Terms of Service

By accessing, registering for, or using the Thula platform and any associated services, APIs, mobile applications, or tools (collectively, the "Service"), you ("User," "Client," or "you") agree to be legally bound by these Terms of Service ("Terms") and our Privacy Policy, which is incorporated herein by reference.

If you are accessing or using the Service on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind such entity to these Terms, and in that case, "you" refers to that entity. If you do not have such authority, or if you do not agree to all of these Terms, you must not access or use the Service.

Your continued use of the Service following any posted updates to these Terms constitutes your agreement to be bound by the revised Terms. We recommend you review these Terms periodically.

Thula Technologies, Inc. ("Thula," "we," "us," or "our") provides an AI-powered financial operations platform designed for growing businesses. The Service includes, but is not limited to:

• Real-time financial dashboard and KPI monitoring
• AI-driven cash flow forecasting and scenario modeling
• Automated financial reporting and profitability analysis
• Integration with third-party accounting, banking, and payment platforms
• AI CFO advisory features, including natural language financial queries
• Risk detection, anomaly alerting, and variance analysis
• Budget vs. actuals tracking and expense management tools
• Executive-grade presentation and report generation

The Service is a software-as-a-service (SaaS) platform provided on a subscription basis. Features and capabilities may evolve over time as we release updates, improvements, and new modules. Thula reserves the right to modify, suspend, or discontinue any aspect of the Service with reasonable notice.

Important Notice: All financial insights, AI-generated reports, forecasts, and recommendations provided by the Service are for informational and operational decision-support purposes only. They do not constitute financial, investment, accounting, legal, or tax advice. You should consult qualified professionals before making material financial or business decisions.

To use the Service, you must:

• Be at least 18 years of age
• Have the full legal authority and capacity to enter into these Terms individually or on behalf of your organization
• Not be prohibited from receiving the Service under applicable laws or regulations of the United States or any other jurisdiction
• Operate a legitimate business with lawful financial activities

Thula reserves the right to refuse access to the Service to any person or entity at its sole discretion, including where we have reason to believe these eligibility requirements are not met.

Access to Thula is by invitation only. Accounts are provisioned following completion of the onboarding consultation process. You may not create an account without an active invitation from Thula Technologies, Inc.

Upon account creation, you agree to:

• Provide accurate, current, and complete information during onboarding and keep it updated
• Maintain the confidentiality of your login credentials, including passwords and any multi-factor authentication codes
• Immediately notify Thula at support@trythula.com of any suspected unauthorized access to your account
• Accept full responsibility for all activity that occurs under your account, whether or not authorized by you
• Not share account credentials with individuals outside your organization or with unauthorized personnel

Thula will not be liable for any loss or damage arising from unauthorized account access resulting from your failure to comply with these security obligations. We reserve the right to suspend or terminate accounts that show signs of unauthorized activity or security compromise.

You may use the Service only for lawful business purposes consistent with these Terms. You agree that you will not, and will not permit any third party to:

• Reverse engineer, decompile, disassemble, or attempt to extract source code, trade secrets, or proprietary algorithms from the Service
• Reproduce, duplicate, copy, sell, resell, or exploit any portion of the Service without express written permission from Thula
• Use the Service to develop or operate a competing product or service
• Scrape, crawl, or use automated tools to extract data from the Service in an unauthorized manner
• Upload, transmit, or distribute viruses, malware, ransomware, or any other harmful or disruptive code
• Attempt to gain unauthorized access to any portion of the Service or its underlying infrastructure
• Use the Service to process or store data in violation of applicable laws, including financial regulations, data protection laws, or export controls
• Engage in fraudulent activity, misrepresent your identity, or provide false or misleading financial data
• Circumvent or disable any security features, access controls, or usage limitations
• Use the Service to facilitate money laundering, tax evasion, or any other illegal financial activity
• Interfere with or disrupt the integrity or performance of the Service or related systems

Violation of this Acceptable Use Policy may result in immediate suspension or termination of your account, at Thula's sole discretion, with or without prior notice.

