Gear Handoff — Terms of Service

Effective date: November 3, 2026 Last updated: November 3, 2026

These Terms of Service ("Terms") govern access to and use of Gear Handoff, including the website at gearhandoff.app and any related applications and services (the "Service"), provided by Free The Oppressed Studios LLC, a North Carolina limited liability company ("Company," "we," "us," "our").

Business use only; United States customers. The Service is offered to organizations and individuals acting solely in a business or professional capacity, and not for personal, family, or household use. The subscribing customer must be established in the United States. The person accepting these Terms represents that they have authority to bind that customer. Authorized members of a U.S.-established customer may use the Service while traveling outside the United States. The customer remains responsible for its members' use, and the prohibited-data rules in Section 1 still apply.

Related documents. These Terms incorporate our Privacy Policy and Data Retention Policy. A data processing agreement (DPA) covering Customer Data we process on your Org's instructions is available on request. If a signed order, addendum, or DPA conflicts with these Terms, the signed document controls for its subject matter.

By creating an account, starting a trial, or using the Service, you agree to these Terms. If you use the Service on behalf of an organization, you represent that you have authority to bind that organization, and "you" refers to that organization.

1. The Service

Gear Handoff is a team gear accountability software-as-a-service product that helps organizations keep records of their gear, who has it, and its handoffs and condition.

The Service is a general-purpose commercial tool. Unless a signed addendum expressly permits an approved use, you must not upload: classified information; Controlled Unclassified Information (CUI); covered defense information; export-controlled technical data (for example, ITAR or EAR data); criminal justice information (CJI); or regulated health or patient data. You are responsible for classifying your own records. Ordinary gear records are not automatically in these categories. We do not promise compliance with FedRAMP, CMMC, NIST SP 800-171, or similar government security programs, and the Service has not been authorized under them.

Government customers. Use of the Service by a government entity in production requires our prior written approval and a signed government-customer addendum. Under that addendum, any provision of these Terms that would create an unauthorized obligation for a federal customer, including an indemnity, is unenforceable against that customer to the extent provided by FAR 52.232-39 (Unenforceability of Unauthorized Obligations), and the addendum controls over these Terms where they conflict.

2. Eligibility and Accounts

• You must be at least 18 years old and able to form a binding contract.
• The Service is for business and organizational use only, as described above, and not for personal, family, or household use.
• You are responsible for safeguarding credentials and for all activity under your account.
• Organizations and roles. An account "Owner" creates an organization ("Org") and may invite members. The Owner controls the Org, its data, billing, and member access.

3. Trials, Plans, and Billing

• Per-Org subscriptions. Each Org has its own seats, its own subscription, and its own bill. Seats are not pooled or shared across Orgs, even Orgs with the same Owner.
• Plan and pricing. There is one plan, sold in blocks of 5 seats. Blocks are priced in graduated tiers, so each block is charged at the rate for its tier:

