Terms of Service

Last Updated: April 14, 2026

Welcome to Centrivic Technologies LLC ("we," "us," or "our"). These Terms of Service ("Terms") govern your access to and use of our websites, software platforms (including but not limited to ClerkCentral and ResponderCentral), and related services (collectively, the "Service"). By accessing or using the Service, you ("Customer," "Organization," or "User") agree to be bound by these Terms. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS, YOU ARE EXPRESSLY PROHIBITED FROM USING THE SERVICE AND MUST DISCONTINUE USE IMMEDIATELY.

1. Definitions

  • "Service" refers to the hosted software platforms, websites, and professional consulting services provided by Centrivic Technologies LLC.
  • "Customer" or "Organization" refers to the governmental entity, municipality, or business subscribing to the Service or engaging us for professional services.
  • "Authorized User" refers to an individual employee or agent authorized by the Customer to access the Service.
  • "Customer Data" refers to any electronic data, information, or material stored, processed, or transmitted by the Customer or its Authorized Users through the Service.
  • "Confidential Information" refers to non-public information disclosed by one party to the other, either directly or indirectly, in writing, orally, or by inspection.
  • "Subscription Term" refers to the paid period of access to a software Service (e.g., monthly or annual).
  • "Fees" refers to the amounts paid by the Customer for access to the Service or for professional services rendered.

2. Description of Services

License Grant: Subject to Customer's compliance with these Terms and timely payment of all Fees, Centrivic Technologies LLC grants Customer a limited, revocable, non-exclusive, non-transferable right to access and use the Service during the applicable term solely for Customer's internal governmental or business purposes. No rights are granted except as expressly set forth in these Terms. Software Services are licensed, not sold.

Centrivic Technologies LLC provides hosted, multi-tenant software solutions. The Service is subject to continuous development; therefore, features may be added, modified, or removed over time. We may offer beta features or modules from time to time, which are provided "as is" and without any warranty.

Subprocessors & Hosting: We may engage third-party hosting providers, infrastructure vendors, and subprocessors to provide or support the Service and may change subprocessors at our discretion. Where required by applicable law, we will provide notice of material subprocessor changes through the Service or our website.

No Professional Advice: The Service is a software and consulting tool for administrative and operational efficiency only. Centrivic Technologies LLC does not provide legal, accounting, compliance, or operational advice. The Customer remains solely responsible for its own legal and regulatory compliance. Customer remains solely responsible for all policy decisions, records classification, compliance interpretation, and operational judgment.

Beta Features: Beta features or modules are provided strictly "as is" without any warranty of any kind. Beta features may be discontinued at any time without notice.

Free Trials & Pilot Programs: If Customer is granted access to the Service or any module on a free, evaluation, or trial basis (a "Trial"), such Trial services are provided 'AS IS' and 'AS AVAILABLE' without warranty of any kind. Customer assumes all risk associated with use of the Service during any Trial. To the maximum extent permitted by law, Centrivic Technologies LLC shall have no liability, and in all cases not exceeding $100, for any claims, damages, losses, or expenses arising from or related to Trial use, including without limitation attorneys' fees and costs. Customer agrees to indemnify, defend, and hold harmless Centrivic Technologies LLC from any claims arising out of Customer's use of the Service during a Trial. Customer further waives any right to bring claims for damages against Centrivic Technologies LLC related to Trial use. We reserve the right to terminate any Trial at any time without notice or obligation.

No Production Use: Customer acknowledges that Trial and beta versions of the Service are not production-ready and shall not be used for live operations, official records, legal compliance, or any mission-critical purpose. Customer assumes all risk for any use of the Service in a production or live environment.

No Reliance: Customer agrees that it has not relied on the Service for accuracy, completeness, or fitness for any particular purpose. Customer is solely responsible for verifying all outputs and results generated by the Service.

Trial Liability Limitation: Notwithstanding anything to the contrary, during any Trial period, Customer agrees that Centrivic Technologies LLC's total liability shall not exceed one hundred dollars ($100). Customer acknowledges that this limitation reflects the free nature of the Trial. For clarity, the liability limitations in this section apply in addition to, and not in place of, the limitations set forth in Section 11.

Customer Decision Responsibility: Customer is solely responsible for all decisions, actions, and outcomes resulting from use of the Service, including any reliance on outputs, reports, or data generated by the Service.

