Terms of Service

These Terms of Service (these "Terms") govern access to and use of the websites, mobile applications, and software-as-a-service platform (collectively, the "Service") provided by fx2live, Inc. ("fx2live," "we," "us," or "our"), located at 100 E 21st Street, Brooklyn, NY 11226. By accessing or using the Service, you agree to be bound by these Terms. If you are entering into these Terms on behalf of a childcare center, school, or other organization, you represent that you have authority to bind that organization, and "you" refers to that organization.

If you do not agree to these Terms, do not use the Service.

1. Acceptance of these Terms

You accept these Terms by (a) clicking to accept them, (b) executing an order form or subscription agreement that references them, or (c) accessing or using the Service. If you have signed a separate written agreement with fx2live covering the Service, that agreement controls to the extent it conflicts with these Terms.

2. Definitions

"Customer" means the childcare center, preschool, in-home provider, school, or other organization that subscribes to the Service.
"Staff User" means an individual authorized by a Customer to use the Service in connection with the Customer's operations (e.g., directors, teachers, administrators).
"Family User" means a parent, guardian, or other family member invited to use the Service in connection with a child enrolled with a Customer.
"Customer Data" means all data, content, and materials submitted to the Service by or on behalf of a Customer or its users, including Children's Data.
"Children's Data" means Customer Data relating to an identifiable child, including profiles, attendance, health information, photos, videos, observations, and reports.
"AI Features" means features of the Service that use machine learning or generative artificial intelligence, marketed as "FX2 Copilot," "Ask FX2," or similar.

3. The Service

The Service is a management platform for early-education programs, including tools for attendance, billing, family communication, daily reporting, staff scheduling, enrollment, health records, analytics, and AI Features. Subject to these Terms and payment of applicable fees, fx2live grants Customer a limited, non-exclusive, non-transferable right during the subscription term to access and use the Service for Customer's internal business operations.

We may update, improve, or modify the Service from time to time. We will not materially reduce the core functionality of your subscribed plan during a paid term without offering you a remedy (such as a pro-rated refund or termination right).

4. Accounts and Access

You must provide accurate, current, and complete registration information and keep it up to date.
You are responsible for maintaining the confidentiality of credentials and for all activity under your accounts. Notify us promptly at hello@fx2live.com of any suspected unauthorized access.
Customer is responsible for provisioning and deprovisioning Staff Users and Family Users, and for assigning appropriate roles and permissions.
Users must be at least 18 years old, or the age of majority in their jurisdiction. The Service is operated by adults, about children — children themselves are not permitted to create or hold accounts.

5. Customer Responsibilities

As between Customer and fx2live, Customer controls the relationship with children's families and is responsible for:

Consents and notices. Obtaining all consents, authorizations, and providing all notices required by applicable law for the collection and processing of Customer Data through the Service — including parental consents for photos, videos, and use of AI Features where required.
Accuracy. The accuracy and lawfulness of Customer Data submitted to the Service.
Regulatory compliance. Complying with all laws and licensing requirements applicable to Customer's operations, including childcare licensing regulations, staff-to-child ratio requirements, health and immunization record requirements, and mandatory reporting obligations. The Service is a tool that supports compliance workflows; it does not itself make Customer compliant, and fx2live is not a substitute for Customer's own regulatory obligations and professional judgment.
Appropriate use of outputs. Reviewing all Service outputs (including AI-generated drafts, alerts, and reports) before relying on them or communicating them to families or authorities.

6. Family Users

Family Users are invited to the Service by a Customer and access only the information the Customer makes available to them (such as their own child's feed, reports, invoices, and messages). Family Users' use of the Service is subject to these Terms and our Privacy Policy. Questions about a child's records, enrollment, or billing should be directed to the Customer (the childcare program), which controls that information.

7. AI Features

Assistive only. AI Features generate drafts, summaries, forecasts, and suggestions to assist qualified staff. They are probabilistic and may produce inaccurate or incomplete output. A human must review AI-generated content before it is relied upon or sent.
No professional advice. AI Features do not provide, and must not be used as a substitute for, medical, developmental, psychological, legal, or safety advice or diagnosis. Never use AI Features to make decisions about a child's health, development, discipline, or welfare.
Not for emergencies. The Service and AI Features are not an emergency notification or life-safety system. In an emergency, contact emergency services directly.
Data use. Our use of Customer Data in connection with AI Features is described in Section 9 and the Privacy Policy. We do not use Children's Data to train models made available to other customers or the public.
Controls. Customers can disable specific AI Features, and Customers are responsible for honoring family opt-outs they collect. The Service enforces per-child photo and AI opt-out flags recorded in the platform.

