Terms of Service

Last updated: April 27, 2026 Version: 3

STAFFSHIELD LLC TERMS OF SERVICE

Effective Date: April 27, 2026

PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE ACCESSING OR USING THE STAFFSHIELD PLATFORM. BY CLICKING "I AGREE," CREATING AN ACCOUNT, OR OTHERWISE ACCESSING OR USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE, DO NOT ACCESS OR USE THE SERVICE.

These Terms of Service ("Agreement") constitute a legally binding agreement between StaffShield LLC, a New Jersey limited liability company ("StaffShield," "we," "us," or "our"), and the entity or individual accessing or using the StaffShield platform ("Customer," "you," or "your"). This Agreement governs your access to and use of the StaffShield web-based document management and workflow tool available at staffshield.polsia.app and any associated services (collectively, the "Service").

1. Nature of the Service

1.1 StaffShield is a self-service document management, workflow organization, and expiration tracking tool. The Service is designed to help staffing agencies and similar organizations organize, store, and manage employment-related documents and receive automated notifications regarding document expiration dates.

1.2 THE SERVICE IS A DOCUMENT MANAGEMENT AND WORKFLOW TOOL ONLY. STAFFSHIELD IS NOT A COMPLIANCE ADVISOR, IMMIGRATION ATTORNEY, LEGAL COUNSEL, OR REGULATORY CONSULTANT. THE SERVICE DOES NOT PROVIDE LEGAL ADVICE, IMMIGRATION ADVICE, COMPLIANCE CERTIFICATION, OR REGULATORY GUIDANCE OF ANY KIND.

1.3 StaffShield is not endorsed, approved, certified, or affiliated with the U.S. Department of Homeland Security, U.S. Immigration and Customs Enforcement (ICE), the U.S. Department of Labor, the Occupational Safety and Health Administration (OSHA), or any other governmental agency or regulatory body.

1.4 The Service functions in a manner analogous to a sophisticated organizational spreadsheet with enhanced workflow features, including document storage, expiration date tracking, automated notifications, and audit report generation. Like a spreadsheet, the accuracy, completeness, and legal sufficiency of all data and documents entered into or stored within the Service is entirely the responsibility of the Customer.

1.5 Nothing in the Service, including without limitation any dashboard indicator, compliance status display, report, alert, or notification, constitutes a representation, warranty, certification, or guarantee that the Customer is in compliance with any applicable law, regulation, or governmental requirement. The Customer is solely responsible for determining its own compliance obligations and for ensuring that it meets those obligations.

1.6 NO COMPLIANCE FUNCTION. THE SERVICE IS AN ORGANIZATIONAL AND WORKFLOW TOOL. ALTHOUGH CERTAIN FEATURES OF THE SERVICE — INCLUDING WITHOUT LIMITATION EXPIRATION TRACKING, APPROVAL WORKFLOWS, STATUS INDICATORS, AUDIT REPORT GENERATION, AND AI-ASSISTED DATA EXTRACTION — OVERLAP FUNCTIONALLY WITH FEATURES THAT MAY APPEAR IN COMPLIANCE-MANAGEMENT PRODUCTS, THOSE FEATURES IN THE SERVICE ARE EXTENSIONS OF THE SERVICE'S ORGANIZATIONAL AND STORAGE CAPABILITIES, NOT COMPLIANCE FUNCTIONS. THE SERVICE DOES NOT PERFORM COMPLIANCE VERIFICATION, DOES NOT CERTIFY OR ATTEST TO COMPLIANCE STATUS, DOES NOT PRODUCE COMPLIANCE-GRADE AUDIT TRAILS OR EVIDENCE, AND IS NOT DESIGNED OR INTENDED FOR USE AS A SYSTEM OF RECORD FOR REGULATORY COMPLIANCE.

Customers requiring a compliance-management system, electronic I-9 system that meets governmental requirements, system of record for regulatory compliance, or any product that produces compliance-grade verification or audit evidence should procure such a system separately. The Service is not, and shall not be relied upon as, such a system.