Acknowledgment of Beta Status: By accessing or using the Service during a Trial or beta period, Customer expressly acknowledges and agrees that the Service is experimental and may contain errors, defects, or interruptions.

Trial Data Risk: Customer acknowledges that data created or stored during a Trial may be lost, deleted, or unavailable at any time without notice. Customer is solely responsible for maintaining independent backups of all data.

No Life-Safety Use: The Service is not designed, certified, or intended for use in emergency dispatch, life-safety operations, critical response workflows, or any application where failure of the Service could result in injury, death, or significant harm. Customer shall not use the Service for such purposes unless separately contracted in a written agreement that expressly addresses such use cases.

3. Subscription & Payment Terms

Fees & Billing: Subscription terms may be monthly or annual. Professional services may be billed hourly, as a flat fee, or via retainer. All Fees are due in advance of the Service term unless otherwise agreed. Failure to pay Fees by the due date may result in suspension or termination of access. The Customer is responsible for any applicable taxes associated with their purchase.

Renewals & Pricing Protection: Subscriptions automatically renew at the end of the Subscription Term unless cancelled by either party at least thirty (30) days before the renewal date. Pricing is guaranteed only during your active Subscription Term. Renewal pricing may change upon reasonable notice.

Refunds: Except as required by law, all Fees are non-refundable.

Non-Appropriation (Government Customers Only): If Customer is a governmental entity, Customer's payment obligations under this Agreement are subject to the lawful appropriation of funds by its governing body. Non-appropriation shall not relieve Customer of payment obligations for Services rendered prior to the effective termination date.

4. Consulting & Additional Services

Any services or work outside the standard included features of a Service subscription (including custom configurations, reporting work, integrations, special development requests, data migration, or consulting) shall be considered "Additional Services."

Additional Services will be billed at our then-current hourly rate or at a flat fee as quoted and accepted in writing by the Customer prior to performance. Unless otherwise agreed in writing, Additional Service fees are payable within thirty (30) days of invoice.

Monthly Retainers: If Customer has subscribed to a monthly retainer plan for consulting or IT services, the retainer fee includes up to an allotted number of hours as specified in the applicable service agreement or quote. Allotted retainer hours must be used within the applicable calendar month. **Unused hours do not roll over** to subsequent months and are forfeited at the end of each billing cycle unless otherwise expressly agreed in a separately executed written agreement. Retainer services are provided on a reasonable-efforts basis and do not guarantee resolution of all issues. Retainer services do not constitute unlimited support. Support requests, project work, and consulting services are limited to the scope defined in the applicable quote or agreement. Any work exceeding the allotted retainer hours will be billed separately at our then-current hourly rate or as a separate quote.

Training: Training is not included in standard subscriptions unless separately agreed to in writing. When training is provided as an Additional Service, it will be billed at our then-current hourly rate with a maximum number of hours agreed to in writing prior to performance.

5. Acceptable Use

You agree not to misuse the Service. Specifically, you and your Authorized Users shall not: (a) attempt to reverse engineer, decompile, or disassemble the Service; (b) circumvent or disable any security or access controls; (c) upload or distribute malware, viruses, or any malicious code; or (d) interfere with or disrupt the integrity or performance of the Service.

Usage Limits: We reserve the right to establish and enforce reasonable usage limits including, without limitation, API rate limits, storage thresholds, and seat concurrency limits.

Suspension for Abuse: We reserve the right to throttle, limit, or suspend Customer's access to the Service if Customer's usage materially and adversely impacts the performance or availability of the Service for other tenants or constitutes abuse.

No Account Sharing: Each Authorized User account is licensed for use by a single, named individual. Sharing of login credentials or accounts among multiple individuals is prohibited.

6. Support

Customer support is provided via email only. Centrivic Technologies LLC does not provide telephone support, live chat support, on-site support, or dedicated support unless separately agreed to in writing. On-site support, after-hours support, and emergency response services are not included unless explicitly agreed to in a separate written agreement.

Support is provided on a commercially reasonable efforts basis. We do not guarantee response times, resolution times, or specific uptimes unless set forth in a separate written agreement.

7. Data Ownership

The Customer retains all right, title, and interest in and to all Customer Data. We do not sell Customer Data. Centrivic Technologies LLC acts strictly as a service provider/processor.

