Definitions
The following terms have the meanings set forth below when used in this EULA:
Grant of License
License Grant
Subject to your compliance with this EULA, we grant you a limited, non-exclusive, non-transferable, revocable license to:
- Download, install, and use the Software on your Authorized Devices
- Access and use the Software's features and services as intended
- Create, store, and manage invoices and related business data
- Generate PDF documents from your invoice data
License Scope
This license is granted for your personal or business use only. The license includes:
- Free Tier: Access to basic invoicing features with limitations
- Subscription Tiers: Access to premium features based on your subscription level
- Multi-Device Access: Use on multiple devices linked to your Account
- Cloud Synchronization: Automatic syncing of your data across devices
Use Invoice Flow to create unlimited invoices (with subscription), manage clients and businesses, generate professional PDFs, and sync your data across all your devices.
License Restrictions
You may not, and you agree not to permit others to:
Prohibited Uses
- Copy, modify, distribute, sell, or lease the Software
- Reverse engineer, decompile, disassemble, or attempt to derive source code
- Remove, alter, or obscure any proprietary notices or labels
- Use the Software for any unlawful or prohibited purpose
- Create derivative works based on the Software
- Rent, lease, lend, or sublicense the Software to third parties
Technical Restrictions
- Circumvent or disable any security features or access controls
- Use automated tools to access the Software (bots, scrapers, etc.)
- Attempt to gain unauthorized access to our systems or networks
- Interfere with or disrupt the Software's operation or servers
- Introduce viruses, malware, or other harmful code
Content Restrictions
- Upload or create illegal, harmful, or offensive content
- Violate any person's intellectual property or privacy rights
- Use the Software to harass, abuse, or harm others
- Generate fraudulent or misleading invoices
- Store or transmit malicious content or spam
Violation of these restrictions may result in immediate termination of your license, account suspension, and potential legal action. We reserve the right to investigate suspected violations.
Ownership and Intellectual Property
Our Intellectual Property
We retain all rights, title, and interest in and to the Software, including:
- Source code, object code, and all software components
- User interface design, graphics, and visual elements
- Trademarks, service marks, and brand elements
- Documentation, help materials, and tutorials
- Algorithms, processes, and business methods
- Any improvements, updates, or modifications
Your Content Ownership
You retain ownership of all Content you create, upload, or store using the Software. However, you grant us certain rights:
- Processing Rights: To store, process, and transmit your Content
- Technical Rights: To make backups and provide cloud synchronization
- Service Rights: To provide features like PDF generation and email delivery
- Improvement Rights: To analyze usage patterns for service improvement (anonymized)
Third-Party Components
The Software may include third-party libraries, frameworks, and services. Your use of these components is subject to their respective licenses and terms.
We implement industry-standard security measures to protect your Content. We will never claim ownership of your invoices, client data, or business information.
User Content and Data
Content Responsibility
You are solely responsible for all Content you create, upload, or store using the Software. This includes:
- Ensuring accuracy of invoice information and calculations
- Compliance with applicable tax laws and regulations
- Obtaining necessary rights to client information you store
- Maintaining appropriate backups of critical data
- Ensuring Content does not violate any laws or third-party rights
Data Privacy and Security
We take data security seriously and implement measures to protect your Content:
- Encryption of data in transit and at rest
- Regular security audits and vulnerability assessments
- Access controls and authentication mechanisms
- Compliance with applicable data protection laws
For detailed information about our data practices, please see our Privacy Policy.
Content Backup and Recovery
While we maintain backups for operational purposes, you are responsible for:
- Creating and maintaining your own backups of critical data
- Exporting your data regularly using provided tools
- Understanding that we cannot guarantee data recovery in all circumstances
We reserve the right to monitor Content for compliance with this EULA, but we have no obligation to do so. We may remove Content that violates these terms without notice.
Subscription Terms
Subscription Plans
Invoice Flow offers various subscription plans with different features and limitations:
- Free Plan: Basic features with usage limitations
- Pro Monthly: Full features with monthly billing
- Pro Annual: Full features with annual billing and discounts
- Enterprise: Advanced features for larger organizations (when available)
Billing and Payment
Subscription billing is handled through platform-specific payment systems:
- iOS: Apple App Store and iTunes billing
- Android: Google Play billing
- Web: Direct billing through our payment processors
All billing terms, refund policies, and payment disputes are subject to the platform's terms and conditions.
