Terms of Service

These Terms of Service (“Terms”) constitute a legally binding agreement between you (whether acting individually or on behalf of an entity) (“User,” “Customer,” or “you”) and HandoffPack, Inc. (“HandoffPack,” “Company,” “we,” “us,” or “our”), a corporation organized under the laws of the State of Utah. By accessing the HandoffPack platform, connecting a third-party data source, purchasing a Handoff Pack, or accessing a Handoff Pack via a Magic Link, you agree to be bound by these Terms.

If you are accepting these Terms on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

1. Definitions

“Career Story”

The verified, narrative-format knowledge profile of the Hero generated by the Service and included in the Handoff Pack.

“Handoff Pack”

The final deliverable generated by the Service containing verified knowledge items, the Career Story, video recordings, the First 30 Days checklist, and the scenario quiz. Available in HTML, PDF, and JSON formats.

“Hero”

The departing employee whose institutional knowledge is being captured by the Service.

“Insider's Guide”

The structured questionnaire completed by the Hero to capture unwritten institutional knowledge not discoverable through email or calendar analysis.

“Magic Link”

The unique, time-limited, SHA-256 hashed URL provided to the Successor for accessing the Handoff Pack without creating an account.

“Manager”

The person who purchases the Handoff Pack on behalf of their organization.

“Service”

The HandoffPack platform, including the website (handoffpack.com), the application (app.handoffpack.com), the proprietary extraction engine, the verification workflow, and all related features and tools.

“Successor”

The person inheriting the Hero's role who receives access to the Handoff Pack.

“User Content”

All data provided by the User for processing, including emails, calendar events, uploaded documents, Insider's Guide responses, and video recordings.

“Verified Content”

Any knowledge item that has been explicitly reviewed and approved by the Hero through the Service's verification interface.

2. Provision of Service and Access

2.1 License Grant

Subject to these Terms and the payment of applicable fees, HandoffPack grants User a non-exclusive, non-transferable, revocable license to access and use the Service solely for internal business purposes related to employee knowledge transfer and role transitions.

2.2 Three-Role Architecture

The Service operates across three distinct user roles: Manager (purchases and configures), Hero (connects data sources and verifies content), and Successor (receives the final pack via Magic Link). Each role has specific permissions and access boundaries as described in our Privacy & Security Policy.

2.3 Five-Business-Day Engagement

Each Handoff Pack engagement follows a structured five-business-day process. While we guarantee delivery within five business days of the Hero completing all required steps (source connection, Insider's Guide, and verification), the five-day timeline requires timely participation from the Hero. Delays in Hero participation may extend the delivery timeline accordingly. Expedited three-business-day delivery is available upon request.

2.4 Beta Features

We may offer features designated as “Beta” or “Early Access.” Beta features are provided “as-is” for evaluation purposes and may contain errors, be incomplete, or be modified or discontinued without notice. HandoffPack makes no warranties regarding Beta features.

3. Google API Services and Data Privacy

3.1 Google OAuth Integration

The Service uses Google OAuth 2.0 to access Gmail and Google Calendar data with read-only permissions. The Hero must explicitly grant permissions for the necessary scopes. HandoffPack cannot send, delete, or modify any data in the Hero's Google account.

3.2 Limited Use Disclosure

3.3 Data Usage Restrictions

We shall not use User Content received via Google APIs to:

• Train generalized AI or machine learning models for use by third parties
• Serve advertisements or engage in data brokerage
• Retain raw data longer than necessary to generate the Handoff Pack
• Transfer data to third parties except as described in our Privacy & Security Policy

3.4 Privacy Policy

Our Privacy & Security Policy is incorporated into these Terms by reference. It describes in detail how we collect, use, store, share, protect, and delete your data, including our security architecture, compliance roadmap, and your rights.

4. Content Generation and Verification

4.1 Proprietary Extraction Engine

User acknowledges that the Service uses a proprietary extraction engine (which includes large language model technology) to analyze User Content and generate draft knowledge items. Draft items are machine-generated starting points, not verified facts.

4.2 Human-in-the-Loop Verification

4.3 Verification Workflow

Each knowledge item follows a structured lifecycle: Draft (machine-generated) to Verified (Hero-approved) or Rejected (Hero-discarded). Only Verified items appear in the final Handoff Pack. The Hero maintains full editorial control throughout this process.

4.4 Reliance on Content

HandoffPack shall have no liability for any business decisions, financial losses, operational failures, or other consequences resulting from reliance on unverified draft content or from decisions made based on the contents of a delivered Handoff Pack. The Handoff Pack is a knowledge transfer tool, not professional advice.

5. Intellectual Property Rights

5.1 User Ownership

User retains all right, title, and interest in and to the User Content, including all emails, calendar data, uploaded documents, Insider's Guide responses, and video recordings. Nothing in these Terms transfers ownership of User Content to HandoffPack.

5.2 Company Ownership

HandoffPack retains all ownership of the Service, including the proprietary extraction engine, the Verified Knowledge Mapping methodology, the Career Story format, all algorithms, user interfaces, and all improvements thereto. User feedback and suggestions may be incorporated into the Service without obligation or compensation.

5.3 License to Handoff Pack

Upon payment in full of the applicable fee, HandoffPack grants the purchasing organization a perpetual, non-exclusive, worldwide license to use, reproduce, and distribute the generated Handoff Pack solely for internal business continuity and onboarding purposes. This license does not include the right to resell, sublicense, or publicly distribute the Handoff Pack format or methodology.