2. Customer Responsibilities and Acknowledgments

2.1 Customer Solely Responsible for Compliance. Customer acknowledges and agrees that Customer is solely responsible for:

  • Compliance with all applicable federal, state, and local laws and regulations, including without limitation the Immigration Reform and Control Act (IRCA), 8 C.F.R. § 274a.2, the Immigration and Nationality Act, the Fair Credit Reporting Act (FCRA), the Americans with Disabilities Act (ADA), the Occupational Safety and Health Act, and all other employment and immigration laws;
  • The accuracy, authenticity, completeness, and legal sufficiency of all documents uploaded to or stored within the Service;
  • Verifying the identity and work authorization of all workers in accordance with applicable law, regardless of any status displayed within the Service;
  • Reviewing, verifying, and approving all documents stored in the Service before relying on any compliance status indicator;
  • Ensuring that all personnel who use the Service are trained in applicable legal requirements;
  • Consulting qualified legal counsel, immigration attorneys, or compliance professionals regarding Customer's specific compliance obligations;
  • Responding to any governmental audit, investigation, or enforcement action;
  • Any employment decisions made based on information stored in or generated by the Service.

2.2 Document Accuracy. Customer represents and warrants that all documents, data, and information uploaded to the Service are accurate and authentic, and that Customer has the right and authority to upload such documents. Customer shall not upload fraudulent, forged, or falsified documents to the Service.

2.3 Independent Verification. Customer acknowledges that the Service does not independently verify, authenticate, or validate any document uploaded by Customer or any worker. The Service's document review and approval workflow is an internal organizational tool to assist Customer's own review process and does not constitute independent verification of any document's authenticity or legal sufficiency.

2.4 No Reliance on Service for Compliance Outcomes. Customer acknowledges that it has not relied upon any representation by StaffShield that use of the Service will result in regulatory compliance, avoid governmental fines or penalties, satisfy any legal requirement, or produce any specific compliance outcome.

2.5 Authorized Users. Customer is responsible for all activity that occurs under Customer's account, including activity by workers accessing the Service via magic link. Customer shall maintain the confidentiality of account credentials and shall promptly notify StaffShield of any unauthorized access.

2.6 Worker Consent and Notice. Customer represents and warrants that, prior to uploading any Worker data to the Service or directing any Worker to upload data, Customer has obtained all consents, provided all notices, and obtained all authorizations required by applicable law (including without limitation the California Consumer Privacy Act and other state privacy laws, the Fair Credit Reporting Act, and any applicable worker notice requirements) to: (a) collect and upload such Worker data to the Service; (b) permit StaffShield to process such Worker data as a service provider on Customer's behalf; and (c) permit StaffShield's sub-processors identified in the Privacy Policy to process such Worker data in accordance with this Agreement. Customer shall maintain records evidencing such consents and notices and shall provide them to StaffShield upon reasonable request.

2.7 Customer Security Obligations. Customer shall maintain commercially reasonable security measures on its own systems, networks, devices, and accounts used to access the Service, including without limitation: (a) use of strong, unique passwords and multi-factor authentication where available; (b) prompt revocation of access for terminated personnel; (c) protection against phishing, credential theft, malware, and social engineering; and (d) prompt notification to StaffShield of any suspected compromise of Customer's account credentials. StaffShield is not responsible for any unauthorized access to or use of the Service resulting from Customer's failure to maintain such measures.

3. Accounts and Access

3.1 Account Creation. To access the Service, Customer must create an account by providing accurate and complete information. Customer represents that it has the authority to enter into this Agreement on behalf of the entity it represents.

3.2 Acceptable Use. Customer shall use the Service only for lawful purposes and in accordance with this Agreement. Customer shall not: (a) use the Service to store, transmit, or process information in violation of applicable law; (b) attempt to gain unauthorized access to the Service or its infrastructure; (c) reverse engineer, decompile, or disassemble any portion of the Service; (d) use the Service in any manner that could damage, disable, or impair the Service; (e) resell, sublicense, or otherwise make the Service available to third parties without StaffShield's prior written consent; (f) use the Service, or any data, output, or information derived from the Service, to design, develop, train, or improve any product, service, or model that competes with the Service; or (g) rely on any output of any AI-assisted feature as the sole basis for any employment, compliance, or legal decision without independent human review and verification.

3.3 Free Tier. StaffShield may offer a free tier of the Service. Free tier access is provided as-is, without any warranty or service level commitment, and may be modified or discontinued at any time without notice.

4. Fees and Payment

4.1 Subscription Fees. Access to paid tiers of the Service requires payment of subscription fees as set forth on the StaffShield pricing page. All fees are stated in U.S. dollars.

4.2 Billing. Fees are billed monthly in advance through Stripe, Inc., StaffShield's third-party payment processor. By providing payment information, Customer authorizes StaffShield to charge the applicable subscription fee on a recurring monthly basis.