Subscription Changes
- You may upgrade or downgrade your subscription at any time
- Changes typically take effect at the next billing cycle
- Downgrading may result in loss of access to premium features
- We may modify subscription pricing with advance notice
Free Trial
We may offer free trials of premium features. Trial terms include:
- Limited duration as specified in the trial offer
- Automatic conversion to paid subscription unless cancelled
- Full access to premium features during trial period
- One trial per user account
Paid subscriptions provide unlimited invoice creation, premium templates, priority support, advanced features, and enhanced export options.
Privacy and Security
Data Collection and Use
Our collection and use of your personal information is governed by our Privacy Policy. By using the Software, you consent to:
- Collection of account information and usage data
- Processing of your Content to provide Software features
- Storage of your data on secure cloud infrastructure
- Analysis of anonymized usage patterns for service improvement
Security Measures
We implement comprehensive security measures including:
- End-to-end encryption for data transmission
- Secure authentication and access controls
- Regular security audits and penetration testing
- Compliance with industry security standards
- Incident response and monitoring procedures
Your Security Responsibilities
- Maintain the confidentiality of your account credentials
- Use strong, unique passwords for your account
- Promptly report any suspected security breaches
- Keep your devices and Software updated
- Log out from shared or public devices
We are committed to protecting your privacy and will never sell your personal information or invoice data to third parties for marketing purposes.
Disclaimers and Warranties
Warranty Disclaimer
THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING:
- WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE
- WARRANTIES OF NON-INFRINGEMENT AND TITLE
- WARRANTIES THAT THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE
- WARRANTIES REGARDING THE ACCURACY OR RELIABILITY OF CONTENT
- WARRANTIES THAT DEFECTS WILL BE CORRECTED
Service Availability
We strive to provide reliable service but cannot guarantee:
- Continuous, uninterrupted access to the Software
- That the Software will meet all your business requirements
- That all features will work perfectly in all circumstances
- Compatibility with all devices, operating systems, or browsers
- That third-party services will always be available
Content Accuracy
You acknowledge that:
- You are responsible for the accuracy of all invoice calculations
- Tax calculations are estimates and may not reflect current rates
- You should verify all generated documents before sending to clients
- The Software does not provide legal, tax, or financial advice
Some jurisdictions do not allow certain warranty disclaimers, so some of the above may not apply to you. You may have other rights that vary by jurisdiction.
Limitation of Liability
Limitation of Damages
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL WE BE LIABLE FOR:
- INDIRECT DAMAGES: Including lost profits, revenue, data, or business opportunities
- CONSEQUENTIAL DAMAGES: Even if we have been advised of the possibility of such damages
- INCIDENTAL DAMAGES: Including costs of procurement of substitute services
- PUNITIVE DAMAGES: Regardless of the legal theory on which the claim is based
Maximum Liability
Our total liability to you for all claims arising from or relating to this EULA or the Software shall not exceed:
- For free users: $100 USD
- For paid subscribers: The amount you paid for the Software in the 12 months preceding the claim
- In no case more than $1,000 USD
Exceptions
These limitations do not apply to:
- Death or personal injury caused by our negligence
- Fraud or fraudulent misrepresentation
- Violations of your intellectual property rights
- Other liability that cannot be excluded by law
These limitations reflect the allocation of risk between us. The Software pricing reflects these limitations, and you understand that higher fees would be necessary without them.
Indemnification
You agree to defend, indemnify, and hold harmless Invoice Flow, Inc., its officers, directors, employees, agents, and licensors from and against any claims, damages, costs, and expenses (including reasonable attorneys' fees) arising from or relating to:
- Your use of the Software in violation of this EULA
- Your Content or any materials you upload, create, or store
- Your violation of any law or regulation
- Your violation of any rights of third parties
- Any fraudulent or misleading information in your invoices
- Your breach of any representation or warranty in this EULA
Indemnification Process
We will:
- Promptly notify you of any claim subject to indemnification
- Give you sole control of the defense and settlement
- Provide reasonable assistance at your expense
- Have the right to participate in defense with our own counsel
This indemnification obligation survives termination of this EULA and your use of the Software. You may not settle any claim without our prior written consent.