Legal Disclosure: We may disclose Customer Data if required by subpoena, court order, or lawful government request, and will provide notice to Customer unless legally prohibited.

Aggregated Data: We may collect and use aggregated, anonymized, or de-identified data derived from use of the Service for analytics and product improvement.

Insurance: We are not an insurer of Customer Data and do not assume responsibility for maintaining insurance coverage on behalf of Customer with respect to Customer Data.

8. Ownership & Intellectual Property

Centrivic Technologies LLC and all underlying software, source code, architecture, user interfaces, documentation, and related intellectual property are and shall remain our exclusive property.

Feedback: Customer grants us a perpetual, irrevocable license to use any suggestions, enhancement requests, or feedback provided by Customer relating to the Service.

All software, code, enhancements, modifications, configurations, reports, integrations, and other deliverables created in connection with Additional Services or Retainers shall remain the exclusive property of Centrivic Technologies LLC and shall not be deemed a "work made for hire." Customer is granted a non-exclusive, non-transferable license to use such deliverables solely in connection with its use of the Service.

9. Shared Responsibility

The Customer is solely responsible for: (a) managing user permissions; (b) protecting login credentials; (c) determining the legality of Customer Data; (d) complying with data retention laws; and (e) all policy decisions and operational judgment made in connection with the Service.

Public Records: Centrivic Technologies LLC is not the custodian of public records. The Customer acts as the records custodian and is solely responsible for responding to public records requests.

10. Security Disclaimer

We implement commercially reasonable safeguards to protect your information. However, no method of electronic storage is completely secure. We do not warrant that the Service will be immune from unauthorized access, cyberattacks, or data loss.

Backups: We may maintain backups for disaster recovery purposes, but they are not guaranteed archives. Customer is solely responsible for performing periodic exports of Customer Data.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL CENTRIVIC TECHNOLOGIES LLC BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL, OR INDIRECT DAMAGES, INCLUDING LOSS OF PROFITS OR DATA.

OUR TOTAL CUMULATIVE LIABILITY SHALL NOT EXCEED THE TOTAL FEES PAID BY THE CUSTOMER TO US IN THE TWELVE (12) MONTHS PRECEDING THE INCIDENT. THIS CAP IS A FUNDAMENTAL BASIS OF THE BARGAIN.

12. Disclaimer of Warranties

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, INCLUDING MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

13. Indemnification

Customer agrees to indemnify and hold harmless Centrivic Technologies LLC from claims arising from: (a) your use of the Service; (b) your violation of these Terms; or (c) any violation of law by your users.

14. Service Availability

While we strive for reliability, we make no guarantee of uninterrupted access. The Service may be subject to maintenance windows and emergency downtime.

15. Force Majeure

Centrivic Technologies LLC shall not be liable for failures or delays caused by natural disasters, acts of God, war, terrorism, government action, or internet disruptions.

16. Termination

Either party may terminate a subscription at the end of the current billing cycle with at least thirty (30) days' written notice. We may suspend or terminate service immediately for non-payment or material breach.

Upon termination, Customer will be granted a limited 30-day window to export raw Customer Data. After this period, deletion is irreversible.

17. Governing Law & Venue

These Terms shall be governed by the laws of the State of Oklahoma. Any dispute shall first be submitted to good-faith mediation in Bryan County, Oklahoma. Any subsequent legal action shall be instituted exclusively in the state courts of Bryan County, Oklahoma.

18. Confidentiality

Each party agrees to protect the other's Confidential Information and use it only for the purposes outlined in this Agreement.

19. Notices

Legal notices must be in writing and sent to support@centrivic.com with the subject line "Legal Notice."

20. Entire Agreement

These Terms constitute the entire agreement between you and Centrivic Technologies LLC regarding the Service and supersede all prior and contemporaneous agreements, proposals, marketing materials, or communications. Quotes, proposals, and statements of work issued by Centrivic Technologies LLC are incorporated by reference into these Terms. Any amendments to these Terms apart from standard modifications must be made in writing and signed by both parties.

21. Modifications to Terms

We reserve the right to modify these Terms at any time by updating the "Last Updated" date. Continued use following notice of modifications constitutes acceptance.

Contact Us

If you have any questions or concerns regarding these Terms, please contact us at support@centrivic.com.