• Billing intervals. Subscriptions are billed monthly or annually. The annual price is 10 times the monthly price.
• Veteran-owned and nonprofit discount. Veteran-owned businesses and nonprofit organizations get 25% off for 12 months after we verify eligibility. We verify once per business (legal entity). Accepted proof is a redacted DD-214, a SAM.gov, SBA, or IRS record showing eligibility, or a redacted VA letter. We delete the proof immediately after verification and keep only the entity name, our decision, the proof source and date, and the discount dates. The discount applies to monthly or annual plans and stacks with annual billing, so it is taken off the annual price. Checkout shows when the discount ends and the expected charge after it ends. If eligibility ends or can't be verified, removal of the discount applies going forward, as permitted by law; we don't reprice a period you have already paid for. We may decline or remove the discount if eligibility can't be verified.
• Seats. Every account in an Org counts as a seat, including the Owner. Seats are sold in blocks of 5.
• Proration. Adding seat blocks mid-period is prorated and charged for the rest of the current billing period. Changes that reduce seats take effect as described in the Service at the time of the change.
• Free trial. New Owner accounts get one 7-day free trial for one Org. No payment card is required. Each Owner account gets only one trial, so any additional Org must subscribe to a paid plan. The trial does not convert to a paid subscription automatically. When it ends, the Org follows Section 5 unless you subscribe. We send trial reminder emails 3 days and 1 day before the trial ends, and again when it expires. We may decline trials we believe are being created to get around the one-trial limit.
• Where billing happens. All purchases and billing are handled only on our website (gearhandoff.app) through Stripe, our payment processor. Subscriptions can't be bought in the Gear Handoff iOS or Android apps. We do not store full payment card numbers. Your use of Stripe is subject to Stripe's terms.
• Automatic renewal. Your subscription renews automatically for the selected billing interval (monthly or annual) at the then-current price, less any discounts that still apply, unless you cancel through billing on our website before renewal. Stripe charges your payment method on file. Before purchase, checkout displays the recurring charge, any discount end date, and the expected charge after the discount ends. We send the notices required by applicable renewal law, including applicable annual-renewal, discount-expiry, and fee-change notices. Canceling renewal does not delete the Org.
• Price changes. We will give you at least 30 days' notice of price changes before they take effect. New prices apply from your next renewal after the notice period.
• Taxes. Prices do not include taxes. Applicable taxes may be added, and you are responsible for them.

4. Cancellation and No Refunds

You may cancel at any time through billing on our website. Cancellation takes effect at the end of the current paid period. The Org then enters the 30-day read-only hold in Section 5. You can restore it by resubscribing during the hold, and all data carries over. If you don't, it is purged. Canceling a subscription is different from deleting an Org: only an Owner's Org deletion (Section 6) takes effect immediately. If you cancel, fees are non-refundable, including for partial periods, unused seats, or unused features, except where required by law. If we end or discontinue the Service, or terminate your Org other than for your breach, we will refund prepaid, unused fees pro rata. This does not limit any refund or billing-dispute right that cannot be waived under applicable law, and we will correct duplicate or unauthorized charges.

5. Non-Payment, Trial Expiry, and Data Purge

Failed payments. If a subscription payment is declined:

1. We email the Org's Owner right away.
2. The Owner has 3 days (72 hours) from the first failed payment to update the payment method and pay.
3. If payment isn't made within 72 hours, the Org is locked. Members can't use the Service, and the Owner can access only billing and data export. A successful payment unlocks the Org immediately.
4. If the Org is never paid, the Org and its data are deleted from our live systems 30 days after the first failed payment and cannot be recovered (residual backup copies expire as described in Section 6), and the Org's encryption key is destroyed (see Section 6). We send a warning email 7 days before deletion.

The lockout is not a read-only hold. Data is not accessible to members while the Org is locked.

Trial expiry. If your trial ends without a paid subscription, the Org does not lock. It becomes read-only for 30 days from the trial expiry date: members can view but not change anything. Subscribing on our website during those 30 days restores full access, and all data carries over. If the Org isn't subscribed, it and its data are purged from our live systems at the end of the 30 days and the Org's encryption key is destroyed (see Section 6). We send a warning email 7 days before deletion. The 72-hour lockout above applies only to a failed payment on a paid subscription.

Voluntary cancellation. If a canceled paid subscription reaches the end of its paid period:

1. Your Org is placed in read-only mode for 30 days. During this period you can view your data but can't create or modify records.
2. You can restore the Org at any time during those 30 days by subscribing on our website. All data carries over.
3. If the Org isn't restored within those 30 days, the Org and its data will be deleted from our live systems and cannot be recovered (residual backup copies expire as described in Section 6).