4.3 No Refunds. All fees are non-refundable except as required by applicable law. There are no prorated refunds for partial months of service.

4.4 Price Changes. StaffShield reserves the right to change subscription fees upon thirty (30) days' written notice to Customer. Continued use of the Service after the effective date of a price change constitutes acceptance of the new fees.

4.5 Taxes. Customer is responsible for all applicable taxes, levies, or duties imposed by taxing authorities in connection with Customer's use of the Service, excluding taxes based on StaffShield's net income.

5. Data, Privacy, and Security

5.1 Customer Data. As between StaffShield and Customer, Customer owns all data, documents, and information uploaded to or stored within the Service by Customer or its workers ("Customer Data"). Customer grants StaffShield a limited, non-exclusive license to process and store Customer Data solely for the purpose of providing the Service.

5.2 Data Processing. StaffShield processes Customer Data as a data processor acting on Customer's instructions. Customer is the data controller and is responsible for ensuring that Customer's collection and use of worker data complies with all applicable privacy laws, including the California Consumer Privacy Act (CCPA) and any other applicable state or federal privacy laws.

5.3 Security. StaffShield implements commercially reasonable technical and organizational security measures designed to protect Customer Data. However, StaffShield does not guarantee that Customer Data will be free from unauthorized access, disclosure, alteration, or destruction. Customer is responsible for maintaining appropriate security measures on its own systems.

5.4 Data Retention and Deletion. Upon termination or expiration of Customer's account for any reason, StaffShield will retain Customer Data for a period of thirty (30) days, during which Customer may request an export of its data. After thirty (30) days, StaffShield will permanently delete Customer Data from its systems, subject to any retention obligations required by applicable law. StaffShield has no obligation to retain Customer Data beyond this period.

5.5 Privacy Policy. Customer's use of the Service is also governed by StaffShield's Privacy Policy, which is incorporated herein by reference.

5.6 Medical and Sensitive Records. Customer acknowledges that certain documents stored within the Service, including drug test results and medical records, may be subject to special legal protections under the ADA and other laws requiring confidential, segregated storage. Customer is solely responsible for ensuring that its use of the Service complies with all requirements applicable to such sensitive records.

5.7 Sub-processors. StaffShield uses third-party service providers ("Sub-processors") to operate the Service, as identified in the Privacy Policy. StaffShield reserves the right to engage new Sub-processors or replace existing Sub-processors at any time, provided that StaffShield will provide Customer with at least thirty (30) days' advance notice of any material change to its Sub-processors through the Service or by email. Customer's continued use of the Service following such notice constitutes acceptance of the change. If Customer objects to a Sub-processor change, Customer's sole remedy is to terminate this Agreement and request deletion of Customer Data in accordance with Section 5.4.

5.8 Aggregated and De-identified Data. Notwithstanding anything to the contrary in this Agreement, StaffShield may collect, generate, use, and retain in perpetuity aggregated, de-identified, or anonymized data derived from Customer Data (which by definition cannot be used to identify any individual or Customer) for any lawful business purpose, including without limitation service operation and improvement, analytics, benchmarking, security research, and the development, training, and improvement of machine learning and artificial intelligence models. Such aggregated, de-identified, or anonymized data does not constitute Customer Data and is owned by StaffShield.

6. Disclaimers of Warranty

6.1 THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, STAFFSHIELD AND THE STAFFSHIELD PARTIES (AS DEFINED IN SECTION 7.1) EXPRESSLY DISCLAIM ALL WARRANTIES, INCLUDING WITHOUT LIMITATION:

  • ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT;
  • ANY WARRANTY THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS;
  • ANY WARRANTY REGARDING THE ACCURACY, COMPLETENESS, TIMELINESS, OR RELIABILITY OF ANY INFORMATION OR CONTENT WITHIN THE SERVICE;
  • ANY WARRANTY THAT THE SERVICE WILL MEET CUSTOMER'S REQUIREMENTS OR PRODUCE ANY PARTICULAR COMPLIANCE OUTCOME;
  • ANY WARRANTY THAT THE SERVICE IS COMPLIANT WITH ANY GOVERNMENTAL STANDARD OR REQUIREMENT FOR ELECTRONIC I-9 SYSTEMS OR ANY OTHER REGULATORY PURPOSE.

