Fynlo End User Agreement

This Agreement governs your access to and use of the Fynlo software-as-a-service platform available at fynlo.pro, including all associated web applications, application programming interfaces, integrations, documentation, and support (the "Service").

If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind that entity, and "you" refers to that entity.

• "Customer Data" means all data, records, files, and other content that you submit to the Service, or that the Service retrieves on your behalf from a Third-Party Service, including accounting records, transactions, invoices, chart of accounts entries, contact records, and reports.
• "Third-Party Service" means any third-party product or service you connect to the Service, including Intuit QuickBooks Online.
• "Intuit" means Intuit Inc. and its affiliates, the provider of QuickBooks Online.
• "Authorised User" means an individual you permit to use the Service under your account.

• You must be at least 18 years old and legally capable of entering into binding contracts to use the Service.
• You must provide accurate and complete registration information and keep it current.
• You are responsible for safeguarding your account credentials and for all activity that occurs under your account, whether or not authorised by you. Notify us promptly at support@fynlo.pro if you suspect any unauthorised access.
• You are responsible for the acts and omissions of your Authorised Users, and for ensuring they comply with this Agreement.

Subject to your compliance with this Agreement and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Service for your internal business purposes during the term of your subscription.

The Service is provided as a hosted service. No copy of the software is delivered to you, and no rights are granted other than those expressly set out in this Agreement.

You must not, and must not permit any third party to:

1. copy, modify, translate, or create derivative works of the Service;
2. reverse engineer, decompile, or disassemble any part of the Service, except to the extent this restriction is prohibited by applicable law;
3. rent, lease, sell, sublicense, distribute, or otherwise make the Service available to any third party, or use it to operate a service bureau on behalf of third parties, except as expressly permitted for accountants and bookkeepers below;
4. access the Service to build a competing or substantially similar product or service;
5. circumvent or attempt to circumvent any usage limits, authentication, rate limiting, or security controls;
6. use automated means to scrape, crawl, or extract data from the Service other than through documented APIs;
7. upload or transmit malware, or use the Service to send unlawful, infringing, defamatory, or unsolicited commercial communications;
8. use the Service in violation of any applicable law, regulation, or sanctions programme, or in violation of Intuit's terms of service; or
9. remove or obscure any proprietary notices in the Service.

Accountants, bookkeepers, and service providers

If you use the Service to provide services to your own clients, you may connect client QuickBooks Online companies provided that you have obtained each client's authorisation to do so, and you remain fully responsible under this Agreement for all such use and for compliance with applicable data protection law.

The Service is designed to connect to QuickBooks Online and may connect to other Third-Party Services. Connecting is entirely at your election.

Authorisation

When you connect a QuickBooks Online company, you authorise us to access, retrieve, store, process, and (where you instruct it) write data to that company on your behalf, using the access tokens issued through Intuit's OAuth 2.0 authorisation flow. We access only the data scopes you approve during that flow, and only to provide the Service to you.

You warrant that you are the owner of, or are duly authorised by the owner of, each QuickBooks Online company you connect, and that you have all consents required to permit us to process the data in that company.

Intuit is not a party to this Agreement

Fynlo is an independent third-party application. It is not produced, endorsed, certified as accurate, or supported by Intuit. Intuit makes no warranty of any kind in respect of the Service and has no liability to you arising out of the Service. Your use of QuickBooks Online is governed separately by your agreement with Intuit, and nothing in this Agreement modifies that agreement.

Changes outside our control

Third-Party Services may change, deprecate, rate-limit, suspend, or withdraw their APIs at any time. We are not liable for any interruption, degradation, data loss, or loss of functionality caused by a Third-Party Service, and we may modify or discontinue an integration if the Third-Party Service ceases to support it.

Disconnecting

You may disconnect a QuickBooks Online company at any time, either from within the Service or from the Apps section of your Intuit account. On disconnection, we will revoke and delete the associated access and refresh tokens and cease accessing that company. Deletion of previously retrieved data is addressed in Section 12.

