Terms of Service

1. Services

Frekyl provides workforce communication, absence management, staffing coverage, and related workflow capabilities.

Depending on the services purchased or enabled, the Frekyl platform may include functionality such as:

• Absence Reporting
• Shift Filling
• Coverage IQ
• Agency Connect
• Broadcast Notifications
• Forms
• SMS communications
• automated IVR communications
• workforce notifications and acknowledgements
• employee response collection
• reporting and workflow visibility
• integrations with third-party workforce, HR, payroll, data, and business systems

Features and functionality may vary depending on a customer’s subscription, configuration, integrations, location, and applicable Order Form.

Frekyl may modify, improve, add to, or discontinue features from time to time, subject to any commitments contained in an applicable written agreement.

2. Business Use and Eligibility

The Services are intended primarily for business and organizational use.

You may use the Services only for lawful business purposes and in accordance with these Terms and any applicable written agreement with Frekyl.

You may not use the Services if applicable law prohibits you from doing so.

3. Website Use

The Frekyl website and publicly available materials are provided for general informational purposes.

Unless expressly authorized, you may not:

• scrape or systematically extract website content;
• reproduce substantial portions of the website for commercial use;
• interfere with website operation or security;
• use Frekyl trademarks, branding, or content in a misleading manner; or
• falsely imply affiliation, sponsorship, or endorsement.

Website content may change without notice and does not itself create a contractual commitment unless expressly incorporated into a written agreement.

4. Accounts and Authorized Users

Certain Services require an account.

You are responsible for:

• maintaining accurate account information;
• protecting account credentials;
• restricting access to authorized personnel;
• maintaining appropriate permissions and user roles;
• promptly notifying Frekyl of suspected unauthorized access; and
• all activity occurring through your accounts, except to the extent caused by Frekyl’s breach of its obligations.

You may not share individual login credentials except where an account or feature is expressly designed for shared use.

You are responsible for removing or updating access when a user is no longer authorized to use the Services.

5. Customer Responsibilities

You are responsible for the way your organization configures and uses the Services.

This includes responsibility for:

• determining staffing requirements;
• determining employee eligibility;
• establishing seniority and award rules;
• determining overtime rules;
• configuring escalation paths;
• configuring staffing thresholds;
• determining which employees or groups receive communications;
• maintaining accurate employee and recipient information;
• obtaining required consents and permissions;
• determining applicable employment, labor, union, collective agreement, privacy, telecommunications, accessibility, safety, and workplace requirements; and
• ensuring that your use of the Services complies with applicable law, policy, and contractual obligations.

Frekyl provides tools that help automate and administer customer-defined workflows.

Frekyl does not provide legal, labor-relations, employment, safety, or regulatory advice.

Frekyl does not interpret collective bargaining agreements or determine whether a customer’s staffing, scheduling, overtime, employment, or workplace policies comply with applicable law.

6. Acceptable Use

You may not use the Services to:

• violate applicable law or regulation;
• infringe intellectual property, privacy, publicity, or other rights;
• transmit unlawful, fraudulent, deceptive, defamatory, abusive, or malicious content;
• unlawfully harass, threaten, or discriminate against any person;
• distribute malware or harmful code;
• interfere with or disrupt the Services;
• attempt to gain unauthorized access to systems, accounts, or data;
• probe, scan, or test vulnerabilities without authorization;
• reverse engineer or attempt to derive source code except where expressly permitted by law;
• circumvent security, usage, or access controls;
• use automated means to access the Services in a manner not authorized by Frekyl;
• resell, sublicense, or commercially exploit the Services except as expressly authorized;
• send communications for which you do not have the required rights, authority, or consent; or
• use the Services in a manner that could expose Frekyl, its providers, recipients, customers, or third parties to material legal, security, or operational risk.

Frekyl may investigate suspected misuse and may suspend or restrict access where reasonably necessary to protect the Services, customers, recipients, or third parties.

7. SMS, IVR, and Workforce Communications

Certain Frekyl features allow customers to send or initiate SMS messages, automated telephone calls, IVR communications, alerts, forms, acknowledgements, and related communications.

You are responsible for ensuring that you have the legal right and authority to communicate with each recipient through the channels you configure.

You are responsible for:

• obtaining any required consent;
• maintaining accurate telephone and contact information;
• honoring applicable opt-out requirements;
• complying with applicable telecommunications, privacy, employment, and messaging laws;
• ensuring that message content is lawful; and
• configuring appropriate recipient groups and workflows.

Message and data rates may apply depending on the recipient’s mobile carrier and service plan.

Delivery of SMS and voice communications depends on third-party telecommunications networks, carriers, devices, connectivity, recipient settings, phone-number status, and other factors outside Frekyl’s control.