6.2 STAFFSHIELD MAKES NO REPRESENTATION THAT USE OF THE SERVICE WILL SATISFY ANY LEGAL REQUIREMENT, AVOID ANY FINE OR PENALTY, OR RESULT IN COMPLIANCE WITH ANY APPLICABLE LAW OR REGULATION. THE SERVICE IS AN ORGANIZATIONAL TOOL ONLY. STAFFSHIELD IS NOT RESPONSIBLE FOR ANY GOVERNMENTAL FINE, PENALTY, SANCTION, OR ENFORCEMENT ACTION IMPOSED ON CUSTOMER, REGARDLESS OF WHETHER CUSTOMER WAS USING THE SERVICE AT THE TIME OF SUCH ACTION.

6.3 AI-Assisted Features. The Service's AI-assisted features (including without limitation document date extraction, classification, summarization, and suggestion features, collectively "AI Features") are convenience extensions to the Service's organizational and storage capabilities, comparable in function to formulas in a spreadsheet or rules in an email client. They are not compliance, verification, or decision-making features, and shall not be relied upon as such. Customer acknowledges and agrees that:

  • AI Features may produce outputs that are inaccurate, incomplete, biased, fabricated, or hallucinated (i.e., factually unsupported);
  • Customer is solely responsible for human review and independent verification of every AI-generated output before relying on it for any purpose, including any compliance, employment, or legal decision;
  • StaffShield makes no representation or warranty that any AI Feature meets any standard of accuracy, completeness, fitness for any purpose, freedom from bias, or regulatory compliance;
  • StaffShield may, in its sole discretion, modify, improve, suspend, or discontinue any AI Feature at any time without notice or liability; and
  • The Service does not engage in automated decision-making that produces legal or similarly significant effects on individuals; AI Features are intended to support and not to replace human decision-making.

7. Limitation of Liability

7.1 EXCLUSION OF CONSEQUENTIAL DAMAGES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL STAFFSHIELD OR ITS MEMBERS, MANAGERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, SUB-PROCESSORS, OR LICENSORS (COLLECTIVELY WITH STAFFSHIELD, THE "STAFFSHIELD PARTIES") BE LIABLE TO CUSTOMER OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION:

  • LOST PROFITS, REVENUE, OR BUSINESS;
  • LOSS OF DATA OR DATA CORRUPTION;
  • GOVERNMENTAL FINES, PENALTIES, SANCTIONS, OR ENFORCEMENT COSTS OF ANY KIND, INCLUDING WITHOUT LIMITATION I-9 PENALTIES, OSHA FINES, OR ICE ENFORCEMENT COSTS;
  • COSTS OF SUBSTITUTE SERVICES;
  • BUSINESS INTERRUPTION; OR
  • ANY OTHER INDIRECT OR CONSEQUENTIAL LOSS,

WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER THEORY, EVEN IF ANY STAFFSHIELD PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

7.2 AGGREGATE LIABILITY CAP. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL CUMULATIVE LIABILITY OF THE STAFFSHIELD PARTIES, COLLECTIVELY, TO CUSTOMER FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICE, WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER THEORY, SHALL NOT EXCEED THE LESSER OF: (A) THE TOTAL FEES ACTUALLY PAID BY CUSTOMER TO STAFFSHIELD IN THE THREE (3) CALENDAR MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED DOLLARS ($100.00). FOR CUSTOMERS ON THE FREE TIER, THE TOTAL LIABILITY OF THE STAFFSHIELD PARTIES SHALL NOT EXCEED ZERO DOLLARS ($0.00). THIS CAP APPLIES IN THE AGGREGATE TO ALL STAFFSHIELD PARTIES COMBINED, NOT PER PARTY. CUSTOMER ACKNOWLEDGES THAT THE FEES FOR THE SERVICE ARE NOMINAL RELATIVE TO THE SCOPE OF DATA AND WORKFLOWS CUSTOMER MAY CHOOSE TO MANAGE WITHIN IT, AND THAT THIS CAP REFLECTS A REASONABLE ALLOCATION OF RISK CONSISTENT WITH SUCH PRICING.

7.3 Essential Basis. Customer acknowledges that the limitations of liability set forth in this Section 7 reflect a reasonable allocation of risk and are an essential basis of the bargain between the parties. StaffShield would not have entered into this Agreement or provided the Service at the stated price points absent these limitations.

