Terms of Service
Last updated: January 1, 2026
Welcome to Veloflo. These Terms of Service (these “Terms”) are a legal agreement between you and Veloflo LLC, a Delaware limited liability company (“Veloflo,” “we,” “us,” or “our”). These Terms govern your access to and use of the Veloflo platform, including our website at veloflo.com, our web application, APIs, integrations, and all related services (collectively, the “Service”).
By creating an account, accessing, or using the Service, you agree to be bound by these Terms on behalf of yourself and the entity you represent (“Customer,” “you,” or “your”). If you do not agree to these Terms, do not use the Service.
If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity to these Terms. If you do not have such authority, you may not use the Service.
Veloflo’s collection and use of personal information in connection with the Service is described in the Veloflo Privacy Policy, which is incorporated by reference into these Terms. By using the Service, you acknowledge that you have read and understood the Privacy Policy.
1. Definitions
“Authorized Users” means the individuals who are authorized by Customer to access and use the Service under Customer’s account, including Customer’s employees, contractors, and agents.
“Customer Data” means all data, information, and materials submitted, uploaded, or transmitted to the Service by or on behalf of Customer or its Authorized Users, including financial data, general ledger data, chart of accounts information, and any other data imported from Customer’s ERP systems or other third-party integrations.
“ERP System” means the enterprise resource planning or accounting software used by Customer, such as QuickBooks, NetSuite, or Xero, that Customer connects to the Service via integration.
“Order Form” means any ordering document, statement of work, or online purchase flow executed or completed by Customer that references these Terms and specifies the Service plan, Fees, Subscription Term, and any additional terms applicable to Customer’s subscription.
“Service” means the Veloflo cloud-based financial reporting and data consolidation platform, including all features, functionality, APIs, integrations, and related documentation made available by Veloflo.
“Subscription Term” means the period during which Customer has paid for and is entitled to access and use the Service, as specified at the time of purchase or in an applicable Order Form.
2. The Service
2.1 Access and License
Subject to these Terms and payment of all applicable fees, Veloflo grants Customer a non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Service during the Subscription Term solely for Customer’s internal business purposes.
2.2 Authorized Users
Customer may permit its Authorized Users to access and use the Service. Customer is responsible for all actions taken by its Authorized Users and for ensuring that each Authorized User complies with these Terms. Customer is responsible for maintaining the confidentiality of all account credentials.
2.3 Restrictions
Customer shall not, and shall not permit any Authorized User or third party to: (a) sublicense, sell, resell, transfer, assign, or distribute the Service or any portion thereof; (b) modify, translate, or create derivative works based on the Service; (c) reverse engineer, disassemble, decompile, or otherwise attempt to derive the source code of the Service; (d) access the Service to build a competitive product or service, or copy any features, functions, or user interface of the Service; (e) use the Service in violation of applicable law or regulation; (f) use the Service to store or transmit malicious code; (g) interfere with or disrupt the integrity or performance of the Service; (h) attempt to gain unauthorized access to the Service, other accounts, or any related systems or networks; (i) use the Service in a manner that exceeds reasonable usage patterns or places an unreasonable load on Veloflo’s infrastructure; or (j) use automated means (including bots, scrapers, or crawlers) to access the Service, except through Veloflo’s published APIs in accordance with applicable documentation and rate limits.
2.4 Modifications to the Service
Veloflo may update, modify, or enhance features of the Service from time to time. We will use commercially reasonable efforts to notify you of material changes that adversely affect your use of the Service. Veloflo will not remove or materially diminish core functionality of the Service that Customer has contracted for during a paid Subscription Term without Customer’s consent, unless such removal is required by law, a third-party provider, or to address a security vulnerability. Continued use of the Service after non-material changes constitutes your acceptance of the updated Service.
2.5 Beta Features
Veloflo may from time to time make available features, functionality, or services that are designated as “beta,” “preview,” “early access,” or similar (“Beta Features”). Beta Features are provided “as is” without any warranty of any kind. Veloflo may modify, suspend, or discontinue Beta Features at any time without notice or liability. Customer’s use of Beta Features is at Customer’s sole risk, and Beta Features are not subject to any service level commitments or the Veloflo Warranty in Section 8.3.
2.6 Usage Limits
The Service may be subject to usage limits, including limits on API calls, data storage, the number of entities, or other parameters, as specified in the applicable plan or Order Form. Veloflo reserves the right to enforce usage limits and may throttle or restrict access if Customer exceeds applicable limits. Veloflo will use commercially reasonable efforts to notify Customer before imposing any restrictions.
