronos-timekeeping.com and attempt to resolve the dispute informally for at least thirty (30) days.
  1. Binding arbitration. Except as provided in Sections 15.5–15.6, any dispute, claim, or controversy arising out of or relating to this Agreement or the Service will be resolved by final and binding arbitration administered by the American Arbitration Association (AAA) under its applicable rules (the Consumer Arbitration Rules where you are a consumer). The arbitration will be seated in [COUNTY] County, Florida, or, for consumers, conducted by telephone, video, or written submissions, or in the county of your residence, as the AAA rules allow. The arbitrator's award may be entered in any court of competent jurisdiction. The Federal Arbitration Act governs the interpretation and enforcement of this Section.
  1. Class-action and jury waiver. DISPUTES WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT AS A CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION. YOU AND PROVIDER EACH WAIVE THE RIGHT TO A JURY TRIAL. If the class-action waiver is found unenforceable as to a particular claim, that claim (and only that claim) will be severed and may proceed in court.
  1. Small-claims exception. Either party may bring an individual claim in small-claims court if it qualifies.
  1. Injunctive relief / IP. Either party may seek injunctive or equitable relief in a court of competent jurisdiction in Florida to protect its intellectual property or confidential information.
  1. 30-day right to opt out of arbitration. You may opt out of Sections 15.3–15.4 by emailing legal@chronos-timekeeping.com within thirty (30) days of first accepting this Agreement, stating your name and intent to opt out. If you opt out, disputes will be resolved in the state or federal courts located in [COUNTY] County, Florida, and you and Provider consent to personal jurisdiction and venue there.
  1. Time limit. To the extent permitted by law, any claim must be filed within one (1) year after it arises, or it is permanently barred.

16. Changes to the Service and to These Terms

We may modify, suspend, or discontinue any part of the Service at any time. We may also update this Agreement; if we make material changes, we will provide reasonable notice (for example, by posting the updated terms with a new "Last Updated" date or by email). Your continued use after changes take effect constitutes acceptance. If you do not agree, stop using the Service.

17. General

  1. Export and sanctions compliance. You will comply with all applicable export-control and sanctions laws and will not use the Service if you are barred from doing so under U.S. law.
  2. U.S. Government users. The Software is "commercial computer software" provided with restricted rights under FAR 12.212 and DFARS 227.7202.
  3. Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control.
  4. Assignment. You may not assign this Agreement without our consent; we may assign it in connection with a merger, acquisition, or sale of assets.
  5. Severability. If any provision is unenforceable, the rest remains in effect, and the unenforceable provision is modified to the minimum extent necessary to make it enforceable.
  6. No waiver. Our failure to enforce a provision is not a waiver.
  7. Entire agreement. This Agreement, together with the DISCLAIMER.md, PRIVACY_POLICY.md, and any Order, is the entire agreement between the parties and supersedes all prior understandings on its subject matter. Any conflicting or additional terms in your purchase documents are rejected.
  8. Electronic communications and signatures. You consent to receive communications electronically and agree that electronic acceptance has the same effect as a handwritten signature.
  9. Notices. Legal notices to Provider: legal@chronos-timekeeping.com. Notices to you may be sent to the email or account on file.
  10. Relationship. The parties are independent contractors; this Agreement creates no partnership, agency, or employment relationship.

18. Contact

Questions about this Agreement: legal@chronos-timekeeping.com · https://chronos-timekeeping.com

This document is a template for the Chronos Timekeeping product. It is not legal advice. It should be reviewed and finalized by a licensed Florida attorney before publication, and the bracketed placeholders ([COUNTY], entity name, etc.) must be completed. Forming a single-member LLC and contracting through that entity — rather than as an individual sole proprietor — is the primary way to shield personal assets; this Agreement limits the size of claims but cannot, by itself, create that corporate shield.