Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and CogniFlow Books, a DBA of Sentry Media Solutions LLC ("Company," "we," "us," or "our"), governing your access to and use of the CogniFlow Books software platform, website, and related services (collectively, the "Service").

By creating an account, accessing, or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, you may not access or use the Service.

You represent that you are at least 18 years of age and have the legal authority to enter into these Terms. If you are entering into these Terms on behalf of a business or organization, you represent that you have the authority to bind that entity to these Terms.

2. Description of Service

CogniFlow Books is a cloud-based bookkeeping and business management software platform designed for contractors and service businesses. The Service includes features for:

• Creating and managing estimates and invoices
• Customer and contact management
• Accounts receivable and accounts payable tracking
• Payroll and timesheet management
• Financial reporting and analytics
• Receipt and expense management
• Document storage and management
• AI-powered business insights (CFB Assist)
• Team collaboration and role-based access

We reserve the right to modify, suspend, or discontinue any aspect of the Service at any time, with or without notice. We shall not be liable to you or any third party for any modification, suspension, or discontinuance of the Service.

3. Account Registration and Security

To use the Service, you must create an account and provide accurate, complete, and current information. You agree to:

• Provide truthful and accurate information during registration
• Maintain and promptly update your account information
• Keep your password secure and confidential
• Notify us immediately of any unauthorized access to your account
• Accept responsibility for all activities that occur under your account

You are solely responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. We are not liable for any loss or damage arising from your failure to comply with these security requirements.

We reserve the right to refuse service, terminate accounts, or remove or edit content at our sole discretion without notice or liability.

4. Subscription, Billing, and Payment

4.1 Free Trial

We offer a 7-day free trial with full access to Service features. A valid payment method is required to activate your trial. If you do not cancel before the trial period ends, your subscription will automatically begin and you will be charged according to your selected plan.

4.2 Subscription Plans

We offer monthly and annual subscription plans. By subscribing to the Service, you authorize us to charge your payment method on a recurring basis until you cancel. Subscription fees are billed in advance on a monthly or annual basis depending on your selected plan.

4.3 Price Changes

We reserve the right to change our subscription prices at any time. Price changes will take effect at the start of your next billing cycle. We will provide reasonable notice of any price changes.

4.4 Taxes

All prices are exclusive of applicable taxes, levies, or duties. You are responsible for paying all applicable taxes associated with your subscription. If we are required to collect taxes, they will be added to your invoice.

4.5 Payment Processing

Payments are processed through Stripe, a third-party payment processor. By providing your payment information, you authorize us and our payment processor to charge your payment method for all subscription fees. Your payment information is subject to Stripe's terms of service and privacy policy.

5. Refund Policy and Money-Back Guarantee

5.1 60-Day Money-Back Guarantee (Annual Plans Only)

Annual subscription plans are eligible for our 60-Day Money-Back Guarantee. If you are not satisfied with the Service within 60 days of your initial annual subscription purchase, you may request a refund of your subscription fee, subject to the following conditions:

• The guarantee applies only to annual subscription plans, not monthly plans
• The guarantee applies only to your initial subscription purchase, not renewals
• Refund requests must be submitted within 60 days of the initial charge
• Refunds are limited to the subscription fee only; applicable taxes, processing fees, and other charges are non-refundable
• The guarantee is limited to one refund per customer
• We reserve the right to deny refund requests in cases of abuse, fraud, or violation of these Terms
• Upon refund, your account will be terminated and all data may be deleted

5.2 Monthly Plans

Monthly subscription plans are not eligible for refunds. You may cancel your monthly subscription at any time, and your access will continue until the end of the current billing period. No refunds or credits will be issued for partial months.

5.3 Cancellation

You may cancel your subscription at any time through your account settings. Cancellation will take effect at the end of your current billing period. Upon cancellation, you will retain access to the Service until the end of your paid period. After cancellation, your data may be retained for a period as described in our Privacy Policy before deletion.

6. Acceptable Use Policy

You agree not to use the Service to:

• Violate any applicable laws, regulations, or third-party rights
• Upload, transmit, or distribute any content that is illegal, harmful, threatening, abusive, defamatory, or otherwise objectionable
• Engage in fraud, money laundering, or other illegal financial activities
• Impersonate any person or entity or misrepresent your affiliation
• Attempt to gain unauthorized access to the Service, other accounts, computer systems, or networks
• Interfere with or disrupt the Service or servers or networks connected to the Service
• Reverse engineer, decompile, or disassemble any aspect of the Service
• Use automated means (bots, scrapers, etc.) to access the Service without permission
• Abuse the free trial by creating multiple accounts or using fraudulent information
• Circumvent trial abuse prevention measures using VPNs, proxies, or other means
• Use the Service in any manner that could damage, disable, overburden, or impair the Service

We reserve the right to investigate and take appropriate legal action against anyone who, in our sole discretion, violates this provision, including terminating your account and reporting you to law enforcement authorities.

