Terms of Service

These Terms of Service ("Terms") form a binding agreement between RBR Solutions ("RBR," "we," "us," or "our") and the entity or individual accessing the RBR platform (the "Service"). By creating an account or using the Service, you agree to these Terms. If you are accepting on behalf of an organization, you represent that you have authority to bind it.

1. The Service

RBR provides a hosted operations platform for accounting and advisory firms, including dashboards, integrations with third-party financial systems, automation, and reporting features. We may modify, add, or remove features over time.

Geographic Scope. The Service is intended for customers located in the United States. We do not knowingly provide the Service to customers in the European Economic Area (EEA) or the United Kingdom. If you are located in the EEA or UK, you are not authorized to use the Service.

2. Accounts & Eligibility

• You must be at least 18 years old and able to enter into a contract.
• Provide accurate registration information and keep it current.
• You are responsible for activity under your credentials and for safeguarding them, including enabling multi-factor authentication where available.
• Notify us immediately of unauthorized access at security@rbr.apexblueprint.ai.

3. Customer Data

"Customer Data" means data, including financial and personal information, that you or your authorized users submit to the Service or that we ingest from systems you connect. As between the parties, you own Customer Data. You grant RBR a worldwide, non-exclusive license to host, process, and display Customer Data solely to provide and improve the Service, prevent or address service or technical problems, and comply with law.

You represent that you have all rights and consents necessary to provide Customer Data to the Service and that your use complies with applicable law, including financial-services and privacy regulations applicable in the United States (including, where applicable, the California Consumer Privacy Act, as amended by the California Privacy Rights Act, and analogous state privacy laws).

4. Acceptable Use

You agree not to:

• Use the Service for unlawful activity, including fraud, money laundering, or sanctions violations.
• Upload payment card numbers, full Social Security Numbers, or government-issued identifiers unless a feature is explicitly designed for them.
• Reverse engineer, scrape, or attempt to bypass security or rate limits.
• Resell or sublicense the Service without our written consent.
• Interfere with the Service or use it to transmit malware or spam.

5. Third-Party Services

The Service integrates with third-party systems (e.g., QuickBooks Online, Plaid, Google, BigTime, Double). Your use of those services is governed by their own terms. We are not responsible for their availability, accuracy, or actions, and disconnecting them may limit functionality.

6. Fees & Payment

Fees, if any, are described in your order form or subscription page. Unless otherwise stated, fees are payable in advance, non-refundable, and exclude taxes. Late amounts may accrue interest at the lesser of 1.5% per month or the maximum allowed by law.

7. Confidentiality

Each party will protect the other's confidential information using at least the same care it uses for its own (and no less than a reasonable standard) and use it only to perform under these Terms. Customer Data is your confidential information.

8. Security

We maintain administrative, technical, and physical safeguards designed to protect Customer Data, including encryption in transit and at rest, role-based access controls, audit logging, and vendor risk management. You are responsible for configuring user roles, sharing settings, and retention within the Service in line with your obligations.

9. No Professional Advice

The Service is a software tool. Outputs, including reports, AI-assisted summaries, and automation results, do not constitute legal, tax, accounting, audit, or financial advice. You are responsible for reviewing outputs and complying with professional and regulatory standards (including GAAP, IFRS, IRS, SEC, FINRA, and state board rules where applicable).

10. Service Availability

We strive to keep the Service available but do not guarantee uninterrupted operation. We may schedule maintenance and may suspend access where necessary for security, legal, or operational reasons.

11. Intellectual Property

RBR and its licensors retain all rights in the Service, including software, designs, and trademarks. Subject to these Terms, we grant you a limited, non-exclusive, non-transferable right to access and use the Service during the term. Feedback you provide may be used by us without restriction.

12. Term & Termination

These Terms apply while you use the Service. Either party may terminate for material breach not cured within 30 days of notice. We may suspend or terminate immediately for security, legal, or acceptable-use violations. Upon termination, your right to use the Service ends; we will make Customer Data available for export for 30 days, after which we may delete it, subject to legal retention requirements.

13. Disclaimers

The Service is provided "as is" and "as available" without warranties of any kind, express or implied, including merchantability, fitness for a particular purpose, non-infringement, accuracy, or availability. We do not warrant that the Service will be error-free or meet your requirements.

14. Limitation of Liability

To the maximum extent permitted by law, neither party will be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, data, or goodwill. Each party's aggregate liability arising out of or relating to these Terms will not exceed the fees you paid us for the Service in the 12 months preceding the event giving rise to the claim, or US$100 if no fees were paid.

15. Indemnification

You will defend and indemnify RBR against third-party claims arising from (a) Customer Data, (b) your violation of law or these Terms, or (c) your use of the Service in combination with systems or data not authorized by us, except to the extent caused by RBR's gross negligence or willful misconduct.

16. Governing Law & Disputes

These Terms are governed by the laws of the State of Tennessee, USA, without regard to conflict-of-laws principles. The parties consent to the exclusive jurisdiction of the state and federal courts located in Tennessee, except that either party may seek injunctive relief in any court of competent jurisdiction.

17. Changes

We may update these Terms from time to time. Material changes will be communicated via the Service or email; continued use after the effective date constitutes acceptance.

18. Miscellaneous

These Terms constitute the entire agreement regarding the Service and supersede prior agreements on the subject. If any provision is unenforceable, the remainder will remain in effect. Neither party may assign these Terms without the other's consent, except to a successor in interest. No waiver is implied from a failure to enforce any right.

19. Contact

Randolph Business Resources — legal@rbr.apexblueprint.ai