7.4 Exceptions. Nothing in this Agreement limits StaffShield's liability for: (a) fraud or fraudulent misrepresentation; (b) death or personal injury caused by StaffShield's gross negligence or willful misconduct; or (c) any liability that cannot be excluded or limited under applicable law.

7.5 TIME LIMITATION ON CLAIMS. ANY CLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SERVICE MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OR IT IS PERMANENTLY BARRED. THIS PROVISION CONSTITUTES A CONTRACTUAL SHORTENING OF THE STATUTE OF LIMITATIONS TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. THIS LIMITATION DOES NOT APPLY TO CLAIMS THAT CANNOT BE SHORTENED BY CONTRACT UNDER APPLICABLE LAW.

8. Indemnification

8.1 Customer Indemnification. Customer shall indemnify, defend, and hold harmless the StaffShield Parties from and against any and all claims, demands, actions, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) ("Claims") arising out of or relating to:

  • Customer's use of or access to the Service;
  • Customer's violation of this Agreement;
  • Customer Data, including any claim that Customer Data infringes or misappropriates any third-party intellectual property right or violates any privacy law;
  • Customer's employment practices or compliance decisions, including any governmental fine, penalty, or enforcement action;
  • Any claim by a worker or former worker arising from Customer's use of the Service;
  • Customer's violation of any applicable law or regulation;
  • Customer's failure to obtain consents, provide notices, or obtain authorizations as required by Section 2.6;
  • Any compromise of Customer's account credentials or systems, or any failure to maintain reasonable security as required by Section 2.7; or
  • Customer's negligence or willful misconduct.

Customer's indemnification obligations under this Section run to and may be enforced directly by each StaffShield Party. The indemnified party shall provide Customer with written notice of any Claim within ninety (90) days after the indemnified party becomes aware of it; failure to provide timely notice shall excuse Customer's indemnification obligations only to the extent Customer is actually and materially prejudiced by the delay.

8.2 StaffShield Indemnification. StaffShield shall indemnify Customer against third-party claims alleging that the Service, as provided by StaffShield and used in accordance with this Agreement, infringes a third party's intellectual property rights, subject to Customer's prompt written notice and cooperation with StaffShield's defense of such claim. StaffShield's obligations under this Section 8.2 are subject to the limitations of Section 7.

8.3 Indemnification Procedure. The party seeking indemnification shall: (a) promptly notify the indemnifying party in writing of the Claim; (b) grant the indemnifying party sole control of the defense and settlement of the Claim, provided that no settlement that imposes any non-monetary obligation on the indemnified party may be entered without the indemnified party's consent (not to be unreasonably withheld); and (c) provide reasonable cooperation to the indemnifying party at the indemnifying party's expense.

9. Term and Termination

9.1 Term. This Agreement commences on the date Customer first accepts it and continues until terminated in accordance with this Section.

9.2 Termination by Customer. Customer may terminate this Agreement at any time by canceling Customer's subscription through the Service interface. Termination is effective at the end of the then-current billing period. No refunds will be issued for the remainder of any prepaid billing period.

9.3 Termination by StaffShield. StaffShield may terminate this Agreement or suspend Customer's access to the Service immediately upon notice if: (a) Customer breaches any provision of this Agreement; (b) Customer fails to pay any amounts when due; (c) StaffShield is required to do so by law; or (d) StaffShield discontinues the Service.

9.4 Effect of Termination. Upon termination: (a) Customer's right to access and use the Service will immediately cease; (b) Customer Data will be retained for thirty (30) days as described in Section 5.4; and (c) any accrued payment obligations shall survive.

9.5 Survival. The following provisions survive any termination or expiration of this Agreement: Section 4 (with respect to amounts accrued prior to termination), Section 5 (Data, Privacy, and Security), Section 6 (Disclaimers of Warranty), Section 7 (Limitation of Liability), Section 8 (Indemnification), Section 10 (Dispute Resolution), Section 11 (General Provisions), and any other provision that by its nature is intended to survive.

10. Dispute Resolution — Mandatory Arbitration

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND YOUR RIGHT TO A JURY TRIAL.

10.1 Informal Resolution. Before initiating formal dispute proceedings, the parties agree to first attempt to resolve any dispute informally by providing written notice to the other party describing the dispute in reasonable detail. The parties shall have thirty (30) days from receipt of such notice to attempt good-faith resolution before initiating arbitration.

