Terms of Service

1. Agreement and Acceptance

1.1 The parties

These Terms of Service are an agreement between you and Harbor Software LLC, a Wyoming limited liability company, which operates Flowboard. In these terms, “Flowboard”, “we”, and “us” mean Harbor Software LLC. “Service” means the Flowboard application and the websites through which it is offered. “Agreement” means these terms together with the privacy policy referenced in section 2.5 and the acceptable use policy referenced in section 3.1.

1.2 Acceptance

You accept this Agreement by clicking to accept it at signup, or by accessing or using the Service, whichever happens first. Acceptance forms a binding contract on the version of these terms posted on this page at that time. If you do not agree to them, do not use the Service.

1.3 Eligibility and authority

You must be at least 18 years old to use the Service. The Service is offered for business use. By creating an account, you confirm that you are using the Service on behalf of a business and that you have authority to accept this Agreement for that business. Where you accept on behalf of a business, “you” means that business.

2. The Service

2.1 Description

Flowboard is a cloud-based agency management platform. It provides project management, time tracking, CRM, invoicing, a client portal, and reporting for digital agencies and professional services teams. What the Service includes changes over time. This Agreement governs the Service as it exists at the time you use it.

2.2 Accounts and roles

You must provide accurate and complete information when you create an account. You are responsible for the security of your account credentials and for activity that occurs under your account.

There are two kinds of account. Team members are your internal users, and each team member is a paid account. Client users are the external people you invite into the client portal. Client users are free and unlimited, and they are never billed. A client user sees only what you have marked visible to them.

2.3 Support

Support is provided by email at support@flowboardhq.com. We do not commit to a response time. Support covers use of the Service as it exists, and does not include custom development, data entry, or consulting.

2.4 Service availability

We target 99.9% uptime. That figure is a target and not a guarantee, and this Agreement contains no service level commitment and no service credits. We do not guarantee uninterrupted access. We will provide reasonable notice of planned maintenance, and a maintenance window may make parts of the Service unavailable for a period. We are not liable for downtime caused by factors outside our control.

2.5 Data privacy and security

Our handling of personal data is described in the privacy policy, which forms part of this Agreement. The technical and organizational measures we apply are described on the security page. Where those documents and this section address the same subject, they control as to that subject. This section adds no commitment beyond what they state.

3. Restrictions and Responsibilities

3.1 Acceptable use

You agree not to use the Service to: (a) violate any laws or regulations; (b) infringe on intellectual property rights; (c) transmit malware or harmful code; (d) attempt to gain unauthorized access to the Service or other accounts; (e) reverse engineer, decompile, or attempt to derive the source code of the Service except to the extent the law permits; (f) resell or provide the Service to a third party as a service of your own; (g) use the Service for any purpose other than its intended business use.

Your use of the Service is also subject to the acceptable use policy, which forms part of this Agreement and which we may update from time to time. It states the prohibited uses in full, including the categories of regulated data that may not be placed into the Service. A use prohibited by that policy is a breach of this Agreement.

3.2 Export controls and sanctions

You may not use or export the Service in violation of United States export laws and regulations. You represent that you are not located in, organized under the laws of, or ordinarily resident in a country or territory subject to comprehensive United States sanctions, and that you are not a person with whom United States persons are prohibited from dealing. You are responsible for compliance with the export and sanctions laws that apply to you.

3.3 Your responsibilities

You are responsible for the data you and your team members and client users put into the Service, for having the right to put it there, and for the accuracy of that data. You are responsible for obtaining any consents your own clients require before you enter their personal data into the Service. You are responsible for what you choose to make visible to a client user.

4. Confidentiality and Proprietary Rights

4.1 Your content and ownership

You retain ownership of all data you input into the Service. We do not sell, share, or monetize your data. You grant us a limited license to host, store, copy, transmit, display, and process that data for the sole purpose of operating and supporting the Service for you. That license exists so the Service can function, and it ends when the data is deleted. You can export your data at any time. Upon account deletion, your data will be permanently removed within 30 days.

