Terms of Service

1. Parties and subject matter

1.1 These Terms govern access to and use of the Eskadia platform (the “Platform”), provided by ESKADIA SOLUTIONS, S.L., tax ID B26857110, with registered office at C/ Los Martínez de Escobar, 37, 1º B — 35007 Las Palmas de Gran Canaria (España) (“Eskadia”), to the organisation that uses it (“the Customer”) and to the people the Customer gives access to (“the Users”).

1.2 The Platform is a business management service delivered as software as a service, accessible through a browser (app.eskadia.com) and through mobile applications for iOS and Android. No copy of the software is delivered and nothing is installed on the Customer's systems, other than the mobile applications on the Users' devices.

1.3 The Privacy Policy, the “Use of artificial intelligence” document and, for the Customer, the Data Processing Agreement form part of these Terms.

2. Acceptance and capacity

2.1 These Terms are expressly accepted when registering an organisation, when joining an existing one by invitation and, when a new version with substantial changes is published, on the acceptance screen shown on access through the web or the application.

2.2 Whoever registers an organisation declares that they have capacity to bind it and accepts the Data Processing Agreement on its behalf. Whoever joins by invitation accepts these Terms and the Privacy Policy.

2.3 Eskadia keeps a record of the version accepted by each User, with the date, IP address, user agent and the language in which it was shown.

2.4 The Platform is not directed at minors. The Customer shall not create accounts for people under 18 nor upload their data except on a sufficient legal basis and with the safeguards required by applicable law.

3. Accounts, roles and credentials

3.1 Each organisation has a space logically isolated from the rest.

3.2 The Customer administers its Users and assigns them a role, which determines their level of access, and is responsible for the roles assigned being appropriate.

3.3 Credentials are personal and non-transferable. The Customer is answerable for what is done from its organisation's accounts and shall report any unauthorised access it becomes aware of without undue delay.

3.4 Eskadia makes two-factor authentication available and expressly recommends enabling it on all accounts, particularly owner and administrator accounts. It is for the Customer to decide whether to require it.

3.5 Access is possible with email and password or, where the Customer allows it, with a Google or Apple account. Signing in with those accounts only identifies the User: it does not by itself create an account with access to an organisation, which always requires an invitation from the Customer.

3.6 Signing out ends the session on that device. To end them all, the User can change their password; the Customer can revoke a User's access at any time.

4. Licence of use

4.1 Eskadia grants the Customer and its Users a limited, non-exclusive, non-transferable, non-sublicensable and revocable right to use the Platform, for the term of the contract and for the Customer's internal purposes.

4.2 The licence does not entail a sale or assignment of the software, nor any right to its source code, nor to exploit it against third parties or provide services with it to third parties outside the organisation.

5. Intellectual property

5.1 The Platform, its code, architecture, design, interfaces, trade marks and documentation belong to Eskadia.

5.2 The data and content the Customer enters is the Customer's. Eskadia acquires no right over it beyond what is necessary to provide the service under the Data Processing Agreement.

5.3 AI output. Content generated by the AI features from the Customer's data belongs to the Customer to the extent the law allows. Eskadia claims no rights over it.

5.4 Suggestions. Eskadia may freely incorporate into the product any ideas or improvement suggestions the Customer sends, without this entailing any transfer of data or confidential information.

5.5 Reference customer. Eskadia will cite the Customer's name or logo as a commercial reference only with its prior written authorisation, revocable at any time.

6. Personal data

6.1 The personal data the Customer uploads to the Platform is processed under the Data Processing Agreement: the Customer is the Controller and Eskadia the Processor.

6.2 Data relating to the Customer's and its Users' accounts, for which Eskadia is the Controller, is processed under the Privacy Policy.

6.3 Eskadia does not use the Customer's data for its own purposes, does not sell it, does not disclose it to third parties other than the declared sub-processors, and does not use it —nor allow it to be used— to train artificial intelligence models.

7. Customer obligations

7.1 Legal basis. The Customer warrants that it has a legal basis to process and upload to the Platform the personal data it loads, that it has informed the data subjects and that it can demonstrate this.

7.2 Commercial communications. The Customer is solely responsible for the communications it sends from the Platform and, in particular, undertakes to:

1. have the consent or authorisation required by the recipient's law (art. 21 LSSI in Spain; Act 2300 of 2023 in Colombia; CAN-SPAM and TCPA in the USA; among others);
2. check the applicable advertising opt-out registers, including the Spanish Lista Robinson where the sending relies on legitimate interest (art. 23.4 LOPDGDD);
3. respect, for recipients in Colombia, the time windows, frequency limits and the prohibition on contacting on Sundays and public holidays under Act 2300 of 2023;
4. handle unsubscribe and objection requests received outside the Platform.

7.3 Email tracking. The Customer acknowledges that tracking opens and clicks may require the recipient's consent in certain jurisdictions and will obtain it if it enables the feature.

