Terms of Service

Definitions

• “TBDraft,” “we,” “us,” and “our” mean TBDraft, LLC.
• “Website” means tbdraft.com.
• “Software” means the TBDraft desktop app and any updates we provide for it.
• “Services” means the Website, the Software, your TBDraft account, and the licensing service the Software uses to activate and check your license.
• “Account owner,” “you,” and “your” mean the person or organization that creates a TBDraft account and pays for the subscription.
• “Authorized user” means anyone the account owner allows to use one of their seats, such as an employee or contractor.
• “Seat” means one paid license to run the Software on one device at a time.
• “License key” means the key issued to your account that activates the Software.

Account terms

1. You are responsible for keeping your account credentials and license key confidential, and for any loss that results if you don't.
2. You must be at least 18 years old, or the age of majority where you live, to create an account.
3. You must give us a valid email address and accurate billing information.
4. If you create an account for an organization, you confirm that you have the authority to bind that organization to these terms. In that case, “you” means the organization.
5. You are responsible for all activity that happens under your account and your license key. That includes the activity of every authorized user you share a seat with. You agree to make sure your authorized users follow these terms. A breach by one of them counts as a breach by you.
6. You may not use the Services for any illegal purpose, or in a way that violates the laws of your jurisdiction.
7. You are responsible for the computers and networks you use to run the Software. You are also responsible for keeping them secure.

Subscriptions, trials, and billing

1. Per-seat pricing. TBDraft is sold as a subscription, billed per seat, monthly or annually. You can buy between 1 and 100 seats. Your charge for each billing period is the per-seat price times the number of seats. Current prices are listed on our pricing page.
2. Free trial. New customers get a 14-day free trial. You must enter a valid payment method to start it. When the trial ends, your subscription automatically converts to a paid subscription. The payment method on file is charged for the seats and billing interval you chose, unless you cancel before the trial ends. Each person or organization gets one free trial.
3. Automatic renewal. Subscriptions renew automatically at the end of each billing period, and we charge the payment method on file, until you cancel. You can cancel at any time from your dashboard, and the subscription will not renew.
4. Payments are handled by Stripe. We never see or store your full card number. By subscribing, you also agree to Stripe's terms for payment processing.
5. Failed payments. If a renewal payment fails, your licenses stop working right away. They start working again once the payment goes through. We don't offer a grace period for failed payments.
6. Adding seats or switching to annual billing. These changes take effect right away. We charge the payment method on file a prorated amount for the rest of the current billing period, as shown when you make the change. If you switch from monthly to annual, the unused part of your current month is credited toward the annual charge, and your annual billing period starts that day.
7. Reducing seats or switching to monthly billing. These changes take effect at the start of your next billing period. You keep your current seats and billing interval until then, and we don't give a credit or refund for the rest of the current period. When the change takes effect, if you have more active devices than your new seat count, we'll automatically deactivate the devices that checked in least recently until you're within it. To choose which devices stay active, deactivate the others from your dashboard before then.
8. Refunds. We want you to be happy paying for TBDraft, so you get the full 14-day trial before we charge you. After that:
   • First charge and annual renewals. If you contact us at hello@tbdraft.com within 14 days of your first paid charge after the trial, or within 14 days of an annual renewal charge, we'll refund that charge in full. No questions asked.
   • Monthly renewals. We don't refund monthly renewal charges. You can cancel at any time, and your licenses keep working until the end of the period you've paid for.
   • Partial periods. We don't refund partial billing periods, and we don't refund seats you remove partway through a period. Any credit for removed seats is applied to your next invoice.
   • When we end your service. If we terminate your account for reasons other than your breach of these terms, or we discontinue the Software, we'll refund the unused part of any prepaid period, prorated by day.

   When we issue a refund, your subscription is canceled, and the licenses it covers stop working right away. We may make other refunds at our discretion. Nothing here limits any refund rights you have under the law.

9. Taxes. Prices don't include taxes. Our payment processor, Stripe, calculates any sales tax, VAT, or similar tax that applies based on your billing address, and adds it to your invoice. When we refund a charge, the tax on that charge is refunded too.

Software license

This section is the end user license agreement for the TBDraft desktop app.

1. License grant. While your subscription is active or in its trial, and you comply with these terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license. It lets you install and use the Software for your own internal business purposes. It allows one device per seat you've paid for.
2. The Software is licensed, not sold. You get the right to use it, not ownership of it or of any copy. TBDraft keeps all rights not expressly granted here.
3. Seats and devices. Each seat lets you activate the Software on one device at a time. A device can be activated on only one TBDraft license. To move a seat to a different device, deactivate the old device from your dashboard first. You may not share one seat among several people or devices at once.
4. Activation and license checks. The Software needs an internet connection to activate. After that, it checks your license with our servers periodically. These checks send your license key, a device identifier, and the device name. If our servers report that your license isn't valid, or the Software can't reach our servers for an extended period, it may stop working until your license is confirmed. Our Privacy Policy explains how we handle this data.
5. Restrictions. You and your authorized users may not:
   • copy, modify, or create derivative works of the Software, except as the law allows despite this restriction;
   • reverse engineer, decompile, or disassemble the Software, or try to discover its source code, except as the law allows despite this restriction;
   • get around, disable, or interfere with license activation, license checks, or seat limits, including by faking or rotating device identifiers;
   • share, publish, sell, or transfer license keys outside your organization;
   • rent, lease, lend, resell, or sublicense the Software, or offer it as a hosted or time-sharing service to others;
   • remove or change any proprietary notices in the Software;
   • use the Software to build a competing product.
6. Updates. We may release updates that fix bugs, add or change features, or are needed for the Software to keep working with the licensing service. Some updates may be required before you can keep using the Software.
7. Export and sanctions. You may not use or export the Software in violation of U.S. export control or sanctions laws. You may not use or export it in or to any country or person those laws prohibit.
8. Accepting the license in the app. Authorized users may be asked to accept these terms when they first activate the Software. That acceptance is in addition to the account owner's acceptance, not instead of it.