5.4 Hero's Career Artifact

The Hero retains the right to reference and use the verified content of their Career Story for personal professional purposes (such as portfolio use or career documentation), even after their employment with the purchasing organization ends.

6. Fees, Payment, and Refunds

6.1 Pricing

HandoffPack is sold on a per-engagement basis. Volume discounts are available. Enterprise pricing is available upon request. Current pricing is published on our website.

6.2 Payment Terms

Payment is due at the time of purchase. We accept payment via credit card through our payment processor (Stripe). All fees are in U.S. dollars unless otherwise specified.

6.3 Refund Policy

HandoffPack offers a full refund under the following circumstances:

• Five-business-day delivery guarantee: If we fail to deliver the completed Handoff Pack within five business days of the Hero completing all required steps, you are entitled to a full refund.
• Cancellation before ingestion: If you cancel before the Hero has connected their Google account, you are entitled to a full refund.
• Hero non-participation: If the Hero declines to participate after purchase, we will work with you to find an alternative resolution, which may include a full refund or transfer to a different departing employee.

Refunds are not available after the Handoff Pack has been delivered to the Successor, as the Service has been fully performed at that point.

6.4 Free Pilot Program

HandoffPack may offer free pilot engagements to qualifying teams. Pilot participants receive the full Service at no cost in exchange for feedback and the right to use anonymized engagement data as a case study (with participant approval). Pilot terms will be specified in a separate pilot agreement.

7. User Representations and Responsibilities

7.1 Authority and Consent

User represents and warrants that:

• The Manager has the organizational authority to purchase the Handoff Pack and authorize the processing of the Hero's workplace data
• The Hero has been informed about the Service, understands what data will be accessed, and voluntarily consents to participate
• The use of the Service complies with all applicable employment laws, data protection regulations, and internal company policies
• The Hero has the right to share the information contained in their Insider's Guide responses and video recordings

7.2 Acceptable Use

User shall not:

• Use the Service for any unlawful purpose or in violation of these Terms
• Attempt to reverse-engineer, decompile, or extract the source code of the Service or its extraction algorithms
• Share Successor Magic Links with unauthorized parties
• Use the Service to capture knowledge from employees who have not consented to participate
• Misrepresent the nature or purpose of the Service to the Hero

8. Disclaimer of Warranties

The human-in-the-loop verification workflow is the mechanism by which accuracy is achieved. The Hero's review is the quality assurance step, and HandoffPack's liability is limited accordingly.

9. Limitation of Liability

10. Indemnification

User shall indemnify, defend, and hold harmless HandoffPack, its officers, directors, employees, and agents from and against any third-party claims, damages, losses, liabilities, and expenses (including reasonable attorneys' fees) arising from:

• User's breach of these Terms
• User's failure to obtain necessary consents from the Hero or other affected parties
• User's reliance on unverified draft content
• User's violation of applicable employment, privacy, or data protection laws
• Any dispute between the Manager, the Hero, and/or the Successor regarding the contents of a Handoff Pack

11. Confidentiality

Each party agrees to treat as confidential all non-public information received from the other party in connection with the Service. HandoffPack will not disclose the contents of any Handoff Pack to anyone other than the authorized Manager, Hero, and Successor without User's written consent. The Manager acknowledges that raw Insider's Guide responses are confidential between the Hero and HandoffPack, and will not be disclosed to the Manager in unprocessed form.

12. Term and Termination

12.1 Term

For one-time Handoff Pack purchases, these Terms remain in effect from the date of purchase through delivery of the Handoff Pack and expiration of the Successor's Magic Link access (90 days post-delivery), plus any applicable data retention period.

12.2 Termination by User

User may terminate at any time by contacting us. If termination occurs before Handoff Pack delivery, refund eligibility is determined under Section 6.3.

12.3 Termination by HandoffPack

HandoffPack may suspend or terminate User's access if User breaches these Terms, if we are required to do so by law, or if the Hero revokes OAuth access before pack delivery (in which case we will work with the Manager on an alternative resolution).

12.4 Effect of Termination

Upon termination, HandoffPack will delete User Content in accordance with the retention schedule in our Privacy & Security Policy. Delivered Handoff Packs remain licensed to the User under Section 5.3.

13. Governing Law and Dispute Resolution

13.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Utah, without regard to conflict of law principles.

13.2 Informal Resolution

Before initiating formal proceedings, the parties agree to attempt to resolve any dispute informally by contacting the other party. HandoffPack will make good-faith efforts to resolve concerns within 30 days of receiving notice.

13.3 Venue

Any legal action or proceeding that cannot be resolved informally shall be brought exclusively in the federal or state courts located in Salt Lake County, Utah. Each party consents to the personal jurisdiction of such courts.

14. General Provisions

• Severability. If any provision of these Terms is held to be unenforceable, the remaining provisions will remain in full force and effect.
• Entire Agreement. These Terms, together with the Privacy & Security Policy and any applicable order forms or pilot agreements, constitute the entire agreement between the parties regarding the Service.
• Force Majeure. Neither party shall be liable for any failure or delay in performance due to causes beyond their reasonable control.
• Assignment. User may not assign these Terms without HandoffPack's prior written consent. HandoffPack may assign these Terms in connection with a merger, acquisition, or sale of substantially all of its assets.
• Waiver. The failure of either party to enforce any provision shall not constitute a waiver of that provision.
• Notices. All notices shall be in writing and sent to the email address associated with the User's account or to legal@handoffpack.com for notices to HandoffPack.
• Amendments. HandoffPack may update these Terms from time to time. Material changes will be communicated via email or prominent in-app notice at least 30 days before they take effect.

15. Contact