Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("you," "your," or "User") and Ekue Inc. ("Ekue," "we," "us," or "our") governing your access to and use of the Ekue accounting software platform, including all related websites, applications, and 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. If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and references to "you" shall include that organization.

If you do not agree to these Terms, you must not access or use the Service.

2. Account Registration and Eligibility

2.1 Eligibility

You must be at least eighteen (18) years of age to create an account and use the Service. By registering, you represent and warrant that you meet this age requirement and that all information you provide during registration is accurate, current, and complete.

2.2 Account Responsibilities

You are responsible for:

• Maintaining the confidentiality of your account credentials, including your password.
• All activities that occur under your account, whether or not authorized by you.
• Notifying us immediately at [email protected] if you become aware of any unauthorized access to or use of your account.
• Keeping your account information accurate and up to date.

Ekue will not be liable for any loss or damage arising from your failure to safeguard your account credentials.

3. Service Description

3.1 Overview

Ekue is a cloud-based accounting software platform designed for small businesses. The Service enables users to manage invoicing, expense tracking, financial reporting, bank reconciliation, and related accounting functions through a web application accessible at app.ekue.com.

3.2 Service Tiers

Ekue offers the following subscription tiers:

• Free: Core accounting features with limited usage thresholds, suitable for freelancers and sole proprietors getting started.
• Pro: Full-featured accounting with advanced capabilities including AI Assist, priority support, unlimited transactions, and integrations.
• Enterprise: All Pro features plus dedicated account management, custom integrations, enhanced security controls, and a service-level agreement (SLA).

3.3 Modifications to the Service

We reserve the right to modify, update, or discontinue any feature or aspect of the Service at any time. We will use reasonable efforts to provide advance notice of material changes that may adversely affect your use of the Service.

4. Subscription and Billing

4.1 Billing Cycle

Paid subscriptions are billed on a monthly basis. Your billing cycle begins on the date you subscribe to a paid tier and renews automatically on the same date each subsequent month unless cancelled.

4.2 Payment

By subscribing to a paid tier, you authorize Ekue to charge your designated payment method on a recurring monthly basis. All fees are stated in U.S. dollars unless otherwise specified. You are responsible for providing a valid payment method and ensuring sufficient funds are available.

4.3 Price Changes

Ekue may adjust subscription pricing from time to time. We will provide you with at least thirty (30) days' prior written notice of any price increase, sent to the email address associated with your account. The new pricing will take effect at the start of your next billing cycle following the notice period. Your continued use of the Service after a price change constitutes acceptance of the updated pricing.

4.4 Taxes

All fees are exclusive of applicable taxes, levies, or duties imposed by taxing authorities. You are responsible for paying all such taxes associated with your use of the Service, except for taxes based on Ekue's net income.

4.5 Refund Policy

If you are dissatisfied with the Service, you may request a refund within fourteen (14) days of your initial subscription or any renewal payment. Refund requests should be directed to [email protected]. Refunds are issued at Ekue's reasonable discretion and will be processed to your original payment method. No refunds will be issued for partial billing periods after the fourteen-day window.

5. Your Data and Content

5.1 Ownership

You retain all rights, title, and interest in and to the data, content, and information you submit to or generate through the Service ("Your Data"). Ekue does not claim ownership of Your Data.

5.2 License to Provide the Service

By using the Service, you grant Ekue a limited, non-exclusive, worldwide, royalty-free license to access, use, process, store, and display Your Data solely as necessary to provide, maintain, and improve the Service and to comply with applicable law. This license terminates when you delete Your Data or close your account, subject to any retention required by law or these Terms.

5.3 Data Export

You may export Your Data at any time through the Service's CSV export functionality. We are committed to ensuring that your data remains portable and accessible to you. Upon account termination, you will have a thirty (30) day window to export Your Data as described in Section 12.

5.4 Data Security

We implement commercially reasonable technical and organizational measures to protect Your Data against unauthorized access, loss, or alteration. For details on our data handling practices, please refer to our Privacy Policy and Security page.

6. Acceptable Use

6.1 General Conduct

You agree to use the Service only for lawful purposes and in accordance with these Terms. You are solely responsible for ensuring that your use of the Service complies with all applicable local, state, national, and international laws and regulations.