7. Your Data and Content

7.1 Ownership

You retain ownership of all data, content, and information you upload, submit, or create using the Service ("Your Data"). We do not claim ownership of Your Data.

7.2 License to Use Your Data

By using the Service, you grant us a limited, non-exclusive, royalty-free license to use, process, store, and transmit Your Data solely to:

• Provide and operate the Service
• Improve and develop the Service
• Provide AI-powered analysis and recommendations through CFB Assist
• Send invoices and communications on your behalf
• Generate reports and analytics
• Comply with legal obligations

7.3 Responsibility for Your Data

You are solely responsible for the accuracy, quality, and legality of Your Data. You represent and warrant that you have all necessary rights to upload and use Your Data, and that Your Data does not infringe any third-party rights.

7.4 Data Export

You may export Your Data at any time through the Service in common formats (CSV, PDF). We recommend regularly backing up your data.

8. Intellectual Property Rights

The Service, including its original content, features, functionality, and design (excluding Your Data), is and will remain the exclusive property of CogniFlow Books. The Service is protected by copyright, trademark, and other intellectual property laws.

Our trademarks, service marks, and logos may not be used in connection with any product or service without our prior written consent.

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business purposes, subject to these Terms.

9. Third-Party Services

The Service may integrate with or contain links to third-party websites, services, or applications, including:

• Stripe (payment processing)
• Resend (email delivery)
• OpenAI (AI-powered features)
• Bank integrations

These third-party services have their own terms and privacy policies. We are not responsible for the content, privacy policies, or practices of any third-party services. Your use of third-party services is at your own risk.

10. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

We do not warrant that:

• The Service will be uninterrupted, timely, secure, or error-free
• The results obtained from using the Service will be accurate or reliable
• Any errors in the Service will be corrected
• The Service will meet your specific requirements

CogniFlow Books is a software tool and does not provide accounting, tax, legal, or financial advice. You are solely responsible for ensuring compliance with applicable accounting standards, tax laws, and regulations. We recommend consulting with qualified professionals for accounting, tax, and legal matters.

AI-powered features (CFB Assist) provide suggestions and analysis based on your data but should not be relied upon as professional financial, accounting, or business advice. All recommendations are for informational purposes only.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL COGNIFLOW BOOKS, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:

• Loss of profits, revenue, or business
• Loss of data or data corruption
• Loss of goodwill or reputation
• Cost of procurement of substitute services
• Any other intangible losses

WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SERVICE EXCEED THE GREATER OF: (A) THE AMOUNT YOU PAID US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100).

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you.

12. Indemnification

You agree to defend, indemnify, and hold harmless CogniFlow Books, its officers, directors, employees, agents, affiliates, and licensors from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from:

• Your use of the Service
• Your violation of these Terms
• Your violation of any third-party rights, including intellectual property or privacy rights
• Your Data or any content you upload to the Service
• Any misrepresentation made by you
• Your failure to comply with applicable laws and regulations

13. Termination

We may terminate or suspend your account and access to the Service immediately, without prior notice or liability, for any reason, including if you breach these Terms.

Upon termination:

• Your right to use the Service will immediately cease
• We may delete Your Data after a reasonable period
• Any provisions of these Terms that by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, indemnity, and limitations of liability

You may terminate your account at any time by canceling your subscription and discontinuing use of the Service. We recommend exporting Your Data before termination.

14. Governing Law and Dispute Resolution

14.1 Governing Law

These Terms 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 provisions.

14.2 Dispute Resolution

Any dispute arising out of or relating to these Terms or the Service shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall be conducted in the State of Delaware. The decision of the arbitrator shall be final and binding.

14.3 Class Action Waiver

YOU AND COGNIFLOW BOOKS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION.

14.4 Exceptions

Notwithstanding the above, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement of intellectual property rights.

15. General Provisions

15.1 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and CogniFlow Books regarding the Service and supersede all prior agreements and understandings.

15.2 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

15.3 Waiver

Our failure to enforce any right or provision of these Terms shall not be considered a waiver of such right or provision.

15.4 Assignment

You may not assign or transfer these Terms or your rights under these Terms without our prior written consent. We may assign our rights and obligations under these Terms without restriction.

15.5 Force Majeure

We shall not be liable for any failure or delay in performing our obligations where such failure or delay results from circumstances beyond our reasonable control, including but not limited to natural disasters, acts of war, terrorism, labor disputes, or internet service interruptions.

16. Changes to Terms

We reserve the right to modify or replace these Terms at any time at our sole discretion. We will notify you of any material changes by posting the new Terms on this page and updating the "Last Updated" date.

Your continued use of the Service after any changes to these Terms constitutes your acceptance of the new Terms. If you do not agree to the modified terms, you must stop using the Service.

17. Contact Us

If you have any questions about these Terms, please contact us at: