Futureproof Terms of Service

Last Updated: October 1, 2025

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These Terms of Service ("Terms") are a legally binding agreement between you ("Customer," "you," or "your") and Futureproof Ops, Inc. ("Futureproof," "we," "us," or "our"), a North Carolina corporation, governing your access to and use of our AI-powered financial operations platform.

By accessing or using the Services, you agree to be bound by these Terms. If you do not agree to these Terms, do not use the Services.

Contact Information:

Address: 644 Holly Springs Rd, STE 80, Holly Springs, NC 27540
Email: support@runfutureproof.com

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Definitions
Account and Access
Subscription and Payment
Your Data and Our Use of It
What Futureproof Is (And Isn't)
AI Features and Limitations
Bank Connections and Integrations
Data Room and Sharing
Third-Party Access
Beta Features
Prohibited Activities
Service Changes and Availability
Termination
Disclaimers and Limitations
Indemnification
Dispute Resolution
General Provisions
Contact Us

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1. DEFINITIONS

"Services" means Futureproof's platform, including bookkeeping, forecasting, cap table management, data room, and all related features accessible via https://www.runfutureproof.com.

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"Your Data" means all financial data, documents, forecasts, and other business information you submit to or create within the Services.

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"Account" means your registered account for accessing the Services.

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"Beta Features" means features designated as "beta," "preview," "experimental," or similar.

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2. ACCOUNT AND ACCESS

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2.1 Registration

You must provide accurate information when creating your Account. If you register on behalf of a company, you represent that you have authority to bind that entity to these Terms.

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2.2 Security

You're responsible for:

Maintaining confidential login credentials
All activity under your Account
Notifying us immediately of any unauthorized access

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2.3 Eligibility

You must be at least 18 years old and legally able to enter into contracts.

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3. SUBSCRIPTION AND PAYMENT

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3.1 Plans and Pricing

We offer subscription-based Services. Current plans and pricing are available at https://www.runfutureproof.com/pricing.

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3.2 Billing

Subscriptions are billed in advance (monthly or annually)
You authorize automatic recurring charges to your payment method
All fees are in U.S. Dollars and non-refundable except as required by law
You're responsible for all applicable taxes

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3.3 Price Changes

We may change pricing with at least 30 days' notice. Continued use after the effective date means you accept the new pricing.

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3.4 Failed Payments

If payment fails, we may suspend or terminate your access. You remain responsible for all fees incurred.

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4. YOUR DATA AND OUR USE OF IT

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4.1 You Own Your Data

You retain complete ownership of Your Data. We claim no intellectual property rights in it.

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4.2 License to Us

You grant us a limited license to access, store, process, and display Your Data solely to provide the Services, including using AI to categorize transactions, generate forecasts, and provide insights.

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4.3 Your Responsibilities

You represent that:

You own or have rights to upload Your Data
Your Data doesn't violate third-party rights or laws
You're responsible for accuracy of data you input

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4.4 Our Responsibilities

We will:

Securely store and process Your Data
Not share Your Data with third parties except as necessary to provide Services or as required by law
Provide notice before material changes to data handling

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4.5 Backup

You are solely responsible for backing up Your Data. We perform backups but make no guarantees. We're not liable for any loss, corruption, or deletion of Your Data.

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4.6 Use of Data for AI Training

During Active Subscription:

We use your data (in de-identified, anonymized, and aggregated form) to train our AI models and improve the Services. This helps make categorization and forecasting more accurate for all users.

Example: When you confirm that "Stripe" charges should be categorized as "Payment Processing," our AI learns this pattern for all SaaS companies. Your specific financial details are never shared.

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After Cancellation:

When you cancel:

You have 30 days to export Your Data
After 30 days, you lose access to Your Data
We retain de-identified, anonymized transaction patterns to continue improving AI for current users
We delete data room documents, cap table details, and access credentials immediately
We never share your specific financial details with other customers

What "Anonymized" Means:

All identifying information removed (company name, specific vendors you added, account numbers, etc.)
Aggregated with data from hundreds of other customers
Cannot reasonably be used to identify you or your company

Your Options After Cancellation:

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Opt-Out of AI Training: Email support@runfutureproof.com with subject "Opt-Out of AI Training" and we'll exclude your data from future AI model training.

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Request Complete Deletion: Email support@runfutureproof.com with subject "Data Deletion Request" and we'll delete Your Data within 90 days, except data required by law or already incorporated into anonymized datasets.

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Automatic Deletion: If you don't request deletion, we automatically delete identifiable data after 1 year, retaining only anonymized patterns. After 7 years, we delete everything except as required by law.

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Our Commitments:

We never sell Your Data
Your specific financial details are never shared with other customers
We honor deletion requests within 90 days (except as legally required)
We only use properly anonymized data for AI training

For complete details, see our Privacy Policy.