4.2 Confidentiality

Each party may receive information of the other that is marked confidential or that a reasonable person would understand to be confidential. Each party will use the other’s confidential information only to perform under this Agreement, and will protect it with at least the care it applies to its own confidential information of a similar kind. These obligations do not apply to information that is or becomes public through no fault of the receiving party, that the receiving party already held without a duty of confidence, or that the receiving party develops independently. A party may disclose confidential information where the law requires it, and will give reasonable notice where it is permitted to do so.

4.3 Usage data

We may collect and analyze data about the operation, use, and performance of the Service, and use that data to operate, maintain, and improve the Service. Where that data relates to an identifiable person it is handled under the privacy policy. We do not use your data to train AI models. Any usage data we publish or share is aggregated and does not identify you, your team members, your client users, or your clients.

4.4 Our intellectual property

We retain all right, title, and interest in the Service, including the software, the interface, and the Flowboard name and marks. This Agreement grants you a right to use the Service and transfers no ownership in it. If you send us feedback or suggestions, we may use them without obligation to you.

4.5 Copyright complaints and repeat infringers

We respond to notices of claimed copyright infringement concerning material stored in the Service. Send a notice to our designated agent below and include all of the following: your physical or electronic signature; identification of the copyrighted work claimed to be infringed; identification of the material claimed to be infringing, with enough information for us to locate it; your address, telephone number, and email address; a statement that you have a good-faith belief the use is not authorized by the copyright owner, its agent, or the law; and a statement, made under penalty of perjury, that the information in the notice is accurate and that you are the copyright owner or are authorized to act on the owner’s behalf.

Designated agent for notices of claimed infringement:

Copyright Agent, Harbor Software LLC
1309 Coffeen Avenue, STE 1200
Sheridan, Wyoming 82801, USA
legal@flowboardhq.com

On receiving a complete notice we will remove or disable access to the material and notify the account that supplied it. That account may send a counter-notification. If it does, we may restore the material unless the complaining party informs us that it has filed an action seeking a court order to restrain the use.

We terminate the accounts of repeat infringers. An account that is the subject of repeated valid notices of claimed infringement will be terminated under section 6.3, whether or not any single notice is contested. Sending a notice or a counter-notification that misrepresents the position may expose the sender to liability.

5. Fees and Payment

5.1 Subscription fees

The subscription is billed at $39 per team member per month USD, or at $390 per team member per year USD on annual billing. Client users are not billed. Fees are charged in advance for each billing period to the payment card on file.

5.2 Trial

Paid plans begin with a 14-day trial. A valid payment card is required at signup, and no charge is made during the trial. Seven days before the first charge, we send a reminder email containing a cancel link. Your first charge occurs at the end of the trial unless you cancel before the trial ends.

5.3 Changes in team members

If the number of team members changes during a billing period, the difference is prorated.

5.4 Refunds

Once the trial converts to a paid subscription, payments are non-refundable, except as expressly provided in section 7.1. This includes partial periods following a cancellation, since access continues to the end of the period you have paid for.

5.5 Taxes

Fees are exclusive of taxes. You are responsible for any sales, use, value added, or similar taxes that apply to your purchase, other than taxes on our income.

6. Term and Termination

6.1 Term and renewal

This Agreement starts when you accept it and continues while your subscription is active. The subscription renews automatically for successive periods of the same length until it is cancelled.

6.2 Cancellation by you

You may cancel at any time from your account settings. Cancellation takes effect at the end of the current billing period, and your access continues until then.

6.3 Suspension and termination by us

We may suspend or terminate an account that breaches this Agreement. Where the breach is capable of being cured and the circumstances allow it, we will describe the breach and give you a reasonable opportunity to cure it before terminating. We may suspend access immediately where continued access presents a security risk or where the law requires it.

6.4 Effect of termination

After termination, you may request an export of your workspace data. That request must reach us within 30 days of termination, which is the window before your data is permanently deleted under the privacy policy. Sections 4, 5.4, 7.4, 8, 9, and 10 survive termination.

