Important Notice — Please Read Carefully

These Terms of Service constitute a legally binding agreement between you and Grupo Elite Work. By accessing, registering for, or using the Platform, you expressly acknowledge that you have read, understood, and agreed to be bound by these Terms in their entirety, including the mandatory binding arbitration provision, the class action waiver, the jury trial waiver, and the limitation of liability clauses set forth herein.

If you do not agree to any portion of these Terms, you must not access or use the Platform. Your continued use of the Platform after any modification to these Terms constitutes your acceptance of the modified Terms.

Bilingual Notice: This Agreement is executed in English. A Spanish summary may be provided for convenience only. In the event of any conflict, the English version shall prevail and control for all legal purposes.

Recitals

1. Definitions

• "Agreement" — these Terms of Service, together with any incorporated documents.
• "Platform" / "Service" — the Grupo Elite Work CRM application, APIs, integrations, documentation, and related services.
• "User" — any person who accesses or uses the Platform, including Agents, Managers, and Administrators.
• "Customer" — the individual or entity commercially subscribed to the Platform, responsible for all Users under its account.
• "User Content" — all data, records, files, and materials uploaded or transmitted through the Platform.
• "Sensitive Data" — payment card data, bank credentials, SSNs/TINs, biometrics, PHI (HIPAA), minors' data (COPPA), genetic data, or any category classified as sensitive under Applicable Law.
• "Applicable Law" — all federal, state, local, and foreign laws applicable to a party.

2. Nature of the Service — CRM Only

The Platform is offered solely as a Customer Relationship Management tool for administrative, organizational, and productivity purposes. It is not a bank, payment processor, insurer, healthcare provider, securities broker, or professional advisor of any kind.

Nothing displayed or processed through the Platform constitutes legal, tax, financial, investment, medical, or psychological advice. Any decision based on Platform information is made solely at the User's own risk.

3. Eligibility and Account Registration

The Platform is for business use only by persons (i) at least 18 years of age; (ii) with full legal capacity; (iii) not barred under U.S. law. Each User is solely responsible for maintaining credential confidentiality and for all activity under their account.

4. User Responsibilities and Data Authorizations

The User represents and warrants that it has obtained all necessary consents from Data Subjects under applicable privacy laws (CCPA, CPRA, Texas DPSA, GDPR, etc.) before uploading User Content, and will not upload Sensitive Data to the Platform.

5. Acceptable Use and Prohibited Conduct

Users shall not: reverse engineer the Platform; resell or sublicense it; introduce malware; attempt unauthorized access; transmit spam (CAN-SPAM, TCPA); violate export control or sanctions laws; or hold out the Platform as performing any regulated function beyond CRM.

6. Data Protection and Processing Roles

The User is the Data Controller / Business. Company acts solely as Data Processor / Service Provider on documented User instructions. The User is solely responsible for responding to Data Subject rights requests.

7. Information Security

Company maintains commercially reasonable safeguards. No system is absolutely secure. Company is not liable for incidents caused by the User's credential practices, insecure devices, third-party failures, or the User's upload of excluded data categories.

8. Indemnification by the User

The User agrees to defend, indemnify, and hold harmless Grupo Elite Work and its affiliates, officers, employees, and agents from any claims, liabilities, damages, and expenses arising from: (a) the User's use of the Platform; (b) User Content; (c) violation of this Agreement or Applicable Law; (d) failure to obtain lawful bases for data processing; (e) any Data Subject or regulatory claim; or (f) upload of Sensitive Data.

9. Disclaimer of Warranties

The Platform is provided "as is," "as available," and "with all faults," without any warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, uninterrupted service, or security. Company makes no warranty that the Platform will meet the User's requirements or be error-free.

10. Limitation of Liability

To the maximum extent permitted by law, Company shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, data, goodwill, or business. Total aggregate liability shall not exceed the lesser of fees paid in the preceding three (3) months or US$100.

11. Confidentiality

Each party shall protect the other's Confidential Information using at least the same care it uses for its own confidential information (no less than reasonable care), and use it solely to perform obligations under this Agreement.

12. Intellectual Property

The Platform and all associated software, designs, and content are the exclusive property of Company or its licensors. Users receive a limited, non-exclusive, non-transferable, revocable license for internal business use only. Users retain ownership of their User Content.

13. Fees, Payment, and Taxes

Fees are non-refundable and due upon invoice, quoted in U.S. dollars. Late payments bear interest at 1.5%/month. All fees exclude applicable taxes, which are the User's responsibility.

14. Term, Suspension, and Termination

Company may suspend or terminate access for breach, non-payment, security threats, or legal requirements. Upon termination, the User has 30 days to export User Content via standard tools, after which Company may delete it.

15. Governing Law and Venue

This Agreement is governed by the laws of the State of Texas, USA, without regard to conflict-of-laws principles. Judicial proceedings (e.g., to enforce arbitral awards) shall be in Dallas County, Texas.

16. Binding Arbitration and Class Action Waiver

Any dispute shall be resolved by final and binding arbitration administered by the AAA in Dallas, Texas. The User and Company each waive any right to a jury trial and to bring or participate in any class, collective, or representative action.

Opt-out: email administracion@grupoelitework.com within 30 days of first accepting these Terms.

17. Modifications

Company may modify this Agreement by posting updated Terms. Continued use after the effective date constitutes acceptance. If you disagree, discontinue use.

18. Force Majeure

Neither party is liable for delays caused by events beyond reasonable control, including natural disasters, pandemics, war, cyberattacks, or failures of third-party infrastructure.

19. General Provisions

19.1 Entire Agreement. This Agreement supersedes all prior agreements regarding its subject matter. 19.2 Severability. Invalid provisions shall be modified or severed; the rest remains in effect. 19.3 No Waiver. Failure to enforce any right is not a waiver. 19.4 Assignment. Users may not assign without Company's consent. 19.5 Independent Contractors. No partnership, agency, or employment is created. 19.6 Electronic Signatures. Acceptance by clicking "I Agree" or creating an account is legally binding under E-SIGN and UETA. 19.7 Language. English version controls.

20. Contact Information

21. Acknowledgment and Acceptance

By clicking "I agree," creating an account, or using the Platform, the User represents that: (i) they have had a full opportunity to review this Agreement; (ii) they have read, understood, and agree to all terms; (iii) they have full legal capacity to enter this Agreement; and (iv) they expressly accept the arbitration clause, class action waiver, jury trial waiver, disclaimers, liability limitations, and indemnification obligations herein.