10.2 Binding Arbitration. If the parties cannot resolve a dispute informally, ALL DISPUTES, CLAIMS, OR CONTROVERSIES ARISING OUT OF OR RELATING TO THIS AGREEMENT, THE SERVICE, OR THE RELATIONSHIP BETWEEN THE PARTIES (collectively, "Disputes") shall be resolved exclusively by binding individual arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules, except as modified herein. The arbitration shall take place in Maplewood, New Jersey, or via remote proceeding. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

10.3 CLASS ACTION WAIVER. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CUSTOMER AND STAFFSHIELD EACH WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION, CLASS ARBITRATION, COLLECTIVE ACTION, OR REPRESENTATIVE PROCEEDING OF ANY KIND. ALL DISPUTES MUST BE BROUGHT IN EACH PARTY'S INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

10.4 Exceptions. Nothing in this Section prevents either party from seeking emergency injunctive or other equitable relief from a court of competent jurisdiction to prevent irreparable harm pending arbitration, or from bringing a claim in small claims court if the claim qualifies.

10.5 Governing Law. This Agreement and all Disputes shall be governed by and construed in accordance with the laws of the State of New Jersey, without regard to its conflicts of law principles.

10.6 Venue. Subject to Section 10.2, the parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Essex County, New Jersey for any proceeding not subject to arbitration.

10.7 Mass Arbitration. If twenty-five (25) or more similar arbitration demands are filed against StaffShield by or with the assistance of the same law firm or coordinated counsel within a ninety (90) day period, the parties agree that:

  • the AAA Mass Arbitration Supplementary Rules (or any successor rules) shall apply;
  • claims shall be administered in sequential batches of ten (10) claims, with the parties jointly selecting one bellwether claim per batch to proceed first;
  • all other claims in the batch shall be stayed pending resolution of the bellwether;
  • following resolution of three (3) bellwethers, the parties shall participate in a global mediation session before any additional claims proceed; and
  • all deadlines for arbitrator appointment, payment of arbitration fees, and response to claims shall be tolled until batch administration begins.

This provision is intended to ensure orderly and efficient resolution of mass arbitration filings and shall be enforced as a fundamental term of this Agreement. If any portion of this Section 10.7 is found unenforceable, the remainder shall remain in effect.

11. General Provisions

11.1 Entire Agreement. This Agreement, together with the Privacy Policy and any applicable order forms, constitutes the entire agreement between the parties regarding the Service and supersedes all prior agreements, representations, and understandings relating to the subject matter hereof.

11.2 Amendments. StaffShield reserves the right to modify this Agreement at any time. StaffShield will provide notice of material changes by email or through the Service at least thirty (30) days before the effective date of such changes. Continued use of the Service after the effective date of any amendment constitutes acceptance of the amended Agreement.

11.3 Severability. If any provision of this Agreement is found to be unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect.

11.4 Waiver. No waiver of any provision of this Agreement shall be effective unless in writing. No failure to exercise any right shall constitute a waiver of future enforcement of that right.

11.5 Assignment. Customer may not assign this Agreement or any rights hereunder without StaffShield's prior written consent. StaffShield may assign this Agreement without restriction. Any purported assignment in violation of this Section is void.

11.6 Third-Party Beneficiaries. Except as expressly provided herein, this Agreement does not create any third-party beneficiary rights. Notwithstanding the foregoing, the StaffShield Parties identified in Sections 7 and 8 are intended third-party beneficiaries of those Sections and may enforce them directly against Customer.

11.7 Force Majeure. Neither StaffShield nor any StaffShield Party shall be liable for any failure or delay in performance resulting from causes beyond its reasonable control, including without limitation: acts of God; pandemic, epidemic, or quarantine; war, terrorism, civil unrest, or sabotage; governmental orders, regulations, or actions; natural disasters (including fire, flood, earthquake, and severe weather); cyberattacks, ransomware, denial-of-service attacks, or other malicious code; failures, outages, or degradation of internet, cloud infrastructure, artificial intelligence model providers, payment processors, or other third-party service providers; failures of utilities or telecommunications; labor disputes; and shortages of equipment, supplies, or personnel.

11.8 Contact. Questions about this Agreement may be directed to: StaffShield LLC, 6 Osborne Terrace, Maplewood, New Jersey 07040, Email: support@staffshieldai.com.

BY CLICKING "I AGREE" OR ACCESSING THE SERVICE, YOU CONFIRM THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO THESE TERMS OF SERVICE IN THEIR ENTIRETY.