7. Warranties and Disclaimers

7.1 Our warranty and exclusive remedy

We warrant that the Service will perform materially in accordance with its then-current documentation. If it does not, report it to support@flowboardhq.com with enough detail for us to reproduce the problem. For a material breach of this warranty, your exclusive remedy, and our entire obligation, is that we will use reasonable efforts to correct the problem. If we are unable to correct it so that the Service performs as warranted, you may terminate your subscription and receive a pro rata refund of fees you have already paid for the affected period. That is the only circumstance in which a refund is available, and section 5.4 otherwise continues to apply.

7.2 Your warranty

You warrant that you have authority to enter this Agreement, that the account information you provide is accurate, that you have the rights necessary for the data you put into the Service, and that your use of the Service will comply with this Agreement and with the laws that apply to you.

7.3 Features we designate as beta

WE MAY DESIGNATE A FEATURE AS BETA, PREVIEW, OR EARLY ACCESS. ANY SUCH FEATURE IS PROVIDED AS IS, WITHOUT WARRANTY OF ANY KIND, AND THE WARRANTY IN SECTION 7.1 DOES NOT APPLY TO IT. WE MAY CHANGE OR WITHDRAW SUCH A FEATURE AT ANY TIME.

7.4 Disclaimer

Except as expressly set out in section 7.1, the Service is provided as is and as available. We do not warrant that it will be uninterrupted, error free, or free of defects. To the extent the law allows, we disclaim implied warranties, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. You are responsible for deciding whether the Service fits your business, and for the accuracy of the data you enter.

8. Indemnification and Limitation of Liability

8.1 Your indemnity

You will defend, indemnify, and hold harmless Harbor Software LLC and its officers, members, employees, and contractors against any third-party claim, demand, or proceeding, and against the resulting damages, losses, liabilities, settlements, penalties, and reasonable expenses including attorneys’ fees, that arises out of or relates to: (a) the data or content that you, your team members, or your client users put into the Service; (b) your breach of this Agreement or of the acceptable use policy; (c) your violation of any law or of the rights of a third party; (d) a claim brought by one of your client users, or by one of your own clients, concerning the Service or concerning what was made visible in it; or (e) regulated data placed into the Service in breach of the acceptable use policy.

8.2 Defense and cooperation

We will notify you promptly of a claim for which we seek indemnity. A delay in that notice reduces your obligation only to the extent the delay prejudices the defense. You will control the defense with counsel reasonably acceptable to us, and we may participate at our own expense. You may not settle a claim in a way that imposes an obligation or an admission on us, or that does not release us unconditionally, without our written consent. We will provide reasonable cooperation at your expense.

8.3 Limitation of liability

To the maximum extent permitted by law, Flowboard shall not be liable for any indirect, incidental, special, or consequential damages arising from your use of the Service, including lost profits, lost revenue, and lost or corrupted data. Our total liability shall not exceed the amount you paid for the Service in the 12 months prior to the claim. These limits apply to all claims taken together, whatever their legal basis, and apply even if a remedy fails of its essential purpose. The limits in this section 8.3 apply to our liability to you, and they do not limit your obligations under section 8.1.

9. Dispute Resolution

This section is a binding agreement about how disputes between you and us are resolved. Read it carefully. It requires most disputes to go to arbitration on an individual basis, and it waives the right to a jury trial and to class actions.

9.1 Notice and good-faith resolution

Before starting arbitration or any other proceeding, the party bringing a claim must send the other a written notice describing the claim, the facts it rests on, and the relief sought. Send ours to legal@flowboardhq.com. The parties will then try in good faith to resolve the claim for 30 days from the date of that notice, and neither party may begin arbitration or a proceeding during that period. This requirement does not apply to a request for the relief described in section 9.4.

9.2 Binding arbitration

Except as section 9.4 provides, any dispute arising out of or relating to this Agreement or the Service that is not resolved under section 9.1 will be settled by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before a single arbitrator. The arbitration is seated in Sheridan, Wyoming, and may be conducted by video, by telephone, or on documents alone where those Rules allow. The arbitrator’s award is final, and judgment on it may be entered in any court of competent jurisdiction. The parties agree that this Agreement concerns interstate commerce and that the Federal Arbitration Act governs the interpretation and enforcement of this section.