The core functionality of Thula requires access to your business's financial data. By connecting third-party integrations (such as QuickBooks, Xero, Stripe, bank feeds, payroll systems, or other platforms), you explicitly authorize Thula to:

• Access, retrieve, and process your financial data from connected sources
• Store and analyze this data to generate insights, forecasts, and reports
• Refresh data connections automatically to maintain real-time or near-real-time accuracy

You represent and warrant that:

• You have the legal right to share all financial data provided to or accessed by Thula
• The financial data you connect is accurate and belongs to a legitimate business you operate or represent
• You have obtained any necessary consents from third parties whose data may be included

Thula does not store raw banking login credentials. Third-party integrations are established through official OAuth or API key mechanisms provided by those platforms. You are responsible for managing and revoking integration permissions through the respective third-party platforms as needed.

Thula is not responsible for the accuracy of data sourced from third-party integrations, service interruptions from those third parties, or any changes in third-party APIs that may temporarily affect data availability.

Thula's pricing is customized based on your business profile, scope of implementation, and service requirements, as determined during the onboarding and consultation process. All commercial terms are formalized in a separate Service Order or Subscription Agreement executed between you and Thula Technologies, Inc.

Unless otherwise agreed in your Service Order:

• Subscription fees are billed in advance on a monthly or annual basis
• All fees are quoted and payable in U.S. dollars
• Payments are due within 30 days of invoice date unless stated otherwise
• Overdue balances may accrue interest at the rate of 1.5% per month or the maximum permitted by law, whichever is less
• Failure to pay within 60 days of the due date may result in suspension of Service access

Refund Policy: All fees are non-refundable except as expressly required by applicable law or as specifically stated in your Service Order. If you cancel your subscription, you will retain access through the end of the current billing period.

Taxes: All fees are exclusive of applicable taxes. You are responsible for all taxes, duties, and government charges arising from the purchase of the Service, excluding taxes based on Thula's net income.

Thula reserves the right to modify its pricing with at least 30 days' written notice prior to your next renewal period.

Thula's Intellectual Property: All intellectual property in and related to the Service — including the platform software, AI models, algorithms, databases, user interfaces, designs, documentation, trademarks, and trade secrets — is and shall remain the exclusive property of Thula Technologies, Inc. and its licensors. These Terms do not convey to you any ownership interest in the Service.

Your Data: You retain full ownership of your business's financial data and any content you provide to the Service. You grant Thula a non-exclusive, worldwide, royalty-free license to access, process, store, and use your data solely to provide the Service, maintain and improve platform performance, and fulfill our obligations under these Terms.

Feedback: If you provide Thula with any suggestions, ideas, or feedback regarding the Service ("Feedback"), you grant Thula an irrevocable, perpetual, royalty-free license to use and incorporate such Feedback into the Service without any obligation to you.

Aggregated Data: Thula may use de-identified, aggregated data derived from usage of the Service to improve our AI models, generate industry benchmarks, and enhance platform capabilities. Such aggregated data will not identify you or your business individually.

You may not remove, alter, or obscure any proprietary rights notices (including copyright and trademark notices) on any portion of the Service.

Each party ("Disclosing Party") may disclose to the other party ("Receiving Party") certain confidential or proprietary information in connection with the Service ("Confidential Information"). Confidential Information includes, but is not limited to, financial data, business strategies, technical specifications, pricing, product roadmaps, and any information marked as confidential or that a reasonable party would understand to be confidential given the context of disclosure.

The Receiving Party agrees to:

• Hold the Disclosing Party's Confidential Information in strict confidence
• Not disclose Confidential Information to any third party without prior written consent
• Use Confidential Information solely to fulfill obligations under these Terms
• Limit access to Confidential Information to employees or contractors with a need to know who are bound by confidentiality obligations at least as protective as these Terms

These obligations do not apply to information that: (a) becomes publicly available through no breach by the Receiving Party; (b) was already known to the Receiving Party before disclosure; (c) is independently developed without reference to the Confidential Information; or (d) is required to be disclosed by law or court order, provided the Receiving Party gives prompt notice to the Disclosing Party to the extent legally permissible.

Confidentiality obligations under this section survive termination of these Terms for a period of five (5) years.

Thula's collection, use, and handling of personal data is governed by our Privacy Policy, which is incorporated into these Terms by reference. By using the Service, you acknowledge that you have read and understood our Privacy Policy.