Phone numbers may be reassigned by carriers. Customers are responsible for maintaining accurate and current recipient information.

Frekyl does not guarantee delivery, receipt, or acknowledgement of any individual SMS message, automated call, or other telecommunications communication.

8. Emergency and Life-Safety Use

The Services are designed for workforce communication and operational workflows.

They are not a substitute for:

• 911 or equivalent emergency services;
• emergency dispatch systems;
• life-safety systems;
• public warning systems; or
• legally required emergency-notification systems.

Customers are responsible for maintaining any emergency procedures, systems, redundancies, escalation processes, or communications required by law or appropriate for their operations.

9. Customer Data

As between the parties, you retain your rights in data, content, files, employee information, workforce information, forms, communications, and other materials submitted to or processed through the Services on your behalf (“Customer Data”).

You grant Frekyl a limited, non-exclusive right to host, process, transmit, reproduce, display, and otherwise use Customer Data as reasonably necessary to:

• provide the Services;
• maintain and secure the Services;
• provide support;
• perform contractual obligations;
• comply with applicable law; and
• exercise rights expressly permitted under an applicable written agreement.

Frekyl does not acquire ownership of Customer Data merely because it is processed through the Services.

Additional data-processing terms may be set out in an applicable Data Processing Addendum.

10. Data Retention and Deletion

Retention, return, export, and deletion of Customer Data may depend on the applicable subscription, product configuration, legal requirements, and written agreements between the parties.

Where a Data Processing Addendum, Master Service Agreement, or Order Form addresses data retention or deletion, that agreement will control.

Frekyl may retain information where required by law, reasonably necessary to establish or defend legal claims, or maintained in secure backup systems subject to normal retention cycles.

11. Aggregated and De-Identified Information

Frekyl may create and use information derived from use of the Services that has been aggregated or de-identified so that it does not reasonably identify a customer or individual.

Subject to applicable law and contractual restrictions, Frekyl may use such aggregated or de-identified information for purposes such as:

• security;
• service reliability;
• analytics;
• product improvement;
• capacity planning; and
• operational benchmarking.

Frekyl will not attempt to re-identify de-identified information except where permitted by law and necessary for security, integrity, or compliance purposes.

12. Privacy

Our collection and use of personal information is described in our Privacy Policy.

Where Frekyl processes personal information on behalf of a customer, the parties’ respective obligations may also be governed by a Data Processing Addendum or other applicable written agreement.

Customers are responsible for providing required notices and obtaining required permissions for information they provide to Frekyl or process through the Services.

13. Forms, Acknowledgements, and Responses

Frekyl may allow customers to create and distribute forms, questionnaires, policy acknowledgements, document acknowledgements, employee check-ins, incident reports, surveys, availability requests, and similar workflows.

Customers are responsible for determining:

• the content of their forms;
• the purpose for which responses are collected;
• whether acknowledgement is appropriate for the relevant document or process;
• applicable retention requirements;
• required notices or consents; and
• whether a particular workflow satisfies the customer’s legal or regulatory requirements.

Unless expressly agreed otherwise in writing, Frekyl does not represent that an acknowledgement collected through Forms constitutes a qualified electronic signature, certified digital signature, notarization, or legally mandated signature under any particular law.

14. AI-Assisted Features

Certain Services may use artificial intelligence or automated technologies to assist with tasks such as converting existing documents into editable drafts or suggesting form content.

AI-assisted outputs may contain errors, omissions, or inaccuracies.

Customers are responsible for reviewing and approving AI-assisted outputs before relying on, publishing, or deploying them.

Frekyl does not guarantee the accuracy, completeness, legal sufficiency, or suitability of AI-assisted outputs for any particular purpose.

15. Workforce Rules and Employment Decisions

Frekyl may allow customers to configure rules relating to:

• employee groups;
• roles;
• qualifications;
• credentials;
• seniority;
• overtime;
• staffing eligibility;
• award logic;
• coverage thresholds;
• agency escalation; and
• related workflows.

These rules are configured by or on behalf of the customer.

Frekyl does not independently determine:

• who should be scheduled;
• minimum safe staffing levels;
• whether an employee is legally entitled to a shift;
• how a collective agreement should be interpreted;
• whether overtime is legally required or prohibited;
• whether a staffing rule complies with employment or labor law; or
• whether an employee should be disciplined, terminated, promoted, denied work, or otherwise subject to a legally significant employment decision.

Customers remain responsible for employment and staffing decisions and should not rely on Frekyl as the sole basis for legally significant employment actions.

16. Agency Connect and Third-Party Staffing Providers

Agency Connect may facilitate communications and workflows between customers and staffing providers selected by the customer.

Frekyl is not:

• a staffing agency;
• recruiter;
• labor marketplace;
• employer;
• joint employer;
• employer of record; or
• guarantor of third-party staffing performance.