6. Org Deletion by an Owner

An Owner may delete an Org at any time from within the Service. Org deletion ends access and removes the Org's data and its wrapped data key from our live systems immediately. It cannot be undone. Residual copies in our restricted database backups expire on the backup schedule in the Data Retention Policy, and we may retain only the records that policy lists for legal, accounting, security, or dispute purposes. Stored files (such as photos) are deleted from file storage separately. If a restoration would reintroduce deleted data, we reapply the deletion before returning the data to ordinary use. We do not restore individual Orgs from backups. Deleting an Org deletes Org data relating to all members of that Org. Deleting an individual account is a separate operation described in the Privacy Policy and does not itself delete an Org whose ownership has been transferred. If the Org has a paid subscription, deleting it also cancels the subscription immediately, with no refund for the rest of the paid period. See the Data Retention Policy for residual backup handling.

Each Org's wrapped data key is destroyed immediately when an Owner deletes the Org, when a canceled Org is purged at the end of the 30-day read-only hold, when an expired trial Org is purged 30 days after trial expiry, and when an unpaid Org is deleted 30 days after its first failed payment. The key is kept until then so the Org can be restored. Once the key is destroyed, data encrypted with it (sensitive Org fields and files, as described in the Privacy Policy) is designed to become unrecoverable once the database backups that contain the wrapped key expire, within 7 days. Other Org data in those backups ages out on the same schedule.

7. Your Data

• Ownership. You retain all rights to data you or your members submit ("Customer Data").
• License to us. You grant us a limited license to host, process, and display Customer Data solely to provide, secure, and support the Service and as described in our Privacy Policy.
• Responsibility. You are responsible for the accuracy and legality of Customer Data and for having any necessary rights and consents to submit personal information about your members.
• Security and FTO access. Data is encrypted in transit and at rest. Sensitive Org fields and files (such as notes, incident details, GPS coordinates, photos, billing proofs, and serial numbers) are also encrypted when created, with a separate key for each Org managed through AWS KMS, as described in the Privacy Policy. Integration credentials are additionally encrypted at the application layer. Within the app, access is restricted to your Org's authorized members, who must use multi-factor authentication. The running Service, and a small number of authorized FTO personnel, can decrypt data when needed to operate, secure, support, and bill the Service; that access is limited and logged. If you connect Slack, decrypted notes and photo links are sent to Slack and governed by Slack's terms. Org logos are publicly accessible.
• Account Data. FTO holds Account Data (name, email, phone, billing, and similar) and never sells or shares it, except with the service providers needed to run the Service (Vercel, Supabase, Stripe, Resend, Inngest, and AWS KMS), and with Slack only if your Org chooses to connect it, as described in the Privacy Policy.
• Export. During the 30-day holds (a canceled Org's read-only hold, an unpaid Org before deletion at day 30, including while locked, and an expired trial's read-only period), the Owner can export the Org's data. Other export options are those available in the Service at the time. This does not limit any nonwaivable right to access or receive a copy of personal information, or our obligations under a DPA.

8. Acceptable Use

You will not: (a) violate any law or third-party right; (b) upload prohibited data described in Section 1; (c) attempt to gain unauthorized access to the Service or other accounts; (d) interfere with or disrupt the Service, including via excessive automated requests; (e) reverse engineer the Service except as permitted by law; (f) resell or sublicense the Service without permission; (g) upload malware; or (h) use the Service to harass or harm others.

9. Intellectual Property

The Service, including software, design, and the "Gear Handoff" name and logo, is owned by the Company or its licensors. We grant you a limited, non-exclusive, non-transferable, revocable right to use the Service during your subscription. Feedback you provide may be used by us without obligation.

10. Third-Party Services

The Service relies on third-party service providers: Vercel (hosting), Supabase (database, file storage, and authentication), Stripe (payments), Resend (email), Inngest (scheduled background jobs), and AWS KMS (key management). Slack is an optional integration that an Org may choose to connect. We are not responsible for third-party services outside our control.

