End user license agreement
SPACELY END USER LICENSE AGREEMENT
Effective Date: October 20, 2026
Licensor: Innovative Control Solutions (“ICS”)
Contact: davechriste@icstexas.com
1. Acceptance
This End User License Agreement (“Agreement”) governs your use of Spacely, including its desktop application, activity collector, updates, and related documentation (collectively, the “Software”). By installing or using the Software, you acknowledge that you have read and agree to this Agreement. If you do not agree, you must not use the Software.
2. License Grant
The Software supports activity tracking, time classification, timesheet preparation, and authorized transmission of time records to QuickBooks Online.
You may not distribute, sublicense, sell, or otherwise make the Software available to unauthorized persons; circumvent its security controls; access information without authorization; or use it for unlawful purposes. Restrictions under this Agreement apply only to the extent permitted by applicable law and do not override rights granted under applicable third-party software licenses.
4. Activity Collection and Privacy
The Software includes a background activity collector that may continue operating after the main application window is closed. Activity information may include application names, window titles, activity timestamps, idle-time information, and remote connection information.
The collection, use, storage, and disclosure of information are described in the Spacely Privacy Policy and applicable ICS policies. Users must follow company requirements concerning confidential information and authorized device use.
5. Accuracy and Review of Time Records
Automatically generated activity classifications and time calculations may be incomplete or inaccurate. Users are responsible for reviewing their time records, correcting errors, and confirming project assignments, activities, billable status, and hours before submission.
The Software does not replace required supervisory review, accounting controls, or applicable timekeeping obligations. Nothing in this Agreement limits any right or obligation concerning accurate reporting or payment of working time under applicable law.
6. QuickBooks Online Integration
QuickBooks Online connectivity requires appropriate authorization and valid credentials. Only authorized personnel may configure or approve access to an ICS QuickBooks company.
Submitting time through the Software may create records in the connected QuickBooks company. Users must verify the destination company and the accuracy of the records before submission. Corrections or reductions to previously submitted time may require separate review and action in QuickBooks.
QuickBooks Online is a third-party service provided by Intuit. Its use is subject to Intuit’s applicable terms. Intuit does not provide or warrant Spacely, and ICS does not control the availability or operation of Intuit’s services.
7. Security and Confidentiality
Users must protect company information, credentials, and devices against unauthorized access. Credentials and authorization tokens must not be placed in public documents, source-code repositories, or other unauthorized locations.
8. Ownership and Third-Party Components
ICS and its applicable licensors retain all rights, title, and interest in the Software, including intellectual property rights. Third-party components remain subject to their respective licenses. QuickBooks and Intuit names and marks belong to their respective owners.
9. Updates and Availability
ICS may update, modify, suspend, or discontinue the Software or particular features. Users must follow company instructions concerning supported versions and updates. ICS does not guarantee uninterrupted operation or continued compatibility with third-party services.
10. Disclaimer of Warranties
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
ICS DOES NOT WARRANT THAT THE SOFTWARE WILL BE ERROR-FREE OR THAT AUTOMATED CLASSIFICATIONS OR CALCULATIONS WILL BE ACCURATE IN EVERY INSTANCE.
11. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ICS WILL NOT BE LIABLE UNDER THIS AGREEMENT FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM USE OF OR INABILITY TO USE THE SOFTWARE.
Nothing in this Agreement excludes liability that cannot lawfully be excluded, or limits statutory employment rights, wage obligations, or other non-waivable rights.
12. Termination
ICS may suspend or terminate your authorization to use the Software when your business authorization ends or you materially violate this Agreement. Upon termination, you must cease use and follow ICS instructions regarding removal of the Software and preservation or disposition of company records.
Termination does not require deletion of records that ICS must retain under applicable law or company retention requirements.
13. Governing Law
This Agreement is governed by the laws of [State and Country], without regard to conflict-of-law principles, except where mandatory applicable law requires otherwise.
14. General Provisions
If any provision is held unenforceable, the remaining provisions remain in effect to the extent permitted by law. ICS’s failure to enforce a provision does not waive its right to enforce that provision later.
This Agreement supplements applicable ICS policies and does not amend any employment agreement or create a contract of employment. Questions concerning this Agreement should be directed to [Company contact email].
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