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4.7 Our Intellectual Property

The Services, including all software, algorithms, designs, and branding, are owned by Futureproof. You acquire no ownership rights by using the Services.

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5. WHAT FUTUREPROOF IS (AND ISN'T)

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5.1 We Are NOT Professional Services

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FUTUREPROOF IS SOFTWARE, NOT A CPA FIRM, TAX ADVISOR, OR FINANCIAL ADVISOR.

The Services do not constitute professional accounting, tax, legal, or financial advice. We do not provide:

Tax preparation, advice, or audit support
Audited or reviewed financial statements
Professional opinions or certifications
Financial planning or investment advice
Legal or regulatory compliance guidance

You must consult qualified professionals (CPAs, tax advisors, attorneys) for accounting, tax, legal, and financial decisions.

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5.2 Accounting Standards

Our Services are designed following generally accepted accounting principles (GAAP) and industry best practices for early-stage companies.

For internal management and planning, the outputs provide the clarity you need. For external reporting, audits, regulatory filings, or investor-ready financials, engage a qualified CPA to review and certify your financial statements.

We're built to get you 90% of the way there - your accountant handles the final 10% when the stakes require it.

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5.3 Tax Reporting

The Services may provide transaction categorization that could be used for tax purposes. However:

We don't provide tax advice or guarantee accuracy of tax classifications
You're solely responsible for accurate tax reporting
Consult a tax professional before filing returns
We're not liable for tax penalties resulting from your use of the Services

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5.4 Your Responsibility

You are solely responsible for:

Verifying accuracy of all financial data and calculations
Ensuring compliance with applicable laws and regulations
Reconciling accounts and catching errors
Making informed business decisions
Consulting professionals when needed

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6. AI FEATURES AND LIMITATIONS

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6.1 How AI Works

Our Services use artificial intelligence to automatically categorize transactions, generate forecasts, and provide insights. AI systems can make errors.

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6.2 You Must Review AI Outputs

You're responsible for reviewing and confirming:

Transaction categorizations before using for financial reporting or taxes
Forecasts and projections before making business decisions
AI-generated insights before presenting to investors or stakeholders

For internal use, AI provides speed and accuracy. For external reporting requiring professional standards, engage a CPA to review outputs.

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6.3 No Guarantees

We don't guarantee that AI-generated outputs are accurate, complete, appropriate for your circumstances, or suitable for tax/regulatory purposes without professional review.

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6.4 No Liability for AI

We're not liable for:

Business decisions based on AI forecasts or recommendations
Financial losses from inaccurate categorizations
Tax penalties from AI-suggested categories
Any damages from relying on AI-powered features

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7. BANK CONNECTIONS AND INTEGRATIONS

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7.1 Connecting Accounts

The Services allow you to connect bank accounts through third-party services (like Plaid). By connecting, you:

Authorize us to access your account data for transactions
Represent you have authority to grant this access
Acknowledge we don't store your banking credentials
Agree to the third-party provider's terms

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7.2 Data Accuracy

We're not responsible for:

Accuracy or completeness of data from banks
Missing, duplicate, or delayed transactions
Bank API changes that disrupt service

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7.3 Your Reconciliation Responsibility

You must:

Regularly reconcile imported transactions against bank statements
Identify and report errors or missing transactions
Manually add transactions not automatically imported
Verify opening balances

We're not liable for losses from unreconciled accounts or errors you failed to identify.

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7.4 Disconnecting Accounts

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When you disconnect a bank account:

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What Stops:

New transaction imports from that account
Future data synchronization

What Remains:

All previously imported transaction history
Your categorizations and modifications
Historical reports and reconciliation data

Why: Accurate bookkeeping requires complete historical records. Tax and regulatory requirements may mandate data retention. Removing transactions would create gaps in your accounting.

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To Delete Historical Data: Email support@runfutureproof.com with a deletion request. We'll explain the implications (gaps in records, tax issues) before processing. Deletion is permanent and cannot be undone.

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Reconnecting: You can reconnect a disconnected account anytime. Historical data remains unchanged; new transactions will resume importing.

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7.5 Third-Party Services

The Services integrate with various third-party services. We don't control them and aren't responsible for their availability, accuracy, security, or changes to their terms.

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8. DATA ROOM AND SHARING

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8.1 Functionality

Our data room lets you securely share documents with investors and advisors. You control who has access and what they can see.

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8.2 Our Role

We provide infrastructure but:

Don't monitor, review, or take responsibility for shared content
Don't participate in your communications with recipients
Aren't responsible for recipient actions or decisions

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8.3 Your Responsibility

You're responsible for:

All content you share and who you share it with
Any NDAs or confidentiality agreements with recipients
Ensuring compliance with securities laws
Revoking access when appropriate

You represent that documents you share don't violate third-party rights, confidentiality obligations, or laws.