2.7 Suspension
Veloflo may temporarily suspend Customer’s access to the Service, in whole or in part, without liability, if: (a) Customer’s account is past due for more than fifteen (15) days; (b) Customer’s use of the Service poses a security risk to Veloflo or any third party; (c) Customer’s use of the Service may adversely affect the Service or the systems or content of any other Veloflo customer; (d) Customer is in material breach of these Terms; (e) Veloflo is investigating a suspected violation of these Terms; or (f) suspension is required by applicable law or a governmental authority. Veloflo will use commercially reasonable efforts to provide advance notice of any suspension and to restore access promptly once the underlying cause is resolved.
3. Customer Data
3.1 Ownership
As between Veloflo and Customer, Customer retains all right, title, and interest in and to Customer Data. Nothing in these Terms transfers ownership of Customer Data to Veloflo.
3.2 License to Customer Data
Customer grants Veloflo a non-exclusive, worldwide, royalty-free license to use, process, store, transmit, and display Customer Data solely as necessary to provide and improve the Service. Veloflo may use aggregated, anonymized, and de-identified data derived from Customer Data for analytics, benchmarking, product improvement, and other lawful business purposes, provided that such data does not identify Customer or any individual.
3.3 Usage Data and Telemetry
Veloflo collects and processes usage data, including feature usage, session activity, performance metrics, and system logs (“Usage Data”), to operate, maintain, improve, and optimize the Service. Usage Data does not include Customer Data. Veloflo owns all right, title, and interest in Usage Data and may use it for any lawful business purpose, including product analytics, performance monitoring, and generating aggregated insights.
3.4 ERP Integrations
The Service connects to Customer’s ERP Systems via APIs and OAuth-based authentication. Customer authorizes Veloflo to access, retrieve, and process data from Customer’s ERP Systems as necessary to provide the Service. Customer is responsible for maintaining valid credentials and permissions in its ERP Systems. Veloflo is not responsible for any changes, outages, or limitations imposed by ERP System providers that affect the availability or functionality of integrations.
3.5 Privacy
Veloflo’s processing of personal information is governed by the Veloflo Privacy Policy. To the extent that Veloflo processes personal data on behalf of Customer, the parties may enter into a Data Processing Addendum (“DPA”), which will be incorporated into and form part of these Terms. A DPA is available upon request by contacting privacy@veloflo.com.
3.6 Data Security
Veloflo will implement and maintain commercially reasonable administrative, technical, and physical safeguards designed to protect Customer Data from unauthorized access, use, or disclosure. Veloflo will promptly notify Customer of any confirmed security breach affecting Customer Data.
3.7 Data Portability and Deletion
Upon written request made within thirty (30) days following expiration or termination of the Subscription Term, Veloflo will make Customer Data available for export in a standard machine-readable format. After such 30-day period, Veloflo may delete Customer Data in accordance with its standard data retention practices, unless retention is required by applicable law.
4. Fees and Payment
4.1 Fees
Customer agrees to pay the applicable fees for the Service (“Fees”). Fees are as set forth at the time of purchase, whether specified on the Veloflo pricing page, through an online checkout or payment link, or in a separately executed Order Form. In the event of a conflict between an Order Form and these Terms regarding Fees, the Order Form will control. All Fees are quoted in U.S. dollars unless otherwise specified.
4.2 Billing and Payment
Fees are billed in advance on an annual or monthly basis, as selected by Customer at the time of purchase or as specified in an applicable Order Form. Payment is due within thirty (30) days of the invoice date, or immediately upon checkout if paying by credit card or other electronic payment method. Customer authorizes Veloflo (or its designated payment processor) to charge the payment method on file for all applicable Fees.
4.3 Taxes
All Fees are exclusive of applicable taxes. Customer is responsible for all sales, use, VAT, or similar taxes arising from Customer’s use of the Service, excluding taxes based on Veloflo’s net income.
4.4 Late Payment
Unpaid amounts are subject to interest at the rate of 1.5% per month, or the maximum rate permitted by applicable law, whichever is less. Customer is also responsible for all reasonable costs of collection, including attorneys’ fees. Veloflo may suspend access to the Service in accordance with Section 2.7 for overdue payments.
4.5 Fee Changes
Veloflo may adjust Fees upon renewal of the Subscription Term by providing at least thirty (30) days’ written notice prior to the start of the renewal term. Fee changes will not apply during a current Subscription Term unless otherwise agreed in writing.
5. Term and Termination
5.1 Subscription Term
The Subscription Term begins on the date Customer first accesses the Service or the effective date specified in an applicable Order Form, and continues for the period selected at purchase (e.g., monthly or annual).
5.2 Auto-Renewal
The Subscription Term will automatically renew for successive periods of the same length unless either party provides written notice of non-renewal at least thirty (30) days prior to the end of the then-current term. Renewal Fees will be at Veloflo’s then-current rates, subject to the notice requirements in Section 4.5. Customer may cancel or provide notice of non-renewal by emailing support@veloflo.com.
5.3 Termination for Cause
Either party may terminate these Terms immediately upon written notice if the other party: (a) materially breaches these Terms and fails to cure such breach within thirty (30) days after receiving written notice thereof; or (b) becomes the subject of a petition in bankruptcy or any proceeding relating to insolvency, receivership, liquidation, or assignment for the benefit of creditors.
5.4 Termination by Customer
Customer may cancel its subscription at any time by emailing support@veloflo.com. Cancellation will take effect at the end of the then-current Subscription Term. Unless a separate written agreement between the parties provides otherwise (such as a satisfaction guarantee or early termination right specified in an Order Form), no refunds will be issued for any prepaid and unused portion of the Subscription Term.
5.5 Effect of Termination
Upon termination or expiration of these Terms: (a) Customer’s right to access and use the Service will immediately cease; (b) each party will return or destroy all Confidential Information of the other party, subject to Section 3.7 (Data Portability and Deletion); and (c) Sections 1, 3.1, 3.3, 4 (for any unpaid Fees), 7, 8, 9, 10, 11, 12, and 13 will survive termination.
6. Intellectual Property
6.1 Veloflo IP
Veloflo and its licensors own all right, title, and interest in and to the Service, including all software, algorithms, interfaces, documentation, trade names, trademarks, and other intellectual property embodied therein. These Terms do not grant Customer any rights to Veloflo’s intellectual property except for the limited license in Section 2.1.
6.2 Feedback
If Customer provides Veloflo with suggestions, feature requests, or other feedback regarding the Service (“Feedback”), Customer hereby grants Veloflo a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate such Feedback into the Service or any other Veloflo product or service without restriction or obligation to Customer.
7. Confidentiality
Each party (“Receiving Party”) agrees to hold in confidence and not disclose to any third party any non-public information disclosed by the other party (“Disclosing Party”) that is designated as confidential or that reasonably should be understood to be confidential (“Confidential Information”). The Receiving Party may disclose Confidential Information only to its employees, contractors, and agents who have a need to know and are bound by confidentiality obligations no less restrictive than those contained herein. Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the Receiving Party; (b) was already known to the Receiving Party without restriction; (c) is independently developed by the Receiving Party; or (d) is rightfully received from a third party without restriction. Customer Data is Customer’s Confidential Information.
8. Disclaimers
8.1 No Financial, Tax, or Accounting Advice
The Service is a data consolidation and reporting tool. Veloflo does not provide accounting, tax, financial, legal, or investment advice of any kind. Reports, dashboards, calculations, and other outputs generated by the Service are based on data provided by Customer and its ERP Systems, and are intended for informational purposes only. Customer is solely responsible for verifying the accuracy of all outputs and for all financial, tax, and business decisions made using the Service. Customer should consult qualified professional advisors for accounting, tax, and financial advice.
8.2 Mutual Warranties
Each party represents and warrants that: (a) it has the legal power and authority to enter into these Terms; and (b) it will comply with all applicable laws in its performance under these Terms.
8.3 Veloflo Warranty
Veloflo warrants that during the Subscription Term, the Service will perform materially in accordance with its documentation. Customer’s sole remedy for a breach of this warranty is, at Veloflo’s option, correction of the non-conformity or termination of the affected subscription and a prorated refund of prepaid Fees for the remainder of the Subscription Term.
8.4 General Disclaimer
EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION 8, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” VELOFLO DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. VELOFLO DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE, OR THAT ALL ERRORS WILL BE CORRECTED.
8.5 ERP and Third-Party Disclaimer
Veloflo does not warrant the accuracy, completeness, or availability of data obtained from Customer’s ERP Systems or other third-party sources. Customer is solely responsible for the accuracy of data in its ERP Systems.