9.3 Individual basis only

Claims must be brought on an individual basis. You and we each waive any right to bring or take part in a class, collective, consolidated, or representative action, and any right to act as a class representative or class member. The arbitrator has no authority to hear a claim on a class or representative basis, and no authority to consolidate the claims of more than one party. If this section 9.3 is held unenforceable as to a particular claim, that claim alone is severed from arbitration and heard in the courts identified in section 9.8, and the rest of this section 9 continues to apply.

9.4 Exceptions

Either party may bring an individual claim in small claims court if the claim qualifies for that court. Either party may also seek injunctive or other equitable relief in the courts identified in section 9.8, without first proceeding under sections 9.1 or 9.2, to stop actual or threatened infringement or misuse of its intellectual property or a breach of section 4.2.

9.5 Jury trial waiver

For any matter heard in court rather than in arbitration, you and we each waive any right to a trial by jury.

9.6 Time limit for claims

Any claim arising out of or relating to this Agreement or the Service must be brought within one year after the claim accrued. To the extent the law permits a contractual limitation period, a claim not brought within that year is permanently barred.

9.7 Attorneys’ fees

In any arbitration or proceeding between the parties arising out of this Agreement, the prevailing party is entitled to recover its reasonable attorneys’ fees and costs from the other party, in addition to any other relief awarded. This provision applies to both parties equally.

9.8 Governing law and venue

This Agreement is governed by and construed in accordance with the laws of the State of Wyoming, USA, without regard to its conflict-of-law provisions. For any matter not subject to arbitration under section 9.2, the exclusive venue is the state and federal courts located in Wyoming, and you consent to the personal jurisdiction of those courts.

10. General

10.1 Assignment

You may not assign this Agreement without our written consent, except to a successor to your business by merger, acquisition, or sale of substantially all of your assets, provided the successor is not a competitor of ours and agrees to this Agreement. We may assign this Agreement to an affiliate or to a successor to our business. Any other attempted assignment is void.

10.2 Force majeure

Neither party is liable for a failure or delay in performance caused by an event beyond its reasonable control, including acts of God, natural disaster, war, civil unrest, labour action, government action, network or power failure, and failure of a third-party infrastructure provider. This does not excuse an obligation to pay fees already due.

10.3 Severability

If a provision of this Agreement is held unenforceable, it will be modified to the minimum extent necessary to make it enforceable, or severed if no such modification is possible. The remaining provisions stay in force.

10.4 Waiver

A failure to enforce a provision of this Agreement is not a waiver of the right to enforce it later. A waiver is effective only if it is in writing.

10.5 Notices

We give notice to you by email to the address on your account, or by a notice inside the Service. You give notice to us by email to legal@flowboardhq.com, or in writing to the address in section 11. Notice is effective when sent, for email, and on receipt, for post. Keep your account email address current.

10.6 Entire agreement

This Agreement, together with the privacy policy, is the entire agreement between you and us on its subject, and replaces earlier discussions and representations on that subject. Any purchase order or vendor form you issue has no effect on it, and terms in such a document do not apply even if we acknowledge the document.

10.7 Relationship of the parties

The parties are independent contractors. This Agreement creates no partnership, joint venture, agency, or employment relationship, and neither party may bind the other.

10.8 Changes to this Agreement

We may update this Agreement from time to time. The current version is always posted on this page, and the last updated date appears at the top. We will notify you of material changes via email or in-app notification. Continued use of the Service after changes constitutes acceptance of the updated Agreement.

11. Contact

For questions about this Agreement, email legal@flowboardhq.com. For account, billing, and support questions, email support@flowboardhq.com.

If you believe material stored in Flowboard infringes your copyright, follow the notice procedure in section 4.5, which names our designated agent and lists what a notice must contain. For any other intellectual property right, report it to legal@flowboardhq.com with enough detail to identify the material and the right you are asserting.

The contracting party under this Agreement is:

Harbor Software LLC
1309 Coffeen Avenue, STE 1200
Sheridan, Wyoming 82801, USA