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8.4 Analytics

We may provide view and engagement analytics. These are informational only - we don't guarantee accuracy and aren't responsible for decisions based on them.

8.5 Deletion

When you delete documents or revoke access, they're removed from the platform. Recipients who previously downloaded may still have copies - we're not responsible for their retention or use.

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9. THIRD-PARTY ACCESS

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9.1 Granting Access

You may grant Account access to accountants, bookkeepers, or other professionals ("Third-Party Users").

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9.2 Your Responsibility

When you grant access:

You represent you have authority to share Your Data
You're responsible for managing their permissions
Third-Party Users must comply with these Terms
You're responsible for all actions they take
You must revoke access when no longer needed

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9.3 Our Role

We don't have direct relationships with Third-Party Users, verify their credentials, or take responsibility for their actions or professional services.

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10. BETA FEATURES

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10.1 What Are Beta Features?

We may offer experimental or early-access features marked as "Beta," "Preview," "Alpha," or similar. Current Beta Features include: Forecasting, Cap Table Modeling, Smart Segments, and Data Room (when launched).

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10.2 Beta Features Are Experimental

Beta Features are provided "AS IS" without warranties. They:

May not work as intended and may contain errors
May be unavailable, unstable, or frequently interrupted
May produce inaccurate or incomplete outputs
May be modified or discontinued at any time without notice
May lose or corrupt data
Receive limited or no support
Are excluded from any service level commitments

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10.3 Don't Rely on Beta Features

Do not use Beta Features for:

Mission-critical business functions
Financial reporting or tax preparation without verification
Presentations to investors or stakeholders without independent verification
Significant business decisions without validation

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10.4 Data in Beta Features

You're responsible for backing up data created in Beta Features. We're not responsible for data loss when Beta Features are modified or discontinued.

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10.5 Changes and Discontinuation

We may modify, discontinue, or change Beta Features at any time without notice or liability. If a Beta Feature is discontinued or doesn't work as expected, you're not entitled to refunds or compensation.

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10.6 Feedback

By using Beta Features, you agree we may collect usage data and feedback to improve them. Any feedback you provide may be used without compensation.

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11. PROHIBITED ACTIVITIES

You may not:

Violate any laws or regulations
Infringe third-party rights
Upload malware or malicious code
Attempt unauthorized access to the Services or other accounts
Interfere with or disrupt the Services
Use the Services for illegal or fraudulent purposes
Impersonate others or misrepresent your affiliation
Circumvent security features
Use the Services to build competing products
Share account credentials with unauthorized persons

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12. SERVICE CHANGES AND AVAILABILITY

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12.1 Changes

We may:

Modify, enhance, or discontinue features
Add or remove integrations
Impose usage limits
Perform maintenance (which may cause downtime)

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12.2 No Guarantees

We don't guarantee the Services will be:

Available without interruption
Error-free or bug-free
Compatible with all devices or browsers
Maintained indefinitely

12.3 No Liability

We're not liable for losses from service modifications, downtime, bugs, or feature changes.

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13. TERMINATION

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13.1 Cancellation by You

Cancel anytime by logging into your Account or emailing support@runfutureproof.com. Cancellation takes effect at the end of your billing period. No refunds for partial periods.

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13.2 Termination by Us

We may suspend or terminate your access if you breach these Terms, payment fails, we believe your use poses security risks, or we're required by law.

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13.3 What Happens After Cancellation

First 30 Days:

Log in and export Your Data (CSV, Excel, PDF)
Download data room documents
Save financial reports

After 30 Days:

You lose access to Your Data
Data room documents and cap table are deleted immediately
We retain anonymized transaction patterns for AI training (unless you opt-out)
Identifiable data deleted after 1 year; all data deleted after 7 years (except as required by law)

To Request Deletion: Email support@runfutureproof.com with "Data Deletion Request." We'll delete within 90 days except data required by law.

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Deletion is permanent and cannot be undone. Export your data first.

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13.4 Survival

Sections that should survive termination (disclaimers, liability limitations, indemnification) remain in effect.

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14. DISCLAIMERS AND LIMITATIONS

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14.1 "AS IS" Services

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THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND.

