End-User License Agreement

• (a) "Account" means the user profile created via authentication with Intuit, through which you access the Service.
• (b) "Connected Company" means a QuickBooks Online company that has been authorized, via QuickBooks Online's own OAuth 2.0 authorization process, to exchange data with the App.
• (c) "Intuit" means Intuit Inc., the owner and operator of QuickBooks Online, and its affiliates.
• (d) "QuickBooks Online" or "QBO" means Intuit's QuickBooks Online accounting software and API, which is a separate service from, and not owned or controlled by, Finorbi.
• (e) "Subscription" means a paid or trial plan granting access to the Service, as further described in Section 7.
• (f) "User Content" or "User Data" means any data, files, spreadsheets, or records you upload to, generate through, or extract from the App, including data originating in or written to your Connected Company.
• (g) "Authorized Users" means individuals you invite and grant access to your Account under a role (e.g., Admin, Viewer) as supported by the Service.

You must be at least 18 years old (or the age of legal majority in your jurisdiction) and have the legal capacity to enter into this Agreement. You must have, or have authorization to act on behalf of, an active QuickBooks Online subscription in order to use the Service, since the App functions only in connection with a Connected Company.

Finorbi is a data-management tool that allows Users to:

• Import transactional and list data (e.g., Journal Entries, Bills, Invoices, Vendors, Customers, Classes, Locations, and other supported types) into a Connected Company from Excel workbooks
• Export data from a Connected Company into Excel or CSV files
• Bulk-delete or bulk-deactivate existing records within a Connected Company
• Manage multiple Connected Companies and Authorized Users under role-based permissions

The Service operates exclusively through QuickBooks Online’s official Accounting API and the OAuth 2.0 authorization framework provided by Intuit. Finorbi is an independent third-party application. Finorbi is not affiliated with, endorsed by, or sponsored by Intuit Inc., and “QuickBooks” and “QuickBooks Online” are trademarks of Intuit Inc., used here only to describe compatibility.

The Service does not maintain a separate Finorbi password. Authentication is performed entirely through “Sign in with Intuit,” QuickBooks Online’s own identity and OAuth 2.0 system. You are responsible for maintaining the security of your Intuit credentials, and Finorbi has no ability to reset, recover, or independently verify those credentials. You are responsible for all activity that occurs under your Account and under each Connected Company linked to it, including activity by any Authorized User you invite.

You agree to notify us promptly of any unauthorized access to your Account. Finorbi is not liable for any loss or damage arising from your failure to safeguard your Intuit credentials or from your failure to promptly disconnect the App if you suspect unauthorized access.

Subject to your compliance with this Agreement and payment of applicable fees, Finorbi grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service for your own internal business purposes during the term of your Subscription.

You agree not to, and not to permit any Authorized User or third party to:

• Reverse-engineer, decompile, or disassemble any portion of the App, except to the extent such restriction is prohibited by applicable law
• Use the Service to violate QuickBooks Online's own Terms of Service, Acceptable Use Policy, or API usage limits
• Use the Service to import, export, or process data you do not have the legal right to access or process, including data belonging to a QuickBooks Online company you are not authorized to connect
• Use the Service in a manner that circumvents any usage limits, rate limits, or security controls, whether imposed by Finorbi or by Intuit
• Resell, sublicense, rent, lease, or provide the Service to third parties as a standalone or white-labeled service without Finorbi's prior written consent
• Use the Service to develop a competing product

6.1 Plans

Finorbi offers one or more subscription tiers as described on the Company’s pricing page at the time of purchase, which may include usage limits (e.g., connected company count, user count, or rows processed). Plan details, features, and pricing are subject to change with notice as described in Section 19.

6.2 Free Trial

Finorbi may offer a free trial period. Each Account is entitled to no more than one free trial across its lifetime, regardless of the number of Connected Companies. At the end of the trial, unless cancelled, your Subscription will automatically convert to and be billed as a paid plan using the payment method on file.

6.3 Payment Processing

All payments are processed by Stripe, Inc., an independent third-party payment processor. Finorbi does not store your full payment card details. By providing payment information, you agree to Stripe’s own terms of service and authorize Finorbi, through Stripe, to charge your payment method on a recurring basis in accordance with your selected plan.