11. Suspension and Termination

We may suspend or terminate access for non-payment (per Section 5, including the 72-hour lockout). For any other material breach that can be cured, we will give written notice and 10 business days to cure before terminating. We may restrict access immediately, with notice when lawful, for a security threat, unlawful use, prohibited data, an urgent legal requirement, or a breach that can't be cured. Suspension, termination, and data deletion are separate steps; data is deleted only as described in Sections 5 and 6 and the Data Retention Policy. Suspension does not prevent you from submitting a privacy request. Sections intended to survive termination (including 7, 9, 12–16) survive.

12. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. The Service is a record-keeping tool. We do not take custody of, physically inspect, insure, or replace gear, and we do not guarantee the accuracy of your inventory. We are not responsible for loss, theft, damage, or misuse of physical gear. You must verify your records and keep any independent records and safety or accountability procedures you are required to keep. The Service is not an emergency or life-safety system and must not be relied on as one. This Section does not excuse our own unlawful conduct or limit an express commitment we make in these Terms.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW: (a) WE WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR LOST PROFITS, DATA, OR GOODWILL; AND (b) OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO AN ORG WILL NOT EXCEED THE GREATER OF THE FEES PAID FOR THAT ORG IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM OR US $100 (THE "GENERAL CAP"). NOTWITHSTANDING THE FOREGOING, FTO STUDIOS' TOTAL CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING FROM ITS BREACH OF ITS DATA SECURITY OR CONFIDENTIALITY OBLIGATIONS, INCLUDING ANY UNAUTHORIZED ACCESS TO OR DISCLOSURE OF CUSTOMER DATA, WILL NOT EXCEED THREE TIMES (3X) THE GENERAL CAP. THESE LIMITS DO NOT APPLY TO LIABILITY FOR FRAUD OR WILLFUL MISCONDUCT, OR TO LIABILITY THAT CANNOT BE LIMITED UNDER APPLICABLE LAW.

14. Indemnification

You will defend and indemnify the Company and its members, officers, and agents against third-party claims to the extent caused by (a) Customer Data that is unlawful or infringes a third party's rights, or (b) your misuse of the Service in breach of Section 1 or Section 8. You are not responsible for claims to the extent caused by our own fault. We will give you prompt notice of the claim and reasonable cooperation, and you may control the defense. You may not settle a claim in a way that admits fault by us or imposes obligations on us without our written consent, which we won't unreasonably withhold.

15. Governing Law and Disputes

These Terms are governed by the laws of the State of North Carolina, without regard to conflict-of-law rules. Except as otherwise required by nonwaivable law or a signed government-customer addendum, disputes will be brought in the state courts located in Moore County, North Carolina or, where federal subject-matter jurisdiction exists, in the United States District Court for the Middle District of North Carolina, and you consent to their jurisdiction. Nothing in these Terms limits protections that applicable U.S. law does not allow to be waived.

16. General

• Notices and email. Service and billing emails (including payment-failure, lockout, trial-reminder, and deletion-warning emails) are sent from no-reply@gearhandoff.app, which is not monitored. Do not reply to it; contact us through the channels in Section 17. We send these notices to the Owner's account email, so keep it current.
• Changes. We may update these Terms. We will notify you of material changes by email or in the app at least 30 days before they take effect. Continued use after the effective date constitutes acceptance.
• Assignment. You may not assign these Terms without our consent; we may assign in connection with a merger or sale.
• Entire agreement; severability; no waiver; force majeure. These Terms, with the Privacy Policy and Data Retention Policy, are the entire agreement between you and us about the Service. If any provision is unenforceable, the rest remain in effect. Our failure to enforce a provision is not a waiver. We are not liable for delays or failures caused by events beyond our reasonable control.

17. Contact

Free The Oppressed Studios LLC (FTO Studios) 10205 US Highway 15 501 Unit 26-289 Southern Pines, NC 28387

Legal: Legal@fto-studios.com Support: in-app help tickets (preferred) or support@fto-studios.com

Emails from no-reply@gearhandoff.app are not monitored.