If you are subject to data protection laws such as the General Data Protection Regulation (GDPR) or the California Consumer Privacy Act (CCPA), or if you process personal data of individuals in those jurisdictions through the Service, Thula will enter into a Data Processing Agreement (DPA) upon request. Please contact privacy@trythula.com to request a DPA.

You are responsible for ensuring that your use of the Service complies with all applicable data protection laws, including obtaining any necessary consents from your employees, customers, or other individuals whose data you process through the platform.

Thula will use commercially reasonable efforts to make the Service available with a target uptime of 99.5% per calendar month, excluding scheduled maintenance windows and circumstances beyond our reasonable control.

Planned maintenance will be communicated with at least 48 hours' advance notice where reasonably practicable. Emergency maintenance may be performed without prior notice.

Technical support is provided in accordance with the support tier specified in your Service Order. Standard support includes:

• Email support during business hours (Monday–Friday, 9am–6pm Pacific Time)
• Access to documentation and knowledge base resources
• Bug reporting and resolution timelines based on severity classification

Thula does not guarantee specific response times for support requests unless expressly agreed in a Service Level Agreement (SLA) addendum. Service credits for downtime are available only where expressly provided in a signed SLA.

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

THULA DOES NOT WARRANT THAT: (A) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (B) THE RESULTS OBTAINED FROM USE OF THE SERVICE WILL BE ACCURATE, COMPLETE, OR RELIABLE; (C) ANY ERRORS OR DEFECTS IN THE SERVICE WILL BE CORRECTED; OR (D) THE SERVICE OR ITS SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

FINANCIAL FORECASTS, INSIGHTS, AND AI-GENERATED OUTPUTS ARE BASED ON DATA PROVIDED BY YOU AND GENERAL STATISTICAL MODELS. THEY ARE NOT GUARANTEES OF FUTURE FINANCIAL PERFORMANCE. THULA MAKES NO REPRESENTATIONS REGARDING THE ACCURACY OR RELIABILITY OF ANY FINANCIAL PROJECTIONS.

Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusions may not apply to you in full.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THULA TECHNOLOGIES, INC., ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY:

• INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES
• LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OR ANTICIPATED SAVINGS
• LOSS OR CORRUPTION OF DATA OR FINANCIAL RECORDS
• BUSINESS INTERRUPTION OR OPERATIONAL LOSSES
• COST OF SUBSTITUTE SERVICES OR PROCUREMENT OF REPLACEMENT GOODS

ARISING OUT OF OR IN CONNECTION WITH: YOUR USE OF OR INABILITY TO USE THE SERVICE; ANY AI-GENERATED FINANCIAL INSIGHTS OR RECOMMENDATIONS; UNAUTHORIZED ACCESS TO YOUR ACCOUNT OR DATA; THIRD-PARTY INTEGRATION FAILURES; OR ANY OTHER MATTER RELATING TO THE SERVICE — EVEN IF THULA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL THULA'S TOTAL CUMULATIVE LIABILITY TO YOU FOR ALL CLAIMS ARISING UNDER OR RELATED TO THESE TERMS EXCEED THE GREATER OF: (A) THE TOTAL FEES PAID BY YOU TO THULA IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CLAIM; OR (B) ONE HUNDRED DOLLARS ($100).

Some jurisdictions do not allow certain limitations of liability; in those jurisdictions, Thula's liability shall be limited to the fullest extent permitted by applicable law.

You agree to indemnify, defend, and hold harmless Thula Technologies, Inc. and its officers, directors, employees, agents, successors, and assigns from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• Your use of or access to the Service in violation of these Terms
• Your violation of any applicable law, regulation, or third-party right
• Financial data or content you submit to or process through the Service
• Your misrepresentation of your authority or eligibility to use the Service
• Any breach of your confidentiality or data protection obligations

Thula reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you. You agree to cooperate with Thula's defense of any such claims.

Termination by You: You may terminate your subscription by providing written notice to Thula at least 30 days prior to your next billing cycle renewal date, unless your Service Order specifies a different notice period.

