Main Services Agreement

Last Updated: April 3, 2025

By logging into your TurboSource account you agree to be bound by our Terms & Conditions.

Avoda Technologies, LLC (DBA TurboSource.ai)
401 MAYLAND DR, STE A
RICHMOND, VA 23294 USA
Telephone: +1-812-565-2330
Email: legal@turbosource.ai

This Main Services Agreement ("Agreement") is entered into by and between Avoda Technologies, LLC (DBA TurboSource.ai) ("TurboSource") and the customer agreeing to these terms ("Customer") as of the Effective Date.

At TurboSource, we aim to honor both candidates and customers through fairness, transparency, and accountability. This agreement reflects our desire to serve with excellence, not to exploit through fine print.

1. SaaS Services and Support

1.1 TurboSource will use commercially reasonable efforts to provide Customer the Services in accordance with the Service Level Terms in Exhibit A.

1.2 As part of the registration process, Customer will identify an administrative username and password. TurboSource reserves the right to refuse or cancel registrations or passwords it deems inappropriate.

1.3 TurboSource will provide reasonable technical support services in accordance with Exhibit B.

2. Eligibility and Restrictions

2.1 Customer affirms that they are at least 18 years old or the age of majority in their jurisdiction.

2.2 Customer shall not:

a. Reverse engineer, decompile, disassemble, or attempt to discover the source code or algorithms of the Services;

b. Modify, translate, or create derivative works based on the Services;

c. Use the Services for timesharing, service bureau purposes, or for the benefit of any third party;

d. Remove any proprietary notices or labels.

2.3 Customer may not export or re-export the Services or related software except in compliance with applicable U.S. law.

2.4 Customer represents and warrants that they will use the Services only in compliance with TurboSource's published policies and applicable laws.

2.5 Customer shall indemnify and hold harmless TurboSource from any claims related to misuse of the Services.

2.6 Customer is responsible for all equipment and services required to access the Services and for securing its accounts, devices, passwords, and files.

3. Data Ownership and Use

3.1 TurboSource licenses candidate data from third-party data enrichment providers and makes such data available to Customers under limited-use rights. TurboSource retains all platform usage rights, and Customers may not copy, extract, or repurpose data outside the platform.

3.2 Customer agrees not to export, download, scrape, or repurpose candidate data outside of the intended and permitted use within the Services.

3.3 TurboSource may monitor Customer activity to prevent misuse and may suspend or terminate access if it reasonably suspects a violation of this Agreement.

3.4 Candidate Respect 3.1 TurboSource is committed to treating candidates with dignity. We use third-party data sources solely for the purpose of enabling ethical recruiting outreach. Customers agree to use TurboSource only in ways that reflect fairness, truthfulness, transparency, and respect for candidate autonomy.

4. Confidentiality and Security

4.1 Each party agrees to maintain the confidentiality of the other party's proprietary information using at least the same care used to protect its own confidential information.

4.2 TurboSource implements commercially reasonable safeguards to protect the security, confidentiality, and integrity of the Services.

4.3 In the event of a confirmed data breach impacting Customer access or confidentiality, TurboSource will notify Customer without undue delay, and in any case within 72 hours where required by law.

5. Payment of Fees

5.1 Customer will pay all fees as set forth in the Order Form.

5.2 TurboSource may adjust pricing upon 30 days' notice at the end of the current subscription term.

5.3 Customer must report billing disputes within 60 days of invoice.

5.4 Payments are due within 30 days of the invoice date. A grace period of 10 days will be extended before any service interruptions. Late payments beyond this grace period may incur a 1.5% monthly interest charge or the maximum allowed by law.

5.5 TurboSource may suspend access to the Services for non-payment.

5.6 Customer is responsible for all applicable taxes, excluding TurboSource's income taxes.

6. Term, Termination, and Refunds

6.1 This Agreement renews automatically for successive terms unless either party provides written notice of non-renewal at least 30 days before the end of the current term.

6.2 Either party may terminate this Agreement upon 30 days' written notice for material breach. TurboSource may terminate immediately for non-payment.

6.3 Upon termination:

a. Customer's access to the Services will be disabled;

b. No refunds will be issued for unused fees or expired credits; however, TurboSource may, at its sole discretion, offer partial refunds or credit restoration in the spirit of good faith where fairness warrants it;

c. Subscription job credits will expire immediately upon cancellation unless otherwise agreed, and pay-as-you-go credits will remain valid for 18 months from the date of purchase;

d. TurboSource may retain minimal Customer information for legal and administrative purposes.

7. Warranty and Disclaimer

7.1 TurboSource will use reasonable efforts consistent with industry standards to maintain the Services in a manner that minimizes errors and interruptions.

7.2 The Services are provided "AS IS" without warranties of any kind, including warranties of merchantability, fitness for a particular purpose, or non-infringement. While the Services are provided ‘as-is,’ our intent is always to serve you with excellence and reliability.

7.3 For clarity, TurboSource does not conduct phone screens, schedule interviews, or negotiate offers on behalf of customers. The Services are limited to automated candidate outreach and delivery of interested applicant leads.

8. Limitation of Liability

8.1 TurboSource's total liability arising from this Agreement shall not exceed the total fees paid by Customer in the 12-month period preceding the claim.

8.2 TurboSource shall not be liable for any indirect, incidental, special, consequential, or punitive damages. We care deeply about the outcomes our product affects and strive to operate responsibly. These limits protect both parties from extraordinary claims but do not reflect a lack of care.

9. Acceptable Use

9.1 Customer agrees not to:

a. Use the Services for unlawful, discriminatory, or abusive purposes;

b. Spam candidates, misuse email automation, or violate third-party platform terms;

c. Attempt to bypass platform limitations or safeguards.