Frekyl does not employ, screen, supervise, direct, compensate, credential, or guarantee personnel supplied by third-party staffing providers unless expressly agreed otherwise in writing.

Customers and their staffing providers remain responsible for their respective contractual, employment, credentialing, payment, screening, and legal obligations.

17. Third-Party Services and Integrations

The Services may connect with third-party services, platforms, data providers, HR systems, payroll systems, communication providers, cloud infrastructure, analytics tools, or other external systems.

Your use of third-party services may be governed by separate agreements between you and the applicable third party.

Frekyl is not responsible for third-party products, services, data, or infrastructure that it does not control.

Third-party service availability, functionality, APIs, policies, or technical requirements may change over time and may affect integrations.

Frekyl is not responsible for errors, delays, inaccuracies, or failures originating from customer systems or third-party services, except to the extent expressly assumed in a written agreement.

Where applicable, Frekyl may use subprocessors and service providers to deliver the Services.

Information regarding subprocessors may be made available through Frekyl’s Subprocessor page or applicable contractual documentation.

18. Security Responsibilities

Frekyl maintains administrative, technical, and organizational safeguards appropriate to the nature of the Services and applicable contractual commitments.

Customers remain responsible for:

• maintaining secure devices and endpoints;
• controlling user access;
• configuring permissions appropriately;
• protecting credentials;
• reviewing administrative activity; and
• promptly notifying Frekyl of suspected unauthorized access or security incidents affecting customer accounts.

Specific security obligations may be described in an MSA, DPA, security addendum, or other written agreement.

19. Intellectual Property

Frekyl and its licensors retain all rights, title, and interest in and to the Services, including:

• software;
• source code;
• object code;
• databases;
• workflows;
• designs;
• interfaces;
• documentation;
• trademarks;
• service marks;
• logos;
• processes;
• inventions;
• know-how; and
• other intellectual property.

Except for the limited right to use the Services under these Terms or an applicable written agreement, no rights are granted by implication or otherwise.

You may not copy, modify, distribute, sell, lease, sublicense, or create derivative works of the Services except as expressly authorized.

20. Feedback

If you provide suggestions, ideas, recommendations, enhancement requests, or other feedback regarding Frekyl or the Services (“Feedback”), you grant Frekyl a perpetual, worldwide, irrevocable, royalty-free, transferable, and sublicensable right to use, reproduce, modify, incorporate, commercialize, and otherwise exploit the Feedback without restriction or obligation.

This does not transfer ownership of Customer Data to Frekyl.

21. Confidential Information

Where the parties have entered into a separate agreement containing confidentiality obligations, those terms will govern.

Otherwise, each party agrees to use commercially reasonable care to protect confidential information received from the other party and to use such information only for purposes related to the relationship between the parties.

Confidential information does not include information that:

• is or becomes publicly available without breach;
• was lawfully known without restriction before disclosure;
• is received lawfully from another source without confidentiality obligation; or
• is independently developed without use of the other party’s confidential information.

Disclosure may be made where required by law, court order, or governmental authority, subject to any legally permitted notice obligations.

22. Service Availability

Frekyl seeks to provide reliable access to the Services but does not guarantee uninterrupted or error-free operation except to the extent expressly set out in an applicable Service Level Agreement.

The Services may occasionally be unavailable due to:

• scheduled maintenance;
• emergency maintenance;
• infrastructure issues;
• carrier outages;
• third-party service failures;
• internet connectivity;
• utility failures;
• security incidents;
• force majeure events; or
• circumstances outside Frekyl’s reasonable control.

Any specific uptime commitment or service-credit obligation applies only where expressly stated in an applicable SLA or written agreement.

23. Suspension

Frekyl may suspend access to the Services where reasonably necessary if:

• fees are materially overdue;
• use of the Services violates these Terms;
• use presents a material security risk;
• use may cause harm to Frekyl, another customer, a recipient, or a third party;
• suspension is required by law;
• an account appears compromised; or
• continued access could expose Frekyl to material legal or operational risk.

Where commercially reasonable and legally permitted, Frekyl will attempt to provide notice and an opportunity to cure before suspension.

24. Fees and Paid Services

Fees for paid Services will be set out in an applicable Order Form, subscription agreement, MSA, or other written commercial agreement.

Unless expressly stated otherwise:

• fees are exclusive of applicable taxes;
• customers are responsible for applicable sales, use, value-added, withholding, or similar taxes, excluding taxes based on Frekyl’s income;
• payment obligations are governed by the applicable commercial agreement; and
• subscription terms, renewal periods, usage allowances, overages, and cancellation rights are governed by the applicable Order Form or MSA.

If these Terms conflict with an executed commercial agreement regarding pricing or payment, the executed agreement controls.