Cancellation and termination

1. You can cancel at any time from your dashboard. A cancellation request by email or phone is not a cancellation.
2. When you cancel, your subscription stays active until the end of the period you've already paid for. If you cancel during a trial, you won't be charged, and the trial ends on its scheduled date. After that, your license stops working.
3. When your license ends, the license grant in “Software license” ends too. You must stop using the Software. The Software may stop opening or may limit features until you subscribe again. To allow for billing delays, a license may keep working for a short time after it ends. That time is not part of the license, and we may end it without notice.
4. Your work stays yours. We don't store the files you create with TBDraft on our servers. They stay on your computer after your license ends, and we can't recover them for you.
5. Resubscribing. If you subscribe again later, we'll reissue your existing license key wherever possible.
6. Deleting your account. You can ask us to delete your account at any time. Our Privacy Policy explains what we delete and when.
7. We may suspend or terminate your account and licenses, and refuse future service, if you breach these terms, abuse the Services, or misuse license keys. We may also do so if we're required to by law. Where it's reasonable, we'll tell you first and give you a chance to fix the problem. If we terminate for reasons other than your breach, we'll refund the unused part of any prepaid period, prorated by day.
8. We may terminate your account immediately if you or your authorized users threaten or abuse TBDraft staff. Abuse counts as a breach of these terms.

Modifications to the Services and prices

1. We may change, add, or remove features of the Services at any time. We may also discontinue them. If we discontinue the Software, we'll give you at least 30 days' notice and refund the unused part of any prepaid period, prorated by day.
2. We may change our prices. Price changes for existing customers take effect at your next renewal after at least 30 days' email notice. If you don't want the new price, you can cancel before it takes effect.
3. We aren't liable to you or any third party for any change, price change, suspension, or discontinuation of the Services.

Uptime, security, and privacy

1. The Website and licensing service are provided on an “as is” and “as available” basis. We don't offer a service-level agreement. We work to keep them running, but they may sometimes be unavailable. If that happens, the Software may not be able to activate or confirm a license.
2. We use reasonable security measures to protect your account and license data, including encrypting it in transit. We use third-party vendors to run the Services. They are listed in our Privacy Policy.
3. Our Privacy Policy is part of these terms. It explains what we collect, including the device data sent during activation and license checks. It also explains when we access or disclose your information.
4. TBDraft is a U.S. company, and our infrastructure is in the U.S. If you use the Services from outside the U.S., you consent to your account and license data being processed there.

Copyright and content ownership

1. Your work is yours. Everything you create or import with the Software belongs to you or your clients, including trial balances, adjusting entries, and financial statements. It stays on your computer. We don't claim any rights to it, and we don't need a license to it.
2. TBDraft is ours. TBDraft owns the Services and all intellectual property in them. That includes the Website and the Software's code, design, and documentation. The TBDraft name and logo are our trademarks, and you may not use them without our written permission.
3. Feedback. If you send us suggestions or feedback, we may use them without any obligation to you.
4. You are responsible for having the rights to any data you work with in the Software, including client data.

Features and bugs

We design TBDraft with care, but software has bugs. We don't promise the Services will meet your specific needs, be error-free, or run without interruption. We'll fix problems we know about as best we can.

TBDraft is a tool, not professional advice. The Software helps you prepare accounting work. It doesn't replace your professional judgment. You are responsible for reviewing and verifying everything you produce with it before you rely on it, file it, or give it to a client. That includes financial statements and entries. TBDraft is not an accounting firm and does not provide accounting, audit, tax, or legal advice.

Keep your own backups of your work. Your files live on your computer, so we can't restore them if they're lost.

Disclaimer of warranties

To the fullest extent the law allows, the Services are provided “as is” and “as available,” without warranties of any kind, express or implied. This includes implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

Limitation of liability

To the fullest extent the law allows, TBDraft will not be liable for any indirect, incidental, special, consequential, or punitive damages. This includes lost profits, revenue, data, or goodwill, errors in work produced with the Software, and the cost of substitute services. It applies to any claim arising from your use of, or inability to use, the Services, even if we were told such damages were possible.

Our total liability for all claims relating to the Services is limited to the amount you paid us in the 12 months before the event that gave rise to the claim.

Some jurisdictions don't allow certain exclusions or limits. In those places, the limits above apply only as far as the law allows.

Indemnification

You agree to defend, indemnify, and hold TBDraft harmless from claims, losses, and costs, including reasonable legal fees, that arise from any of the following: your or your authorized users' breach of these terms, misuse of the Services, or the data you work with in the Software.

General

1. Governing law. These terms are governed by the laws of the State of Alabama, without regard to its conflict-of-law rules. Any dispute will be resolved in the state courts located in Henry County, Alabama, or in the United States District Court for the Middle District of Alabama. You consent to the jurisdiction of those courts.
2. Changes to these terms. We may update these terms. If a change is material, we'll email the account owner at least 30 days before it takes effect. If you keep using the Services after that, you accept the updated terms.
3. Entire agreement. These terms and our Privacy Policy are the entire agreement between you and TBDraft about the Services. They replace any earlier agreements on the same subject.
4. Severability and waiver. If any part of these terms can't be enforced, the rest stays in effect. If we don't enforce a right, we haven't waived it.
5. Assignment. You may not assign or transfer these terms, your account, or your licenses without our written consent. We may assign them as part of a merger, acquisition, or sale of assets.
6. Questions? Email us at hello@tbdraft.com.