8. Fees and Payment

Subscription fees. Fees are stated at fx2live.com/pricing or in your order form, are charged per location, and are payable in advance for each billing period. Except as expressly stated in these Terms or required by law, fees are non-refundable.
Payment processing. Online payments from families are processed by third-party payment processors. Processing fees are disclosed before you enable payments. fx2live is not a bank and does not hold funds; payment processing is subject to the processor's terms.
Taxes. Fees are exclusive of taxes; Customer is responsible for applicable sales, use, and similar taxes (excluding taxes on our income).
Changes. We may change subscription fees with at least 30 days' notice, effective at your next renewal.
Late payment. We may suspend access for accounts more than 30 days past due, after notice and a reasonable opportunity to cure.

9. Customer Data; Privacy

Ownership. As between the parties, Customer owns Customer Data. fx2live obtains no rights in Customer Data other than the limited rights granted in this Section.
License to provide the Service. Customer grants fx2live a worldwide, non-exclusive license to host, process, transmit, and display Customer Data solely to provide, secure, support, and improve the Service for Customer, and as otherwise permitted in the Privacy Policy.
No sale of data. No public model training. We do not sell Customer Data or Children's Data, and we do not use Children's Data to train artificial-intelligence models that are made available to other customers or third parties.
Security. We maintain administrative, technical, and physical safeguards designed to protect Customer Data, as described in the Privacy Policy.
Data export and deletion. During the subscription term and for 60 days after termination, Customer may export Customer Data in commonly used formats. After that period, we will delete or de-identify Customer Data in active systems within a commercially reasonable time, subject to legal retention obligations and scheduled backup purging.
Aggregated data. We may use data that is aggregated and de-identified such that it cannot reasonably identify any individual or Customer, to operate, benchmark, and improve the Service.

10. Acceptable Use

You will not, and will not permit anyone to:

use the Service in violation of applicable law, or to store or transmit unlawful, infringing, or harmful material;
access another user's or center's data without authorization, or misuse Children's Data in any way, including sharing photos or records of children outside the permissions set in the Service;
reverse engineer, decompile, or attempt to extract source code or underlying models from the Service, except to the extent permitted by law;
probe, scan, or test the vulnerability of the Service without our prior written consent, or interfere with its operation;
resell, sublicense, or provide the Service to third parties except as expressly permitted;
use the Service to develop a competing product, or use automated means to scrape the Service;
submit to AI Features any content intended to generate unlawful, deceptive, or harmful output.

11. Intellectual Property

fx2live and its licensors own all right, title, and interest in the Service, including software, models, designs, and documentation, and all related intellectual-property rights. "fx2live," "FX2 Copilot," and associated logos are trademarks of fx2live, Inc. No rights are granted except as expressly set out in these Terms. If you provide feedback about the Service, we may use it without restriction or obligation.

12. Confidentiality

Each party will protect the other party's non-public information disclosed in connection with the Service with at least the same care it uses for its own similar information (and no less than reasonable care), and will use it only to perform under these Terms. This obligation does not apply to information that is public through no fault of the recipient, independently developed, or lawfully received from a third party, and disclosure is permitted where required by law with reasonable notice where legally permissible.

13. Third-Party Services

The Service interoperates with third-party services (e.g., payment processors, payroll providers, email/SMS delivery). Your use of a third-party service is governed by that third party's terms, and fx2live is not responsible for third-party services. Features that depend on third-party services may change if those services change.

14. Disclaimers

EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, FX2LIVE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTY THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR THAT OUTPUTS (INCLUDING AI OUTPUTS, ALERTS, RATIO CALCULATIONS, AND REMINDERS) WILL BE ACCURATE OR COMPLETE.