6.2 Prohibited Activities

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

• Use the Service for any illegal, fraudulent, or deceptive purpose, including but not limited to money laundering, tax evasion, or financial fraud.
• Interfere with, disrupt, or impose an unreasonable burden on the Service's infrastructure, servers, or networks.
• Attempt to gain unauthorized access to any part of the Service, other user accounts, or any systems or networks connected to the Service.
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Service.
• Use automated scripts, bots, crawlers, or similar tools to access or scrape the Service without prior written authorization.
• Transmit any malware, viruses, worms, or other malicious code through the Service.
• Resell, sublicense, or redistribute the Service or any portion thereof without Ekue's prior written consent.
• Use the Service in any manner that could damage, disable, overburden, or impair the Service or interfere with any other party's use of the Service.
• Upload or transmit content that infringes upon the intellectual property rights of any third party.
• Impersonate any person or entity, or falsely represent your affiliation with any person or entity.

6.3 Enforcement

We reserve the right to investigate and take appropriate action against any violation of this Section, including suspending or terminating your account and reporting unlawful activity to law enforcement authorities.

7. AI Assist

7.1 Feature Availability

AI Assist is an optional feature available to users on the Pro and Enterprise tiers. AI Assist uses artificial intelligence to provide automated categorization suggestions, financial insights, and workflow recommendations based on Your Data.

7.2 No Professional Advice

AI Assist is provided as a productivity tool and does not constitute financial, tax, legal, or professional advice. The suggestions, categorizations, and insights generated by AI Assist are automated outputs and may contain errors or inaccuracies. You should not rely on AI Assist as a substitute for professional judgment or qualified professional advice.

7.3 Verification Required

You are solely responsible for reviewing and verifying all AI Assist suggestions before acting on them. Ekue makes no representations or warranties regarding the accuracy, completeness, or reliability of AI Assist outputs. You acknowledge that AI-generated suggestions may not reflect current tax laws, regulatory requirements, or accounting standards applicable to your specific situation.

7.4 Limitation

Ekue shall not be liable for any losses, damages, penalties, or other consequences arising from your reliance on AI Assist outputs without independent verification.

8. Intellectual Property

8.1 Ekue's Intellectual Property

The Service, including but not limited to its software, code, design, user interface, documentation, logos, trademarks, and all related intellectual property, is owned by Ekue or its licensors and is protected by copyright, trademark, patent, and other intellectual property laws. Nothing in these Terms grants you any right, title, or interest in Ekue's intellectual property except for the limited right to use the Service as expressly permitted herein.

8.2 Your Intellectual Property

As stated in Section 5, you retain all ownership rights to Your Data. These Terms do not transfer any of your intellectual property rights to Ekue beyond the limited license granted in Section 5.2.

8.3 Feedback

If you provide Ekue with any feedback, suggestions, or ideas regarding the Service ("Feedback"), you grant Ekue a perpetual, irrevocable, non-exclusive, royalty-free, worldwide license to use, modify, and incorporate such Feedback into the Service without any obligation of compensation or attribution to you.

9. Availability and Support

9.1 Service Availability

Ekue uses commercially reasonable efforts to maintain the availability of the Service. However, the Service may be temporarily unavailable due to scheduled maintenance, system upgrades, or circumstances beyond our reasonable control, including but not limited to force majeure events, internet service disruptions, or third-party service failures.

9.2 Support

Ekue provides customer support via email and in-app communication channels. Response times and support levels vary by subscription tier:

• Free: Community-based support and documentation access. No guaranteed response times.
• Pro: Email support during business hours. We aim to respond within one (1) business day, though this is not a guaranteed SLA.
• Enterprise: Priority support with dedicated account management and a service-level agreement as defined in your Enterprise agreement.

9.3 No SLA for Free and Pro

The Free and Pro tiers do not include a formal service-level agreement (SLA). While we strive for high uptime and responsiveness, we do not guarantee specific availability percentages or response times for these tiers.

10. Limitation of Liability

10.1 Disclaimer of Warranties

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EKUE DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.