• Ownership. As between you and us, you own all right, title, and interest in Customer Data. We claim no ownership over it.
• Licence to us. You grant us a worldwide, non-exclusive, royalty-free licence to host, copy, transmit, display, and process Customer Data solely to the extent necessary to: (a) provide, maintain, and support the Service; (b) prevent or address technical or security issues; and (c) comply with law.
• Aggregated data. We may generate anonymised and aggregated statistical data derived from use of the Service, provided such data does not identify you, any Authorised User, any of your clients, or any individual, and cannot reasonably be reverse-engineered to do so. We may use such data to operate and improve the Service.
• We do not sell Customer Data, and we do not use Customer Data or data retrieved from QuickBooks Online for advertising or marketing purposes.
• Your responsibility. You are responsible for the accuracy, quality, and legality of Customer Data and for having the necessary rights and consents to provide it to us.
• Backups. While we take reasonable measures to back up the Service, you remain responsible for maintaining your own records in your source systems. The Service is not a system of record and is not a substitute for your accounting records.

Our collection and handling of personal data is described in our Privacy Policy, which forms part of this Agreement.

We maintain administrative, technical, and physical safeguards designed to protect Customer Data, including encryption of data in transit using TLS, encryption of stored credentials and access tokens, role-based access controls, and least-privilege access for personnel.

No method of transmission or storage is completely secure. We do not warrant that the Service will be free from unauthorised access. We will notify you without undue delay of any personal data breach affecting your Customer Data, as required by applicable law.

If you are subject to data protection legislation requiring a data processing agreement, contact us at support@fynlo.pro to execute one.

• Access to paid plans requires payment of the fees set out on our pricing page or in your order at the time of subscription.
• Subscriptions are billed in advance on a recurring basis (monthly or annually, as selected) and renew automatically at the then-current rate until cancelled. You authorise us and our payment processor to charge your payment method for each renewal.
• You may cancel at any time from your account settings. Cancellation takes effect at the end of the current billing period. Unless required by law, fees already paid are non-refundable and we do not provide credits or refunds for partial periods or unused capacity — see our Refund Policy for full details.
• We may change our fees on not less than thirty (30) days' notice. Changes take effect at your next renewal. If you do not accept a fee change, your remedy is to cancel before the renewal date.
• Fees are exclusive of taxes. You are responsible for all applicable taxes, duties, and levies, other than taxes on our income. Where Singapore GST or other indirect tax applies, it will be added to your invoice.
• If a payment fails or is overdue, we may suspend your access after reasonable notice until the amount is paid.
• Payments are processed by third-party payment processors. We do not store full payment card details.

We may offer free trials. At the end of a trial, your subscription will convert to a paid plan unless you cancel beforehand, and data associated with an unconverted trial account may be deleted.

We may make features identified as beta, preview, or early access available. Such features are provided "as is", may be discontinued at any time, are excluded from any service commitments, and should not be relied upon in production.

We aim to make the Service available on a continuous basis but do not guarantee uninterrupted or error-free operation.

We may perform scheduled maintenance and will endeavour to give reasonable notice for maintenance likely to cause material disruption. Emergency maintenance may be carried out without notice.

Support is provided by email at support@fynlo.pro during normal Singapore business hours. Response times are on a commercially reasonable efforts basis unless a separate service level agreement has been signed.

The Service, including all software, source code, designs, interfaces, text, graphics, documentation, and the Fynlo name and marks, is owned by us or our licensors and is protected by intellectual property laws. All rights not expressly granted are reserved.

If you provide feedback, suggestions, or ideas about the Service, you grant us a perpetual, irrevocable, royalty-free right to use and incorporate them without restriction or obligation to you.

This Agreement begins when you first accept it and continues until your account is terminated. You may terminate at any time by cancelling your subscription and closing your account.

We may suspend or terminate your access immediately if: (a) you materially breach this Agreement; (b) your account is used unlawfully or in a way that creates risk to us, other customers, or a Third-Party Service; (c) payment is overdue and remains unpaid after notice; or (d) we are required to do so by law or by a Third-Party Service provider.

We may discontinue the Service in whole or in part on not less than thirty (30) days' notice, in which case we will refund any prepaid fees covering the period after discontinuation.

On termination: your right to access the Service ceases immediately. You may export your Customer Data using the export functions available in the Service before termination takes effect.

Data deletion. Following termination or disconnection of a QuickBooks Online company, we will delete or irreversibly anonymise the associated Customer Data — including all data retrieved from Intuit — within 30 days, except where retention is required by law, or where data has been anonymised and aggregated as described in Section 6. Residual copies held in encrypted backups are deleted on our ordinary backup rotation cycle, which does not exceed 7 days. You may request earlier deletion by writing to support@fynlo.pro.