WITHOUT LIMITING THE FOREGOING: THE SERVICE IS NOT A LIFE-SAFETY, EMERGENCY-NOTIFICATION, OR CHILD-SUPERVISION SYSTEM; IT DOES NOT PROVIDE MEDICAL, LEGAL, OR PROFESSIONAL ADVICE; AND IT DOES NOT REPLACE CUSTOMER'S REGULATORY OBLIGATIONS, SUPERVISION DUTIES, OR PROFESSIONAL JUDGMENT.

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW: (A) NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY; AND (B) EACH PARTY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS WILL NOT EXCEED THE AMOUNTS PAID OR PAYABLE BY CUSTOMER TO FX2LIVE FOR THE SERVICE IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY.

THE EXCLUSIONS AND LIMITS IN THIS SECTION DO NOT APPLY TO: A PARTY'S INDEMNIFICATION OBLIGATIONS; CUSTOMER'S PAYMENT OBLIGATIONS; A PARTY'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT; OR ANY LIABILITY THAT CANNOT BE LIMITED UNDER APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.

16. Indemnification

By fx2live. We will defend Customer against third-party claims alleging that the Service, as provided by us and used as permitted, infringes a U.S. patent, copyright, or trademark, and will pay resulting damages finally awarded or agreed in settlement, provided Customer promptly notifies us and gives us control of the defense. If the Service is enjoined, we may modify it, procure rights, or terminate the affected subscription with a pro-rated refund.

By Customer. Customer will defend fx2live against third-party claims arising from (a) Customer Data, (b) Customer's failure to obtain required consents or provide required notices, or (c) Customer's use of the Service in violation of these Terms or applicable law, and will pay resulting damages finally awarded or agreed in settlement, provided we promptly notify Customer and give Customer control of the defense.

17. Term, Suspension and Termination

Term. Subscriptions run for the period stated at purchase and renew automatically until cancelled. Monthly plans may be cancelled effective at the end of the current billing period.
Termination for cause. Either party may terminate if the other materially breaches these Terms and fails to cure within 30 days of written notice.
Suspension. We may suspend access immediately if reasonably necessary to prevent harm to the Service, other customers, or children's safety or privacy, or where required by law — with notice and restoration as soon as the issue is resolved.
Effect of termination. Upon termination, Customer's access ends, and data export and deletion are handled under Section 9. Sections that by their nature should survive (including 9, 11, 12, 14–16, 19, and 20) survive termination.

18. Changes to the Service or Terms

We may modify these Terms from time to time. For material changes, we will provide at least 30 days' notice by email or in-app notice before the changes take effect; continued use after the effective date constitutes acceptance. If you do not agree to a material change, you may terminate your subscription before the change takes effect and receive a pro-rated refund of prepaid, unused fees.

19. Governing Law and Disputes

These Terms are governed by the laws of the State of New York, without regard to conflict-of-laws rules. The parties will first attempt in good faith to resolve any dispute informally by contacting each other (for fx2live: hello@fx2live.com). Any dispute not resolved informally will be subject to the exclusive jurisdiction of the state and federal courts located in Kings County, New York, and each party consents to personal jurisdiction there. EACH PARTY WAIVES ANY RIGHT TO A JURY TRIAL TO THE EXTENT PERMITTED BY LAW. Nothing in this Section limits either party's right to seek injunctive relief in any court of competent jurisdiction.

20. Miscellaneous

Entire agreement. These Terms (with the Privacy Policy and any order form) are the entire agreement regarding the Service and supersede prior agreements on the subject.
Assignment. Neither party may assign these Terms without the other's consent, except to a successor in a merger, acquisition, or sale of substantially all assets, with notice.
Severability; waiver. If a provision is unenforceable, it will be modified to the minimum extent necessary, and the rest remains in effect. Failure to enforce a provision is not a waiver.
Force majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control.
Notices. Legal notices to fx2live must be sent to fx2live, Inc., 100 E 21st Street, Brooklyn, NY 11226, with a copy to hello@fx2live.com. We may provide notices to the email address on your account.
Independent contractors. The parties are independent contractors; these Terms create no partnership, agency, or joint venture.

21. Contact

Questions about these Terms? Contact us:

fx2live, Inc.
100 E 21st Street
Brooklyn, NY 11226
hello@fx2live.com