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Last updated July 5, 2026

Terms of Service

⚠️ DRAFT — ATTORNEY REVIEW REQUIRED BEFORE USE. This document is a comprehensive starting draft prepared to shift risk and responsibility toward the user and away from the Company, consistent with common practice among accounting and financial-software providers. It is not legal advice and must be reviewed and finalized by a licensed attorney (and localized for your jurisdiction and business entity) before it is presented to users or relied upon. Bracketed items — e.g. [Company Legal Name], [State], [support email] — must be completed.

Effective date: [DATE] · Version: v1 (draft)

These Terms of Service ("Terms") are a binding agreement between [Company Legal Name] ("Company," "we," "us," or "our") and the individual or entity that accesses or uses the Service ("you," "your," or "Customer"). By creating an account, clicking "I agree," or accessing or using the Service, you agree to these Terms. If you do not agree, do not access or use the Service. If you are agreeing on behalf of an organization, you represent that you are authorized to bind that organization, and "you" refers to that organization.

1. Definitions

  • "Service" means the Quality Platform software, websites, applications, APIs, integrations, AI

features, and related services made available by the Company.

  • "Customer Data" means data, documents, financial records, and other content you or your users

submit to, or generate through, the Service.

  • "Users" means the individuals you authorize to use the Service under your account (for example,

your staff).

  • "Client(s)" means the businesses or individuals for whom you provide services and whose information

you manage using the Service.

  • "AI Features" means features of the Service that use artificial intelligence, machine learning, or

large language models, including features provided through third-party AI vendors.

  • "Output" means content, suggestions, classifications, drafts, summaries, calculations, or other

results produced by the Service, including by AI Features.

2. Eligibility and Accounts

You must be at least 18 years old and able to form a binding contract. You agree to provide accurate registration information and to keep it current. You are responsible for all activity that occurs under your account and for maintaining the confidentiality and security of your credentials. We recommend enabling multi-factor authentication. You must promptly notify us of any unauthorized use. We are not liable for any loss arising from unauthorized use of your account.

3. The Service Is Software — Not Professional Advice

The Service is a software tool. It is not an accountant, bookkeeper, auditor, certified public accountant, tax preparer, tax advisor, attorney, financial advisor, investment advisor, or fiduciary, and it does not provide accounting, bookkeeping, audit, tax, legal, financial, investment, or other professional advice. The Company is not engaged in the practice of accountancy or law and does not render professional opinions. You — and, where applicable, the licensed professionals in your organization — remain solely responsible for all professional judgment, for the accuracy and legality of your books and filings, and for compliance with all applicable laws, regulations, and professional and industry standards (including but not limited to tax laws, GAAP or other applicable accounting frameworks, and information-reporting rules). Nothing in the Service creates an accountant–client, attorney–client, or fiduciary relationship between you and the Company.

4. Your Responsibility for Data Accuracy and Verification

You are solely responsible for the accuracy, completeness, quality, legality, and reliability of all Customer Data and for all decisions, entries, reports, reconciliations, filings, statements, and other work product produced with the Service. You must independently review and verify all Output before relying on it or acting on it, including — without limitation — journal entries, categorizations, bank and account reconciliations, financial statements and reports, tax calculations, information returns (such as 1099 forms), imported transactions, and documents generated or e-signed through the Service.

The Service may automate, suggest, pre-fill, match, or recommend actions. Automation and suggestions do not transfer responsibility to the Company. You are responsible for reviewing and approving them. We do not independently audit, validate, or guarantee the accuracy or completeness of Customer Data or Output, and we are not responsible for errors, omissions, penalties, interest, fines, rejected filings, or other consequences arising from inaccurate, incomplete, untimely, or unverified information, whether entered by you, imported from a third party, or produced by the Service.

5. AI Features — Use, Limits, and Your Duty to Verify

The Service includes AI Features, some of which are powered by third-party AI providers. AI Output is generated by automated systems and may be inaccurate, incomplete, outdated, biased, or otherwise wrong, even when it appears confident or plausible. AI Features are provided to assist you; they are not a substitute for professional judgment and human review.

By using AI Features you acknowledge and agree that:

  1. **You must independently review, verify, and validate all AI Output before relying on or acting on

it.** You are solely responsible for any decision you make or action you take based on AI Output.

  1. AI Output does not constitute accounting, tax, legal, financial, or other professional advice, and

should not be relied upon as such.

  1. The Company makes no warranty that AI Output is accurate, complete, current, or fit for any

purpose, and disclaims all liability for losses, penalties, or damages arising from AI Output or from your reliance on it without independent verification.

  1. AI Features may be provided, in whole or in part, by third-party providers, and your use may be

subject to their terms; the Company is not responsible for third-party AI providers.