6.4 Automatic Renewal and Cancellation

Subscriptions renew automatically at the end of each billing cycle unless cancelled prior to the renewal date. You may cancel at any time from within your Account settings; cancellation takes effect at the end of the current billing period, and no partial-period refunds are provided except as required by applicable law or as Finorbi may elect in its sole discretion.

6.5 Fee Changes

Finorbi may change its fees upon reasonable advance notice, effective at your next renewal date.

6.6 Taxes

Fees are exclusive of applicable taxes, which you are responsible for, except taxes based on Finorbi’s net income.

This section is particularly important. Please read it carefully.

Finorbi is a data-transfer and productivity tool. It is not an accounting service, and it does not provide accounting, tax, bookkeeping, or financial advice. You, and not Finorbi, are solely responsible for:

• The accuracy, completeness, and appropriateness of any data you upload, import, export, or delete using the Service
• Reviewing the validation results, preview screens, and posting confirmations the App provides before confirming any import, export, or bulk delete/deactivate action
• Verifying that any transaction, list record, or other data written to, or removed from, your Connected Company is correct before and after using the Service
• Maintaining your own backups, reconciliation processes, and internal review procedures independent of the App

Certain features of the Service — including “Auto Create Missing Vendor/Customer/Class/ Location” and bulk delete/deactivate — can create new records in, or remove/deactivate existing records from, your Connected Company automatically or in bulk, based on settings you control and enable. You acknowledge that:

• Enabling automatic creation of records means the Service may create new Vendors, Customers, Classes, or Locations in your Connected Company without a separate confirmation prompt for each individual record
• QuickBooks Online has no "true delete" for most list-type records (e.g., Customers, Vendors, Classes, Locations); the Service's "delete" function for these record types marks them inactive, consistent with QuickBooks Online's own behavior, and this action may not be reversible through the Service itself
• Deletion of transaction-type records (e.g., Bills, Invoices, Journal Entries) through the Service is typically a permanent action within QuickBooks Online
• You are solely responsible for enabling or disabling these features appropriately for your own workflow, and for reviewing the results of any bulk action before and after it runs

To the maximum extent permitted by law, Finorbi disclaims any responsibility for financial, tax, or accounting consequences arising from data you choose to import, export, modify, or delete using the Service. If you are uncertain about the effect of any action, consult a qualified accountant or bookkeeper before proceeding.

The Service depends entirely on QuickBooks Online’s availability, API behavior, rate limits, and data model, none of which Finorbi controls. You acknowledge and agree that:

• Finorbi is not responsible for QuickBooks Online outages, API changes, deprecated features, or data made unavailable by Intuit
• Your use of QuickBooks Online itself remains governed by your separate agreement with Intuit, including Intuit's Terms of Service and Privacy Statement
• Disconnecting the App from within Finorbi, or from within QuickBooks Online's own "Apps" menu, will end the App's ability to access that Connected Company's data
• Some QuickBooks Online transaction types or configurations (for example, certain tax-related list data managed by QuickBooks Online's Automated Sales Tax engine) are not supported by the Service, by design, because QuickBooks Online itself does not make them available for third-party creation via its standard API for the majority of companies

Finorbi’s collection, use, storage, and protection of your data is described in Finorbi’s separate Privacy Policy, which is incorporated into this Agreement by reference. In brief, and without limiting the Privacy Policy:

• QuickBooks Online OAuth tokens are encrypted at rest
• Access to your data within the App is scoped to your Account and the Connected Companies you are authorized to access
• Finorbi does not sell your User Data
• You remain the owner of your User Data at all times; Finorbi's access to it is solely to provide the Service

You are responsible for ensuring your use of the Service, and any data you process through it, complies with applicable data-protection law (which may include regulations such as the CCPA, GDPR, or similar frameworks depending on your and your customers’ location), including with respect to any personal data contained in imported or exported files.

The App, including its software, design, workflows, and documentation (but excluding User Data and any Intuit-owned trademarks or data), is owned by Finorbi and its licensors and is protected by intellectual property laws. No rights are granted to you other than the limited license in Section 5. You retain all rights to your own User Data. If you submit feedback, suggestions, or ideas about the Service, you grant Finorbi a perpetual, irrevocable, royalty-free license to use them without restriction or obligation to you.

This Agreement remains in effect for as long as you maintain an Account or an active Subscription. You may terminate this Agreement at any time by cancelling your Subscription and disconnecting all Connected Companies. Finorbi may suspend or terminate your access to the Service, with or without notice, if you materially breach this Agreement, fail to pay applicable fees, or if Finorbi reasonably believes your use poses a security, legal, or operational risk to the Service or to other users.