9. Limitation of Liability
9.1 Exclusion of Consequential Damages
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATED TO THESE TERMS, REGARDLESS OF THE FORM OF ACTION OR THEORY OF LIABILITY, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9.2 Liability Cap
TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY’S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE BY CUSTOMER TO VELOFLO DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
9.3 Exceptions
The limitations in Sections 9.1 and 9.2 do not apply to: (a) either party’s indemnification obligations under Section 10; (b) either party’s breach of Section 7 (Confidentiality); (c) Customer’s breach of Section 2.3 (Restrictions); or (d) Customer’s payment obligations under Section 4.
10. Indemnification
10.1 Veloflo Indemnification
Veloflo will defend, indemnify, and hold harmless Customer from and against any third-party claim that the Service, as provided by Veloflo, infringes or misappropriates any third party’s intellectual property rights, and will pay any damages finally awarded against Customer or agreed to in settlement, provided that Customer: (a) promptly notifies Veloflo of the claim; (b) gives Veloflo sole control of the defense and settlement; and (c) provides reasonable cooperation at Veloflo’s expense.
10.2 Customer Indemnification
Customer will defend, indemnify, and hold harmless Veloflo from and against any third-party claim arising from: (a) Customer Data or Customer’s use of the Service in violation of these Terms; or (b) Customer’s breach of applicable law or regulation.
11. Dispute Resolution
11.1 Governing Law
These Terms are governed by and construed in accordance with the laws of the State of California, without regard to its conflict of laws provisions.
11.2 Informal Resolution
Before initiating any formal dispute resolution, the parties agree to attempt in good faith to resolve any dispute arising out of or relating to these Terms through informal negotiation for a period of at least thirty (30) days after written notice of the dispute.
11.3 Arbitration
Unless the parties have agreed to alternative dispute resolution procedures in a separately executed Order Form, any dispute not resolved through informal negotiation will be resolved by binding arbitration administered by JAMS under its Streamlined Arbitration Rules and Procedures. The arbitration will take place in Los Angeles, California. The arbitrator’s award will be final and binding and may be entered as a judgment in any court of competent jurisdiction. Each party will bear its own costs and attorneys’ fees, unless the arbitrator determines otherwise.
11.4 Equitable Relief
Nothing in this Section 11 will prevent either party from seeking injunctive or other equitable relief from a court of competent jurisdiction to protect its intellectual property rights or Confidential Information.
12. General Provisions
12.1 Entire Agreement
These Terms, together with any Order Form, the Privacy Policy, any Data Processing Addendum, and any other policies or addenda referenced herein, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior or contemporaneous agreements, representations, and understandings.
12.2 Amendments
Veloflo may update these Terms from time to time by posting the revised version on its website with an updated effective date. Material changes will be communicated to Customer via email or in-app notification at least thirty (30) days before they take effect. Continued use of the Service after the effective date of any changes constitutes Customer’s acceptance of the revised Terms.
12.3 Assignment
Customer may not assign or transfer these Terms without Veloflo’s prior written consent. Veloflo may assign these Terms in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets. Subject to the foregoing, these Terms bind and inure to the benefit of the parties and their respective successors and permitted assigns.
12.4 Waiver
No failure or delay by either party in exercising any right under these Terms will constitute a waiver of that right. A waiver of any breach of these Terms will not constitute a waiver of any subsequent breach.
12.5 Severability
If any provision of these Terms is held to be invalid or unenforceable, such provision will be modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions will continue in full force and effect.
12.6 Force Majeure
Neither party will be liable for any failure or delay in performance due to causes beyond its reasonable control, including acts of God, natural disasters, pandemic, war, terrorism, government actions, or interruptions in internet or utility services.
12.7 Notices
All notices under these Terms must be in writing and will be deemed given when: (a) delivered by email and the sender receives either a read receipt, a reply, or other written acknowledgment from the recipient; or (b) one (1) business day after being sent by nationally recognized overnight courier. Notices to Veloflo should be sent to hello@veloflo.com. Notices to Customer will be sent to the email address associated with Customer’s account.
12.8 Independent Contractors
The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between the parties.
12.9 No Third-Party Beneficiaries
These Terms are for the sole benefit of the parties and their permitted assigns. Nothing in these Terms confers any rights on any third party.
Contact
If you have any questions about these Terms, please contact us at:
Veloflo LLC
2193 Fillmore Street
San Francisco, CA 94115
Email: hello@veloflo.com