7.4 Employee geolocation. If the Customer requires location on clock-in or on trip events, it is responsible for informing its employees, for obtaining their authorisation where the law requires it, and for the proportionality of the measure under applicable employment law (in Spain, art. 90 LOPDGDD and art. 20 bis of the Workers' Statute). Eskadia provides the mechanism for information, consent and evidence, and only takes the location at the moment of the clock-in or the event, never continuously.

7.5 Forms, chat and public portals. The Customer is responsible for the privacy information and the consent shown to visitors of its forms, its web chat, its booking page and its portals.

7.6 Artificial intelligence. The Customer shall use the AI features in accordance with the “Use of artificial intelligence” document and, in particular:

1. shall review the output before acting on it;
2. shall not use it as the sole basis for decisions with legal or similarly significant effects on people, nor for decisions on employment (recruitment, promotion, dismissal, performance appraisal), credit, housing, insurance, education or access to essential services;
3. shall not use it to recognise employees' emotions nor for any practice prohibited by article 5 of Regulation (EU) 2024/1689;
4. shall inform people interacting with the web chat that they are talking to an AI (the Platform shows this by default and the Customer shall not disable it);
5. if it connects its own AI provider, that provider is a sub-processor of the Customer, chosen and contracted by it.

7.7 Special categories. The Customer shall not upload data concerning health, biometrics, racial or ethnic origin, political opinions, religious beliefs, trade union membership, sex life or sexual orientation, or criminal records, without a legal basis for it. Medical absence certificates shall be uploaded only to the extent necessary to evidence the absence.

7.8 Connected mailboxes. The Customer shall connect only corporate mailboxes of its organisation and warrants that it may do so.

7.9 The Customer shall keep its contact and billing details up to date.

8. Acceptable use

8.1 The following is prohibited:

1. sending commercial communications to anyone who has not authorised them;
2. attempting to access information belonging to other organisations or circumventing the isolation or security controls;
3. decompiling, disassembling or reverse engineering the software, except to the extent the law allows despite this prohibition;
4. subjecting the Platform to loads that degrade the service, or carrying out penetration testing without prior written authorisation;
5. reselling access or providing services to third parties outside the organisation;
6. using the Platform or its AI features for unlawful activities, to generate misleading content about real people, or to impersonate people;
7. uploading malicious software.

8.2 Breach entitles Eskadia to suspend access in accordance with §12.

9. Availability and support

9.1 Eskadia will use reasonable efforts, in line with the state of the art, to keep the Platform available. It does not undertake an availability commitment expressed as a percentage. Once there is measurement with a publishable history, it will publish a service level agreement.

9.2 Maintenance interruptions will be announced with reasonable notice where possible.

9.3 Support: support@eskadia.com, during Spanish business hours and in order of arrival.

9.4 Features identified as beta are provided without warranty and may change or be withdrawn without notice.

10. Warranties

10.1 The Platform is provided as is. Eskadia does not warrant uninterrupted or error-free operation, nor its fitness for a purpose other than the one described, without prejudice to the warranties the law grants to consumers.

10.2 AI output. AI features produce probabilistic output that may be inaccurate, incomplete or inappropriate. It is indicative: the Customer must review it before using it and decides under its own responsibility. Eskadia does not warrant its accuracy.

10.3 Eskadia does not warrant the operation of integrated third-party services (email, calendars, messaging, the Customer's AI providers) and is not liable for their interruption or change.

11. Liability

11.1 Eskadia is liable for direct damage caused by a breach attributable to it.

11.2 Eskadia is not liable for loss of profit, loss of opportunity, reputational harm, indirect damage or loss of data attributable to the Customer or its Users.

11.3 Cap. Eskadia's total aggregate liability to the Customer shall not exceed the greater of: (a) the amounts paid by the Customer in the twelve months preceding the event, or (b) five thousand euros (EUR 5,000).

11.4 The above limits do not apply to: wilful misconduct or gross negligence; damage to life or physical integrity; infringement of the other party's intellectual property rights; amounts Eskadia must pay to a data subject under art. 82 GDPR or an equivalent rule; the Customer's payment obligations; or liability that cannot be limited under applicable law.

11.5 Indemnity. The Customer shall hold Eskadia harmless against claims, penalties and reasonable costs, including defence fees, arising from: (a) the absence of a legal basis for the data it uploads; (b) the communications it sends; (c) breach of §7 or §8; (d) the content of its public portals and forms. Eskadia shall notify the claim without undue delay; the Customer may take over the defence with counsel of its choice; neither party shall settle without the other's consent; and the indemnity does not apply to the extent the claim arises from a breach by Eskadia.

11.6 Force majeure. Neither party is liable for breach due to causes beyond its reasonable control, including outages of infrastructure or telecommunications providers.

12. Term, suspension and termination

12.1 The contract remains in force while the Customer has an active organisation.

12.2 Suspension. Eskadia may suspend access, notifying the Customer, in the event of non-payment, use contrary to §7 or §8, demonstrated security risk or a request from a competent authority. The suspension is lifted when the cause ceases. If Eskadia establishes that the Customer processes data without a legal basis, it shall notify it in writing and give it fifteen (15) days to remedy it; failing that, it may suspend the affected feature and, if the situation persists, terminate the contract, with the Customer retaining the right to export its data.

