Legal
Effective Date: February 21, 2026
Entity: Allava LLC d/b/a Offbrd
These Terms of Service ("Terms") govern access to and use of the Offbrd platform (the "Service").
If you are using the Service on behalf of a company or other legal entity ("Customer"), you represent that you have authority to bind that entity. In that case, "Customer" refers to that entity.
These Terms include and incorporate the Data Processing Addendum in Section 9.
Offbrd provides a software platform that facilitates digital exit interviews and generates analytics based on responses submitted by employees ("Respondents").
Offbrd acts solely as a data processor on behalf of Customer.
Customer determines:
Offbrd does not act as a data controller with respect to Customer Data.
Customer represents and warrants that:
Customer is responsible for responding to employee complaints, regulatory inquiries, or employment disputes arising from use of the Service.
Customer retains all rights to:
Offbrd claims no ownership over Customer Data.
Offbrd may use aggregated, anonymized data that cannot reasonably identify a Customer or Respondent for service improvement and benchmarking.
The Service may use artificial intelligence tools to analyze responses and generate summaries.
Offbrd:
AI outputs are informational and do not constitute legal or employment advice.
Customer retains full responsibility for decisions made using outputs.
Offbrd implements reasonable and appropriate technical and organizational measures to protect Customer Data, including:
Offbrd will notify Customer without undue delay and no later than 72 hours after confirming a Security Incident affecting Customer Data.
A "Security Incident" means unauthorized access, disclosure, or loss of Customer Data under Offbrd's control.
Offbrd shall not be liable for Security Incidents to the extent caused by Customer's configurations, misuse of the Service, failure to follow security best practices, or third-party integrations or systems not controlled by Offbrd.
Customer provides general authorization for Offbrd to use sub-processors.
Current categories of sub-processors include:
Offbrd will impose data protection obligations on sub-processors that are substantially similar to those in these Terms.
Upon request, Offbrd will provide a current sub-processor list.
Customer may object to a new sub-processor on reasonable data protection grounds.
Customer controls retention settings.
Unless otherwise agreed:
Backups may persist temporarily consistent with disaster recovery policies.
This Section forms a Data Processing Addendum.
Customer is the Data Controller.
Offbrd is the Data Processor.
Offbrd processes Customer Data only:
Offbrd will assist Customer, upon request, in responding to data subject requests (access, deletion, correction) to the extent technically feasible.
Personnel authorized to process Customer Data are subject to confidentiality obligations.
Customer Data may be processed in the United States or other jurisdictions where Offbrd or its sub-processors operate.
Offbrd will implement appropriate safeguards where required by applicable law.
Upon reasonable notice and no more than once annually, Customer may request information reasonably necessary to demonstrate compliance with this DPA.
On-site audits require mutual agreement and are at Customer's expense.
Fees are as described during signup or in an order form.
Failure to pay may result in suspension.
Each party agrees to protect the other party's confidential information and use it solely for purposes of performing under this Agreement.
The Service is provided "as is" and "as available."
Offbrd disclaims all implied warranties including merchantability and fitness for a particular purpose.
Except for willful misconduct or breach of confidentiality:
Offbrd's total aggregate liability shall not exceed 50% of the fees paid by Customer in the twelve (12) months preceding the claim.
Offbrd shall not be liable for:
Customer agrees to indemnify Offbrd against claims arising from:
Offbrd will indemnify Customer for claims directly arising from Offbrd's gross negligence or willful misconduct.
Either party may terminate for material breach.
Upon termination, Sections relating to liability, confidentiality, and data handling survive.
These Terms are governed by the laws of the Commonwealth of Massachusetts, without regard to conflict of law principles.
Disputes shall be resolved by binding arbitration in Massachusetts.
Offbrd may update these Terms. Material changes will be posted with updated effective date.