Upon termination: (a) your license to use the Service ends immediately; (b) Finorbi may delete or de-identify your Account data and User Data after a reasonable retention period described in the Privacy Policy, except where retention is required by law; (c) Sections 7, 8, 12, 13, 14, 15, and 17 of this Agreement survive termination.

The Service is provided “as is” and “as available,” without warranties of any kind, whether express, implied, or statutory, including without limitation implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. Finorbi does not warrant that: (a) the Service will be uninterrupted, timely, secure, or error-free; (b) any data imported, exported, or processed through the Service will be accurate or complete; (c) any errors in the Service will be corrected; or (d) the Service will meet your specific requirements. You acknowledge that the Service depends on third-party systems (including QuickBooks Online and Stripe) outside Finorbi’s control, and Finorbi is not responsible for the availability or correct functioning of those third-party systems.

Some jurisdictions do not allow the exclusion of certain warranties, so some of the above exclusions may not apply to you.

To the maximum extent permitted by applicable law: (a) in no event will Finorbi, its officers, directors, employees, or agents be liable for any indirect, incidental, special, consequential, or punitive damages, including lost profits, lost data, or business interruption, arising out of or related to your use of the Service, even if Finorbi has been advised of the possibility of such damages; and (b) Finorbi’s total aggregate liability arising out of or related to this Agreement or the Service will not exceed the greater of (i) the amount you paid Finorbi in the twelve (12) months preceding the event giving rise to the claim, or (ii) one hundred U.S. dollars (USD $100).

This limitation applies regardless of the legal theory on which a claim is based, including contract, tort (including negligence), strict liability, or otherwise, and even if a remedy fails of its essential purpose. Nothing in this Agreement limits liability for gross negligence, willful misconduct, or any other liability that cannot be limited under applicable law.

Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitation may not apply to you in full.

You agree to indemnify, defend, and hold harmless Finorbi and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your use or misuse of the Service; (b) your violation of this Agreement or of Intuit’s own terms governing QuickBooks Online; (c) your User Data, including any claim that it infringes a third party’s rights or that its use, import, export, or deletion via the Service violated applicable law; or (d) your negligence or willful misconduct.

Each party agrees to protect the other’s confidential information with the same degree of care it uses for its own confidential information of similar nature, and not less than reasonable care, and to use such information solely to perform its obligations under this Agreement.

You agree to use the Service in compliance with all applicable laws and regulations, including those relating to data privacy, financial recordkeeping, export control, and anti-money-laundering requirements applicable to your business. You represent that you are not located in, or a national of, any country subject to a U.S. government embargo, and are not on any U.S. government list of prohibited or restricted parties.

This Agreement is governed by the laws of the State of New York, USA, without regard to its conflict-of-laws principles.

Neither party is liable for any failure or delay in performance to the extent caused by circumstances beyond its reasonable control, including acts of God, natural disaster, war, terrorism, labor disputes, internet or utility failures, or failures of third-party services (including QuickBooks Online or Stripe).

Finorbi may modify this Agreement from time to time. Material changes will be communicated by posting an updated version with a new “Last Updated” date and, where required by law or where changes are significant, by additional notice (such as email or an in-app notification). Continued use of the Service after changes take effect constitutes acceptance of the revised Agreement.

• (a) Entire Agreement. This Agreement, together with the Privacy Policy, constitutes the entire agreement between you and Finorbi regarding the Service and supersedes all prior agreements on this subject.
• (b) Severability. If any provision of this Agreement is held unenforceable, the remaining provisions remain in full effect, and the unenforceable provision will be modified to the minimum extent necessary to make it enforceable.
• (c) No Waiver. Finorbi's failure to enforce any right or provision is not a waiver of that right or provision.
• (d) Assignment. You may not assign this Agreement without Finorbi's prior written consent. Finorbi may assign this Agreement in connection with a merger, acquisition, or sale of assets.
• (e) Relationship of the Parties. Nothing in this Agreement creates a partnership, joint venture, agency, or employment relationship between you and Finorbi.
• (f) Notices. Notices to Finorbi should be sent to [email protected]. Notices to you may be sent to the email address associated with your Account.

Questions about this Agreement can be directed to:

Finorbi
Email: [email protected]
Website: https://www.finorbi.com