To the maximum extent permitted by law, we disclaim all warranties, including warranties of:

Merchantability, fitness for purpose, and non-infringement
Uninterrupted, error-free, or secure operation
Accuracy, reliability, or completeness of content or data
Results from using the Services

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14.2 Specific Disclaimers

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We don't warrant that:

Financial calculations or AI categorizations are accurate
Forecasts or projections will be realized
Imported transaction data is complete or accurate
Reports comply with GAAP or other standards
The Services are immune from security breaches
Third-party services will function properly
Beta Features will work as intended

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14.3 Limitation of Liability

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TO THE MAXIMUM EXTENT PERMITTED BY LAW:

We're Not Liable For:

Indirect, incidental, special, consequential, or punitive damages
Lost profits, revenue, business opportunities, data, or goodwill
Business interruption or system failures
Damages from:
- Errors in calculations or categorizations
- Inaccurate forecasts or AI recommendations
- Tax penalties or audit assessments
- Business decisions based on the Services
- Investment or fundraising decisions
- Data breaches, loss, or corruption
- Service unavailability
- Third-party service failures
- Beta Features that fail or lose data

Even if we've been advised of such damages.

Cap on Total Liability: Our total liability for all claims shall not exceed the lesser of:

Fees you paid in the 3 months before the claim, OR
$500

This limitation reflects the agreed allocation of risk and pricing.

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14.4 State Law

Some jurisdictions don't allow certain exclusions. In those jurisdictions, our liability is limited to the maximum extent permitted by law.

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15. INDEMNIFICATION

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You agree to indemnify and hold harmless Futureproof, our affiliates, and our officers, directors, employees, and agents from any claims, liabilities, damages, losses, costs, or expenses (including attorneys' fees) arising from:

Your use of the Services
Your Data
Your breach of these Terms
Your violation of laws or third-party rights
Actions of Third-Party Users you authorized
Your reliance on AI categorizations, forecasts, or recommendations
Business decisions based on the Services
Tax reporting or financial statements you prepared
Documents you shared through the data room
Your failure to reconcile accounts or maintain accurate records

We may assume defense of any claim. You may not settle without our consent.

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16. DISPUTE RESOLUTION

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PLEASE READ CAREFULLY. THIS SECTION REQUIRES BINDING ARBITRATION ON AN INDIVIDUAL BASIS AND WAIVES YOUR RIGHT TO JURY TRIAL AND CLASS ACTIONS.

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16.1 Informal Resolution First

Before arbitration or legal action, contact support@runfutureproof.com and attempt good-faith negotiation for 30 days.

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16.2 Binding Arbitration

Any unresolved dispute will be settled by binding arbitration, except:

Either party may seek injunctive relief in court for intellectual property infringement
You may bring claims in small claims court if they qualify

You and Futureproof waive the right to trial by jury.

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16.3 Class Action Waiver

Disputes will be conducted on an individual basis only.

You and Futureproof waive the right to:

Participate in class actions, class arbitrations, or representative actions
Have the arbitrator consolidate multiple persons' claims

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16.4 Arbitration Details

Administrator: American Arbitration Association (AAA)
Rules: Commercial Arbitration Rules and Consumer Procedures
Arbitrator: Retired judge or attorney licensed in North Carolina
Location: Raleigh, North Carolina (or by video conference if both parties agree)
Governing Law: North Carolina law consistent with Federal Arbitration Act

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16.5 Fees

Each party is responsible for its own arbitration fees as set forth in AAA Rules. However, if your claim does not exceed $1,000 and is not found to be frivolous, Futureproof will reimburse your filing fees.

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16.6 Award

Any damages must be consistent with Section 14.3 above. Judgment may be entered in any court with jurisdiction.

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16.7 Opt-Out

You may opt out of arbitration by sending written notice to our address within 30 days of accepting these Terms. Include your name, email, and clear statement you're opting out. If you opt out, all other Terms remain in effect.

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17. GENERAL PROVISIONS

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17.1 Entire Agreement

These Terms, our Privacy Policy, and any Supplemental Terms constitute the entire agreement and supersede all prior agreements.

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17.2 Modifications

We may modify these Terms. We'll notify you of material changes by email or notice on the Services. Changes become effective upon posting unless specified otherwise. Continued use means acceptance.

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17.3 Governing Law

These Terms are governed by North Carolina law without regard to conflict of law principles. If arbitration doesn't apply, any legal action must be in state or federal courts in Wake County, North Carolina.

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17.4 Severability

If any provision is invalid, it will be modified minimally to make it enforceable. All other provisions remain in effect.

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17.5 Assignment

You may not assign these Terms without our consent. We may assign to affiliates or in connection with merger, acquisition, or asset sale.

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17.6 Waiver

Our failure to enforce any provision doesn't waive our right to enforce it later.

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17.7 Electronic Communications

You consent to receive communications electronically via email or the Services. Electronic communications satisfy legal requirements for writing.

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17.8 Export Controls

You may not use the Services in violation of U.S. export laws.

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17.9 California Residents

California residents with complaints may contact the California Department of Consumer Affairs at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834 or (800) 952-5210.

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18. CONTACT US

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Questions about these Terms?

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Futureproof Ops, Inc. 644 Holly Springs Rd, STE 80 Holly Springs, NC 27540

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Email: support@runfutureproof.com

Terms and Conditions

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