Termination by Thula: Thula may terminate your access to the Service:

• For cause immediately upon written notice if you materially breach these Terms and fail to cure such breach within 10 business days of notice
• For non-payment after providing 15 days' written notice of overdue amounts
• Immediately if you engage in illegal activity, violate the Acceptable Use Policy, or pose a security risk to the platform
• Upon 30 days' notice if Thula discontinues the Service

Effect of Termination: Upon termination: (a) your right to access and use the Service ceases immediately; (b) you remain liable for all fees accrued prior to termination; (c) Thula will retain your data for 30 days post-termination and then delete it in accordance with our data retention policy unless legally required to retain it longer; (d) you may request an export of your data prior to the deletion window closing.

Provisions of these Terms that by their nature should survive termination — including intellectual property, confidentiality, indemnification, limitation of liability, and governing law — shall survive.

In the event of a dispute, claim, or controversy arising out of or relating to these Terms or the Service ("Dispute"), both parties agree to first attempt to resolve the Dispute informally by contacting the other party in writing. The parties will make good faith efforts to negotiate a resolution for at least 30 days before initiating formal proceedings.

If informal resolution fails, any unresolved Dispute shall be submitted to binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall be conducted in Alameda County, California, or via remote hearing as mutually agreed. The arbitrator's decision shall be final and binding, and judgment may be entered in any court of competent jurisdiction.

Class Action Waiver: You agree that any arbitration or legal proceeding shall be conducted solely on an individual basis. You waive any right to bring or participate in a class action, collective action, or representative proceeding against Thula.

Exceptions: Either party may seek emergency injunctive or equitable relief in a court of competent jurisdiction to prevent imminent harm to intellectual property rights or confidential information.

These Terms shall be governed by and construed in accordance with the laws of the State of California, without giving effect to its conflict of law principles. For any matters not subject to arbitration, both parties submit to the exclusive jurisdiction of the state and federal courts located in Alameda County, California.

If you are accessing the Service from outside the United States, you are responsible for compliance with all local laws applicable to your use of the Service. The Service is not intended for use in jurisdictions where its use is prohibited by law.

Thula shall not be liable for any failure or delay in performance of its obligations under these Terms to the extent such failure or delay is caused by circumstances beyond Thula's reasonable control, including but not limited to: acts of God, natural disasters, fire, flood, earthquake, pandemic, war, terrorism, civil unrest, governmental actions, internet or telecommunications failures, cyberattacks, or failures of third-party service providers.

In such events, Thula will notify you as soon as reasonably practicable and will use commercially reasonable efforts to resume performance. Prolonged force majeure events exceeding 60 days may allow either party to terminate the affected services without penalty.

Service Changes: Thula reserves the right to modify, update, enhance, or discontinue any features, functionality, or aspect of the Service at any time. We will provide reasonable advance notice of material changes that significantly affect your use of the Service.

Terms Changes: We may update these Terms from time to time. When we make material changes, we will notify you by:

• Emailing the registered account administrator at least 15 days before the changes take effect
• Displaying a prominent notice within the platform upon your next login
• Updating the "Effective Date" at the top of this document

Your continued use of the Service after the effective date of revised Terms constitutes your acceptance. If you do not agree to the updated Terms, you must stop using the Service and notify us to cancel your account.

Entire Agreement: These Terms, together with our Privacy Policy and any executed Service Orders or Subscription Agreements, constitute the entire agreement between you and Thula regarding the Service and supersede all prior agreements or understandings.

Severability: If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall remain in full force and effect.

Waiver: Thula's failure to enforce any right or provision of these Terms shall not be deemed a waiver of such right or provision. A waiver of any particular breach does not constitute a waiver of any future breach.

Assignment: You may not assign or transfer your rights or obligations under these Terms without Thula's prior written consent. Thula may freely assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of its assets.

No Partnership: Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and Thula. Neither party has authority to bind the other in any respect.

Notices: Legal notices to Thula must be sent in writing to the address below. Thula may send notices to you via email to your registered account address or via in-platform notifications.

Headings: Section headings in these Terms are for convenience only and do not affect interpretation.

For general support inquiries: support@trythula.com

For legal notices, disputes, or contract matters:

Thula Technologies, Inc.
Attn: Legal Department
42074 Miranda Street
Fremont, CA 94539
legal@trythula.com