9.2 TurboSource may immediately suspend access if it determines that a Customer's use violates this section or presents a risk to system stability or third-party rights.

10. Publicity

10.1 TurboSource may use Customer's name and logo in marketing materials and on its website.

10.2 Customer may opt out of such publicity uses by providing written notice to legal@turbosource.ai.

11. Modifications and Legal Compliance

11.1 TurboSource may modify this Agreement by posting updated terms on its website or notifying Customer via email or in-app message. Continued use of the Services constitutes acceptance of updated terms.

11.2 TurboSource complies with applicable U.S. privacy laws, including the California Consumer Privacy Act (CCPA). More information is available in the TurboSource Privacy Policy.

11.3 If any provision of this Agreement is held to be unenforceable, the remaining provisions shall remain in full force.

11.4 This Agreement is governed by the laws of the State of New York.

11.5 This Agreement constitutes the entire agreement between the parties and supersedes all prior understandings.

11.6 Customer may not assign this Agreement without TurboSource's prior written consent. TurboSource may assign this Agreement without restriction.

11.7 Notices shall be in writing and deemed delivered upon confirmed receipt via email, certified mail, or personal delivery.

11.8 Before pursuing formal legal steps, both parties commit to a good-faith conversation in an attempt to resolve any concern informally.

11.9 Our Intent

This Agreement reflects our commitment to building a business rooted in truth, love, and service. We seek to create value without exploitation, and to honor God in how we treat people, data, and decisions. We welcome dialogue if you believe we’ve missed that mark.

Exhibit A – Service Level Terms

A.1 TurboSource will use reasonable efforts to ensure 99% uptime availability, measured monthly.

A.2 Downtime does not include holidays, weekends, scheduled maintenance, or force majeure events.

A.3 For outages exceeding one hour, Customer may receive a 5% credit for each 45-minute increment, up to a maximum of one week of service fees per calendar month.

A.4 Credits are granted only if Customer notifies TurboSource of downtime within 24 hours.

Exhibit B – Support Terms

B.1 Support is available Monday through Friday, 9:00 AM to 5:00 PM Eastern Time, excluding Federal holidays.

B.2 Customer may initiate support by emailing support@turbosource.ai or using in-app messaging.

B.3 TurboSource will use commercially reasonable efforts to respond to all support requests within five (5) business days.

Exhibit C – Data Processing Addendum (DPA)

This Data Processing Addendum ("DPA") is entered into by and between Avoda Technologies, LLC (DBA TurboSource.ai) ("TurboSource") and Customer, and forms part of the Main Services Agreement (the "Agreement"). This DPA reflects the parties' agreement with regard to the processing of Personal Data under applicable Data Protection Laws.

C.1 Definitions

C.1.1 "Data Protection Laws" means all applicable privacy and data protection laws, including the EU General Data Protection Regulation ("GDPR"), UK GDPR, and the California Consumer Privacy Act ("CCPA"), as amended.

C.1.2 "Personal Data" means any information relating to an identified or identifiable individual, processed by TurboSource on behalf of Customer in connection with the Services.

C.1.3 "Processing," "Data Controller," and "Data Processor" shall have the meanings set out in the GDPR.

C.2 Roles of the Parties

C.2.1 TurboSource acts as an independent Data Controller in relation to candidate data it collects, enriches, and presents through the Services.

C.2.2 To the extent TurboSource processes any Personal Data on behalf of Customer (e.g., metadata, team member info, outreach logs), it shall do so as a Data Processor and only in accordance with Customer’s instructions.

C.3 Obligations of the Processor (TurboSource)

C.3.1 TurboSource shall:

a. Process Personal Data only on documented instructions from Customer;

b. Implement appropriate technical and organizational measures to ensure a level of security appropriate to the risk;

c. Ensure persons authorized to process the Personal Data have committed to confidentiality;

d. Assist Customer, where reasonably possible, with Data Subject access or deletion requests;

e. Notify Customer without undue delay, and in any event within 72 hours, after becoming aware of a Personal Data breach;

f. At termination of the Agreement, delete or return all Personal Data unless required to retain it by law.

C.4 Subprocessors

C.4.1 Customer authorizes TurboSource to use Subprocessors to assist in providing the Services. TurboSource shall:

a. Maintain a list of its current Subprocessors (see C.9);

b. Impose data protection obligations on all Subprocessors equivalent to those in this DPA;

c. Remain liable for the performance of Subprocessors.

C.5 Data Transfers

C.5.1 TurboSource may transfer Personal Data to countries outside the European Economic Area (EEA), provided such transfers comply with applicable Data Protection Laws (e.g., via Standard Contractual Clauses).

C.6 Customer Obligations

C.6.1 Customer:

a. Represents that it has a lawful basis to instruct TurboSource to process Personal Data;

b. Will not use the Services to store or transmit sensitive personal data not required by the functionality of the platform.

C.7 Audit Rights

C.7.1 Upon reasonable request, TurboSource shall provide information necessary to demonstrate compliance with this DPA. TurboSource welcomes transparency and will make reasonable efforts to demonstrate our compliance without unnecessary friction. If required by applicable law, Customer may conduct audits once annually at its own cost, subject to confidentiality and scheduling restrictions.

C.8 Precedence

C.8.1 In the event of a conflict between this DPA and the Agreement, this DPA shall control solely with respect to data protection obligations.

C.9 Subprocessor List TurboSource maintains a current list of authorized Subprocessors, which is available upon written request to legal@turbosource.ai. TurboSource will notify Customer of any intended additions or replacements of Subprocessors and provide an opportunity to object on reasonable grounds related to data protection.