Sections 4.3 (Restrictions), 6.1 (Ownership), 11, 13, 14, 15, and 17 survive termination.

The Service is provided "as is" and "as available". To the maximum extent permitted by law, we disclaim all warranties, express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, and any warranties arising from course of dealing or usage of trade.

We do not warrant that the Service will meet your requirements, operate without interruption, be free of defects, or that data synchronised from or to a Third-Party Service will be complete, accurate, or timely.

No professional advice. The Service provides software tools only. Outputs, reports, calculations, classifications, and reconciliations produced by the Service do not constitute accounting, audit, tax, financial, investment, or legal advice, and must not be relied upon as such. You remain solely responsible for the accuracy of your books and records, for reviewing and verifying all outputs, and for your compliance with all accounting standards, tax obligations, and filing requirements. You should consult a qualified professional before acting on any information produced by the Service.

Where the Service uses automated processing or machine learning to suggest, classify, or match records, such output is a suggestion only, may be incorrect, and requires human review before being relied upon or committed to your accounting records.

To the maximum extent permitted by law, neither party is liable for any indirect, incidental, special, consequential, or exemplary damages, or for any loss of profits, revenue, goodwill, business opportunity, or anticipated savings, however caused, even if advised of the possibility of such damages.

To the maximum extent permitted by law, we are not liable for loss or corruption of Customer Data, other than to restore it from our most recent available backup.

Our total aggregate liability arising out of or relating to this Agreement or the Service, whether in contract, tort (including negligence), or otherwise, is limited to the total fees you paid to us in the twelve (12) months immediately preceding the event giving rise to the claim, or USD 100 where no fees have been paid.

Nothing in this Agreement excludes or limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot lawfully be excluded. These limitations apply notwithstanding any failure of essential purpose of any limited remedy.

You will defend, indemnify, and hold harmless Fynlo, its officers, directors, employees, and agents from and against any claims, damages, liabilities, losses, and reasonable legal costs arising out of or relating to: (a) your Customer Data; (b) your use of the Service in breach of this Agreement or applicable law; (c) your failure to obtain necessary authorisations for any QuickBooks Online company or client data you connect; or (d) any claim by a client of yours arising from your use of the Service to provide services to that client.

We may update this Agreement from time to time. We will post the updated version at fynlo.pro/terms and update the "Last updated" date. For material changes, we will give at least thirty (30) days' notice by email or in-product notification before they take effect.

Continued use of the Service after the effective date constitutes acceptance. If you do not accept the changes, you must stop using the Service and may cancel your subscription before the effective date.

• Governing law. This Agreement is governed by the laws of Singapore, without regard to conflict-of-law rules.
• Dispute resolution. The parties will first attempt in good faith to resolve any dispute informally by contacting support@fynlo.pro. Any dispute not resolved within thirty (30) days will be subject to the exclusive jurisdiction of the courts of Singapore.
• Force majeure. Neither party is liable for failure to perform due to causes beyond its reasonable control, including acts of God, war, terrorism, civil unrest, epidemic, government action, network or power failure, or the failure of a Third-Party Service.
• Assignment. You may not assign this Agreement without our prior written consent. We may assign it to an affiliate or in connection with a merger, acquisition, or sale of substantially all assets.
• Entire agreement. This Agreement, together with the Privacy Policy and any order form, constitutes the entire agreement between the parties and supersedes all prior discussions and understandings on its subject matter.
• Severability. If any provision is held invalid or unenforceable, it will be modified to the minimum extent necessary, or severed, and the remainder will continue in full force.
• No waiver. Failure to enforce any provision is not a waiver of the right to enforce it later.
• Relationship. The parties are independent contractors. Nothing creates a partnership, joint venture, agency, or employment relationship.
• Third-party rights. Except as stated in Section 5 in respect of Intuit, no person who is not a party to this Agreement has any right under the Contracts (Rights of Third Parties) Act 2001 of Singapore to enforce any of its terms.
• Notices. Notices to you will be sent to the email address on your account. Notices to us must be sent to support@fynlo.pro.

XcelByte Pte. Ltd.
51 Goldhill Plaza #07-07
Singapore 308900

Email: support@fynlo.pro
Web: fynlo.pro