10.2 Limitation of Damages

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EKUE, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE SERVICE, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE) AND WHETHER OR NOT EKUE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10.3 Damage Cap

EKUE'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES PAID BY YOU TO EKUE DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. IF YOU HAVE NOT PAID ANY FEES TO EKUE, EKUE'S TOTAL LIABILITY SHALL NOT EXCEED FIFTY U.S. DOLLARS ($50.00).

10.4 Essential Basis

You acknowledge that the limitations of liability set forth in this Section reflect a reasonable allocation of risk and are a fundamental element of the basis of the bargain between you and Ekue. The Service would not be provided without such limitations.

11. Indemnification

You agree to indemnify, defend, and hold harmless Ekue, its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or in connection with:

• Your use of the Service or any activity under your account.
• Your violation of these Terms or any applicable law or regulation.
• Your Data or any content you submit through the Service.
• Your infringement or misappropriation of any third party's intellectual property or other rights.
• Any dispute between you and a third party relating to the Service.

Ekue reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and you agree to cooperate with Ekue in the defense of such claims.

12. Termination

12.1 Termination by You

You may cancel your subscription and close your account at any time through your account settings or by contacting us at [email protected]. Cancellation will take effect at the end of your current billing period, and you will retain access to paid features until that date.

12.2 Termination by Ekue

Ekue may suspend or terminate your account at any time, with or without notice, if we reasonably believe that:

• You have violated these Terms or any applicable law.
• Your account has been used for fraudulent or illegal activity.
• Continued provision of the Service to you poses a security risk or legal liability.

In the case of termination for cause, Ekue may terminate your access immediately without a refund for any remaining subscription period.

12.3 Data Export After Termination

Following account cancellation or termination, you will have thirty (30) days to export Your Data using the Service's CSV export tools. During this period, your account will be in a read-only state, allowing data export but not new transactions. After the thirty-day window, Ekue may permanently delete Your Data from its systems, and we shall have no obligation to retain or provide access to Your Data thereafter.

12.4 Survival

Sections 5 (Your Data and Content), 7.2-7.4 (AI Assist disclaimers), 8 (Intellectual Property), 10 (Limitation of Liability), 11 (Indemnification), 13 (Dispute Resolution), and 14 (General Provisions) shall survive termination of these Terms.

13. Dispute Resolution

13.1 Informal Resolution

Before initiating any formal dispute resolution proceeding, you agree to first contact Ekue at [email protected] and attempt to resolve the dispute informally for at least thirty (30) days. Most disputes can be resolved through good-faith negotiation.

13.2 Binding Arbitration

If a dispute cannot be resolved informally, you and Ekue agree that any claim, dispute, or controversy arising out of or relating to these Terms or the Service shall be resolved exclusively through final and binding arbitration, rather than in court. The arbitration shall be administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator, and the arbitrator's decision shall be final and binding on both parties.

13.3 Class Action Waiver

YOU AND EKUE AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate more than one person's claims and may not preside over any form of class or representative proceeding.

13.4 Exceptions

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

13.5 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 principles. Any arbitration or legal proceeding permitted under this Section shall take place in Wilmington, Delaware, or at such other location as the parties may mutually agree.

14. General Provisions

14.1 Severability

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

14.2 Entire Agreement

These Terms, together with the Privacy Policy and any applicable Enterprise agreement, constitute the entire agreement between you and Ekue regarding your use of the Service and supersede all prior and contemporaneous agreements, understandings, representations, and warranties, whether oral or written.

14.3 Waiver

The failure of Ekue to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. A waiver of any term shall only be effective if made in writing and signed by an authorized representative of Ekue.

14.4 Assignment

You may not assign or transfer these Terms or any rights or obligations hereunder without the prior written consent of Ekue. Ekue may assign these Terms without restriction, including in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets. Any purported assignment in violation of this Section shall be void.

14.5 Notices

Ekue may provide notices to you via email to the address associated with your account or through the Service. You are responsible for keeping your contact information current. Notices to Ekue should be sent to [email protected].

14.6 Force Majeure

Ekue shall not be liable for any delay or failure to perform its obligations under these Terms if such delay or failure results from circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemics, government actions, war, terrorism, labor disputes, power failures, internet or telecommunications outages, or third-party service disruptions.

15. Contact

If you have any questions, concerns, or requests regarding these Terms of Service, please contact us at:

Ekue Inc.
Email: [email protected]
Website: ekue.com