  1. AI Features may be enabled or disabled, may change, and may incur usage-based charges as described at

the time of use. Where the Service provides controls to limit or disable AI Features, you are responsible for configuring them to your requirements.

6. If You Serve Clients

If you use the Service to provide services to your own Clients, you are solely responsible for your Clients, for your engagement and relationship with them, for the accuracy of their records, for communications with them, and for your compliance with all obligations you owe them. The Company has no relationship with, and owes no duties to, your Clients. You are responsible for obtaining any consents and providing any notices required to submit your Clients' information to the Service, and you represent that you have the authority to do so. You will indemnify the Company against claims brought by, or arising from, your Clients as set out in Section 15.

7. Third-Party Services

The Service integrates with third-party services (for example, banking-data aggregators, financial institutions, email and file-storage providers, payment processors, e-signature identity-verification vendors, and AI providers). Those services are provided by the applicable third parties, are governed by their own terms and privacy policies, and are outside the Company's control. The Company is not responsible or liable for any third-party service, or for any act, omission, error, downtime, data, or content of any third party, and your use of them is at your own risk. Third-party data (including imported bank transactions) may be inaccurate or incomplete; you remain responsible for verifying it.

8. Acceptable Use

You will not, and will not permit anyone to: (a) use the Service unlawfully or in violation of these Terms; (b) infringe others' rights or submit content you lack the right to submit; (c) attempt to gain unauthorized access to, disrupt, or interfere with the Service or its security; (d) reverse engineer, decompile, or copy the Service except as permitted by law; (e) use the Service to build a competing product; (f) upload malware or harmful code; (g) misuse AI Features (including to generate unlawful content or to attempt to extract underlying models); or (h) exceed rate limits or use the Service in a way that impairs it for others. We may suspend or terminate access for violations.

9. Customer Data; Your Content License to Us

As between you and the Company, you retain ownership of Customer Data. You grant the Company a worldwide, non-exclusive license to host, copy, process, transmit, display, and use Customer Data solely to provide, maintain, secure, and improve the Service and as otherwise permitted by these Terms and the Privacy Policy. You represent that you have all rights necessary to submit Customer Data and to grant this license. You are responsible for the content and legality of Customer Data.

10. Backups and Data Loss

The Company may maintain backups of Service data as an operational practice, but you are responsible for independently maintaining your own copies of Customer Data and work product. The Company does not guarantee against loss, corruption, or unavailability of data and, to the maximum extent permitted by law, is not liable for any such loss.

11. Fees and Payment

If the Service (or a feature) is offered for a fee, you agree to pay all applicable fees, including usage-based charges (for example, certain AI, verification, statement-retrieval, or connection charges) as described at the time of use or in an order. Fees are exclusive of taxes, which are your responsibility. Except as required by law or expressly stated, fees are non-refundable. We may change fees prospectively with notice.

11.1 Recurring and automatic billing authorization. When you provide a payment method, you authorize us (and our payment processor) to store that payment method and automatically charge it, on a recurring basis and without further approval from you for each charge, for: (a) your subscription fee each billing period; and (b) any usage-based, metered, overage, add-on, or per-book charges you incur. You authorize these charges until you cancel in accordance with these Terms. You are responsible for keeping a valid payment method on file.

11.2 Billing cycle. Subscription fees are billed per billing period on your account's billing day. Usage-based and metered charges (including AI usage above any included allowance and cleanup/onboarding usage) accrue during the period and are billed together with, or in arrears following, the subscription fee. We may assign or change your billing day, and prorate a partial first period, in our reasonable discretion.

11.3 AI usage, allowances, and overage. Certain AI features draw on a per-account allowance. AI usage beyond the included allowance (including during a cleanup or onboarding engagement, which may be treated as billable pass-through) is a metered charge you authorize under Section 11.1. You can view your current AI usage and adjust or cap it in the Service; when an account reaches a cap, AI features may pause and fall back to manual entry.

11.4 Failed payments; dunning; and effect on access. If a charge fails, we may retry it and will notify you to update your payment method. On a failed or past-due charge we may immediately pause paid features (including AI). If the balance remains unpaid, your account may become read-only (you can still view and export your data) after a grace period, and may be suspended thereafter, as further described in Section 17. We are not responsible for any consequence of a pause, read-only status, or suspension that results from your failure to maintain a valid payment method or to pay amounts due. You remain responsible for all amounts owed. Reasonable late fees or retry/processing costs may apply where permitted by law.

12. Intellectual Property

The Service, and all software, content, and materials provided by the Company (excluding Customer Data), are owned by the Company or its licensors and are protected by intellectual-property laws. Subject to these Terms, the Company grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business purposes during the term. No other rights are granted. Feedback you provide may be used by the Company without obligation to you.