12.3 The Customer may terminate at any time from the Platform or by writing to support@eskadia.com.

12.4 After termination, the Customer has thirty (30) calendar days to export its data. It is then deleted in accordance with the Data Processing Agreement, except data that must be retained by legal obligation, data needed for claims (blocked until the limitation period expires) and the suppression lists, which are kept so as not to contact again anyone who objected.

12.5 §5, §10, §11, §13, §15 and §16 survive termination.

13. Confidentiality

Each party shall keep confidential the other's information it learns through the contract and shall not use it for any other purpose, during the term and for three (3) years thereafter; information that is a trade secret (Spanish Act 1/2019), for as long as it remains one.

14. Price and billing

14.1 Access to the Platform is free, with no limit on users or contacts and with no payment method, for no fixed period, which does not amount to a commitment of perpetual free access. Consumption add-ons —AI credits and bulk email sending above the free allowance— are chargeable at the price published on eskadia.com at the time of purchase.

14.2 Each add-on is a one-off purchase, with no renewal and no minimum term. Credits do not expire.

14.3 The email the Platform needs in order to work (alerts and notifications) is always free and does not consume the allowance.

14.4 WhatsApp, SMS and other third-party channels are contracted and paid for by the Customer directly with its provider.

14.5 Prices are stated exclusive of indirect taxes, which will be added where applicable. If the User is a consumer, the final price including taxes will be shown before payment.

14.6 A price change does not affect credits already purchased.

14.7 Eskadia may stop offering the Platform free of charge or limit what is included, giving thirty (30) days' notice; within that period the Customer may export its data and terminate at no cost.

14.8 In bespoke agreements invoiced in arrears, the payment term is thirty (30) days; persistent non-payment fifteen (15) days after notice allows the suspension under §12.2.

14.9 Unused credits are refunded if requested within fourteen (14) calendar days of purchase, without prejudice to the consumer's right of withdrawal.

15. Changes to these Terms

15.1 Eskadia may amend these Terms. Substantial changes will be notified at least fifteen (15) days in advance and fresh express acceptance will be requested on access, through the web or the application.

15.2 If the Customer does not accept the new version, it may terminate the contract without penalty under §12.3.

16. Governing law and jurisdiction

16.1 These Terms are governed by Spanish law. The parties submit to the courts of Las Palmas de Gran Canaria.

16.2 The foregoing does not displace the mandatory data protection, employment or other rules applicable to each person according to their country.

16.3 Consumers. If the User qualifies as a consumer, the courts of their domicile are competent and the mandatory consumer protection rules of their country of residence apply and prevail over these Terms.

16.4 The Customer shall not assign its position without Eskadia's written authorisation; Eskadia may assign it in corporate restructurings, notifying the Customer.

16.5 The invalidity of one clause does not affect the others. These Terms, together with the documents in §1.3, are the entire agreement between the parties.

16.6 They are published in Spanish and English. In the event of discrepancy, the Spanish version prevails.

17. Mobile applications

17.1 Distribution. The applications are distributed on the App Store and Google Play. Their download and use are also subject to the terms of the store they are obtained from.

17.2 End user licence. These Terms are the end user licence for the applications. The licence is the one in §4, limited to devices the User owns or controls and in accordance with the store's usage rules.

17.3 Apple. With respect to the iOS application: these Terms are concluded between the User and Eskadia, not with Apple Inc.; Eskadia, and not Apple, is solely responsible for the application and its content. Apple has no obligation whatsoever to provide maintenance or support. If the application fails to conform to any applicable warranty, the User may notify Apple, which will refund, where appropriate, the purchase price paid for the application; to the maximum extent permitted by law, Apple will have no other warranty obligation. Eskadia, and not Apple, will address any claim by the User or a third party relating to the application, including product liability claims, claims of failure to comply with legal or regulatory requirements, consumer protection or privacy claims, and third-party intellectual property infringement claims. Apple and its subsidiaries are third-party beneficiaries of these Terms and, upon acceptance, Apple may enforce them against the User as such.

17.4 Export rules. The User represents that they are not located in a country subject to a United States Government embargo or designated by it as a terrorist-supporting country, and that they are not on any prohibited or restricted party list of that Government.

17.5 Device permissions. The applications only request the permissions needed for the features the Customer has enabled, and always at the moment of use: location (on clock-in and on trip events, if the organisation requires it), camera and photos (to attach receipts and delivery photos) and notifications. They can be revoked from the device settings; doing so disables the feature, not access.

17.6 Account deletion. From the application (My account → Delete my account) and from app.eskadia.com/account-deletion, without signing in, in accordance with the Privacy Policy.

17.7 Updates. Eskadia may publish updates; versions that are not updated may stop working when changes to the Platform or to the operating system make it necessary.

17.8 Contact about the applications: support@eskadia.com · ESKADIA SOLUTIONS, S.L., C/ Los Martínez de Escobar, 37, 1º B — 35007 Las Palmas de Gran Canaria (España).