Termination
Termination by You
You may terminate this EULA at any time by:
- Uninstalling the Software from all your devices
- Deleting your account through the Software settings
- Discontinuing all use of the Software and services
- Canceling any active subscriptions
Termination by Us
We may terminate or suspend your access immediately, without notice, for:
- Violation of any terms of this EULA
- Suspected fraudulent or illegal activity
- Abuse of the Software or our systems
- Non-payment of subscription fees
- Extended periods of inactivity (free accounts)
- Discontinuation of the Software (with notice)
Effect of Termination
Upon termination:
- Your license to use the Software immediately expires
- You must cease all use and uninstall the Software
- We may delete your account and Content after 30 days
- You may export your data before account deletion
- Subscription fees are generally non-refundable
- Provisions regarding liability and indemnification survive
Before termination, ensure you export any important data. We provide tools to export your invoices and client information in standard formats.
Updates and Modifications
Software Updates
We regularly update the Software to:
- Add new features and functionality
- Fix bugs and improve performance
- Enhance security and privacy protections
- Ensure compatibility with new devices and platforms
- Comply with legal and regulatory requirements
Updates may be delivered automatically or require manual installation.
EULA Modifications
We may modify this EULA from time to time. When we do:
- We will post the updated EULA in the Software
- We will update the "Last updated" date
- For material changes, we will provide additional notice
- Continued use constitutes acceptance of the new terms
- If you don't agree, you must stop using the Software
Feature Changes
We reserve the right to:
- Modify, suspend, or discontinue any features
- Change subscription pricing and plans
- Impose usage limits or restrictions
- Require updates for continued access
We will provide reasonable notice for significant changes that affect paid subscribers.
Governing Law and Jurisdiction
Applicable Law
This EULA and any disputes arising from or relating to the Software shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law principles.
Jurisdiction
You agree that any legal action or proceeding relating to this EULA or the Software shall be brought exclusively in the federal or state courts located in Delaware, United States. You consent to the personal jurisdiction of such courts and waive any objection to venue.
International Users
If you are accessing the Software from outside the United States, you do so at your own risk and are responsible for compliance with local laws. Some features may not be available in all jurisdictions.
Nothing in this EULA affects any statutory rights that cannot be waived under applicable consumer protection laws.
Dispute Resolution
Informal Resolution
Before filing any formal legal action, you agree to first contact us to attempt to resolve any dispute informally. Please send a detailed description of your dispute to legal@invoiceflow.com, and we will work in good faith to resolve the issue.
Arbitration Agreement
Any dispute that cannot be resolved informally shall be resolved through binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, except:
- Disputes involving intellectual property rights
- Small claims court actions (under $10,000)
- Requests for injunctive or equitable relief
Class Action Waiver
You agree that any arbitration or court proceeding shall be limited to the dispute between you and us individually. You waive any right to participate in class actions, collective actions, or representative proceedings.
ARBITRATION MEANS THAT YOU WAIVE YOUR RIGHT TO A JURY TRIAL. Some jurisdictions may not allow certain aspects of this arbitration clause.
Miscellaneous
Entire Agreement
This EULA, together with our Privacy Policy and Terms of Service, constitutes the entire agreement between you and us regarding the Software and supersedes all prior agreements and understandings.
Severability
If any provision of this EULA is found to be unenforceable or invalid, the remaining provisions will remain in full force and effect. The unenforceable provision will be replaced with an enforceable provision that most closely matches the intent of the original.
Waiver
Our failure to enforce any right or provision of this EULA will not constitute a waiver of such right or provision. Any waiver of any provision must be in writing and signed by us.
Assignment
You may not assign or transfer this EULA or any rights or obligations hereunder without our prior written consent. We may assign this EULA without restriction, including in connection with a merger, acquisition, or sale of assets.
Force Majeure
We will not be liable for any failure or delay in performance due to events beyond our reasonable control, including natural disasters, government actions, war, terrorism, or network failures.
Export Control
The Software may be subject to export control laws. You agree to comply with all applicable export and import laws and regulations and will not export or re-export the Software to prohibited countries or persons.