13. Privacy

The Company's collection and use of personal information is described in the Privacy Policy, which is incorporated by reference. You are responsible for your own privacy obligations to your Users and Clients, including providing required notices and obtaining required consents.

14. Disclaimers of Warranties

THE SERVICE AND ALL OUTPUT ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. THE COMPANY DOES NOT WARRANT THAT THE SERVICE OR ANY OUTPUT WILL BE ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE, SECURE, OR UNINTERRUPTED, OR THAT IT WILL MEET YOUR REQUIREMENTS OR ACHIEVE ANY PARTICULAR RESULT. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SERVICE AND OUTPUT.

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

(a) IN NO EVENT WILL THE COMPANY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, DATA, OR BUSINESS, OR FOR ANY PENALTIES, FINES, INTEREST, OR TAX LIABILITIES, ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

(b) THE COMPANY'S TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE OR THESE TERMS WILL NOT EXCEED THE GREATER OF (i) THE AMOUNTS YOU PAID TO THE COMPANY FOR THE SERVICE IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (ii) ONE HUNDRED U.S. DOLLARS ($100).

(c) These limitations apply regardless of the theory of liability (contract, tort, negligence, strict liability, or otherwise) and even if a remedy fails of its essential purpose. Some jurisdictions do not allow certain limitations, so some of the above may not apply to you; in that case, the Company's liability is limited to the maximum extent permitted by law.

16. Indemnification

You will defend, indemnify, and hold harmless the Company and its officers, directors, employees, and agents from and against any claims, damages, liabilities, losses, penalties, fines, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your Customer Data; (b) your use of the Service or Output, including your reliance on any Output without verification; (c) your provision of services to, or relationship with, your Clients; (d) your violation of these Terms or of any law or third-party right; or (e) your accounting, tax, or other filings or professional work.

17. Suspension and Termination

You may stop using the Service at any time. We may suspend or terminate your access, in whole or in part, if you breach these Terms, if required by law, or to protect the Service or others. Upon termination, your license ends and you must stop using the Service. We may make Customer Data available for export for a limited period after termination as described in our then-current practices, after which we may delete it. Sections that by their nature should survive termination will survive.

18. Beta and Early-Access Features

Features identified as beta, preview, early-access, or evaluation are provided for testing, may be changed or withdrawn at any time, may be unstable or unsupported, and are provided "AS IS" with no warranties and with the limitations of liability in these Terms. Do not rely on beta features for production or compliance purposes.

19. Electronic Records and Signatures

You consent to conduct transactions electronically and to receive communications, agreements, and disclosures from us electronically. Electronic signatures, acceptances, and records made through the Service satisfy any legal requirement that such records be in writing, to the extent permitted by applicable law (including the U.S. ESIGN Act and UETA). Your acceptance of these Terms is recorded with a timestamp and other metadata.

20. Changes to the Service and to These Terms

We may modify, suspend, or discontinue the Service or any feature at any time. We may update these Terms from time to time; if we make material changes, we will provide notice (for example, in-app or by email) and, where required, request renewed acceptance. Your continued use of the Service after changes take effect constitutes acceptance of the updated Terms.

21. Dispute Resolution; Governing Law

These Terms are governed by the laws of the State of [State], without regard to conflict-of-laws rules. [Choose one and have counsel finalize: (a) the state and federal courts located in [County, State] will have exclusive jurisdiction; or (b) binding arbitration on an individual basis under the rules of [arbitration body], seated in [location].] To the extent permitted by law, you and the Company waive any right to a jury trial and to participate in a class, collective, or representative action. Any claim must be brought within one (1) year after it arises, or it is permanently barred, to the extent permitted by law.

22. Force Majeure

The Company is not liable for any delay or failure to perform due to causes beyond its reasonable control, including acts of God, natural disasters, war, terrorism, civil unrest, labor conditions, governmental action, internet or utility failures, third-party service failures, or cyber-attacks.

23. Miscellaneous

These Terms (with the Privacy Policy and any order or supplemental terms) are the entire agreement between you and the Company regarding the Service and supersede prior agreements on that subject. If any provision is held unenforceable, the rest remains in effect and the unenforceable provision is modified to the minimum extent necessary. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them (for example, in connection with a merger or sale). Notices to you may be given in-app or by email. Headings are for convenience only. Nothing in these Terms creates any third-party beneficiary rights.

24. Contact

Questions about these Terms: [Company Legal Name], [address], [support email].

_By clicking "I agree" (or by accessing or using the Service), you acknowledge that you have read, understood, and agree to be bound by these Terms, including the disclaimers of warranties, the limitation of liability, and your responsibility to independently verify all Output (including AI Output)._