1. Relationship to Other Agreements

Some Customers access the Services under a separate written order form, master services agreement, pilot agreement, platform agreement, or other written agreement with Asset (each, a “Separate Agreement”). If you or the organization on whose behalf you access the Services has entered into a Separate Agreement with Asset, that Separate Agreement will govern the Services covered by it and will control to the extent of any conflict with these Terms.

Some users may access the Services through a software platform, bank, fintech company, or other Asset customer or partner (a “Platform Partner”). In those cases, the Platform Partner may be responsible for certain customer-facing activities, including qualification, sales, billing, provisioning, and relationship management. These Terms do not modify any separate agreement between Asset and the applicable Platform Partner.

2. The Services

Asset provides accounting software, APIs, integrations, automation tools, bookkeeping workflows, financial reporting tools, and related services for businesses and for platforms that serve businesses. The specific Services available to you may depend on your subscription, implementation status, data connections, Platform Partner arrangement, and any applicable Separate Agreement.

Asset may modify, suspend, or discontinue all or part of the Services from time to time, subject to any express commitments in an applicable Separate Agreement.

3. Account Registration and Access

You must provide accurate, current, and complete information when creating an account, connecting an integration, or using the Services. You are responsible for maintaining the confidentiality of your login credentials and for all activity under your account.

If you connect a third-party account or service, you represent that you have authority to authorize Asset to access and use the applicable data as necessary to provide the Services.

You must promptly notify Asset at support@getasset.com if you become aware of unauthorized access to or use of your account.

4. License and Use Rights

Subject to your compliance with these Terms, Asset grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services solely for your internal business purposes and solely in accordance with these Terms, any applicable Separate Agreement, and any documentation or instructions provided by Asset.

Except for the limited rights expressly granted in these Terms, Asset and its licensors reserve all rights, title, and interest in and to the Services, including all software, APIs, workflows, interfaces, documentation, technology, templates, know-how, improvements, enhancements, modifications, and other intellectual property.

5. Customer Data

“Customer Data” means data, content, documents, information, accounting records, financial data, business records, or other materials submitted to, uploaded to, transmitted to, made available to, or processed by the Services by or on behalf of you, your users, or a Platform Partner.

As between you and Asset, you retain your rights in Customer Data. You grant Asset a limited license to access, use, process, transmit, store, display, reproduce, and otherwise handle Customer Data as reasonably necessary to provide, operate, maintain, secure, support, analyze, and improve the Services; connect to authorized third-party services; prevent fraud, misuse, and security incidents; comply with applicable law; and exercise Asset’s rights and perform Asset’s obligations under these Terms or any applicable Separate Agreement.

You are responsible for the accuracy, completeness, quality, legality, and timeliness of Customer Data and for obtaining all rights, permissions, consents, and authorizations necessary for Asset to process Customer Data as described in these Terms and our Privacy Policy.

6. Third-Party Services and Integrations

The Services may allow you to connect third-party products and services, including QuickBooks, banks, payment processors, payroll providers, commerce platforms, and other data sources (“Third-Party Services”). Third-Party Services are provided by third parties and are not controlled by Asset.

When you connect a Third-Party Service, you authorize Asset to access, retrieve, process, and, where applicable, transmit data to and from that Third-Party Service as necessary to provide the Services. Asset is not responsible for Third-Party Services, including their availability, accuracy, performance, security, or changes. Your use of Third-Party Services is governed by the terms and privacy policies of the applicable third-party providers.
Intuit and QuickBooks are registered trademarks of Intuit Inc. Used with permission.

7. Privacy and Security

Asset’s processing of personal information is described in our Privacy Policy, available at https://getasset.com/privacy-policy.

By using the Services, you acknowledge Asset’s Privacy Policy.Asset uses reasonable administrative, technical, and physical safeguards designed to protect Customer Data. No method of transmission or storage is completely secure, and Asset does not guarantee absolute security.The Services are not designed to collect, store, or process payment card information. You must not submit payment card information to the Services unless Asset has expressly agreed in writing that the Services may process such information.

8. Aggregated and De-Identified Data

Asset may use information derived from the Services for lawful business purposes, including analytics, benchmarking, product improvement, research, and service development.

9. Acceptable Use

You must not, and must not permit any third party to:
1. Use the Services for any unlawful, fraudulent, misleading, harmful, or unauthorized purpose
2. Access or use the Services in violation of applicable law, these Terms, a Separate Agreement, or third-party rights
3. Reverse engineer, decompile, disassemble, or otherwise attempt to discover or derive source code, object code, underlying structure, ideas, know-how, algorithms, or other non-public components of the Services
4. Copy, modify, translate, adapt, or create derivative works of the Services
5. Market, sublicense, sell, resell, distribute, host, rent, lease, loan, or otherwise commercially exploit the Services except as expressly authorized by Asset
6. Use the Services to develop, train, or improve a competing product or service
7. Interfere with or disrupt the integrity, security, availability, or performance of the Services
8. Bypass or attempt to bypass access controls, rate limits, authentication, or security measures
9. Harvest, scrape, or use bots, crawlers, data mining tools, or other automated methods to access the Services except as expressly authorized by Asset
10. Upload or transmit malicious code, viruses, worms, or other harmful materials; or
11. Submit Customer Data that you do not have the right to submit or authorize Asset to process

10. Accounting and Bookkeeping Disclaimer

Asset is not a public accounting firm and does not provide tax, legal, investment, audit, attestation, assurance, or other regulated professional advice. The Services are provided for bookkeeping, accounting workflow, and financial reporting support purposes only and are not a substitute for advice from qualified accountants, tax preparers, attorneys, investment advisors, or other professional advisors.
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Unless otherwise expressly agreed in a Separate Agreement, outputs generated through the Services are based on data, documents, assumptions, confirmations, and other information made available to Asset by you, your users, a Platform Partner, or third-party data sources. The accuracy and completeness of any financial information, categorization, report, statement, or other output depends on the accuracy, completeness, and timeliness of those inputs.
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You are responsible for reviewing and approving outputs generated through the Services, making business, accounting, tax, and compliance decisions, and satisfying all tax, regulatory, filing, payment, and other compliance obligations. Asset does not represent or warrant that the Services or any outputs will achieve any particular accounting, tax, financial, regulatory, or business outcome, or that any outputs will be accepted by any taxing authority, regulator, lender, investor, or other third party.

11. Fees and Payment

Fees, billing, payment terms, taxes, and renewal terms are set forth in the applicable Separate Agreement, subscription checkout flow, invoice, or Platform Partner arrangement. If you purchase Services directly from Asset, you agree to pay all applicable fees when due.

12. Feedback

If you provide comments, suggestions, ideas, requests, recommendations, or other feedback about the Services (“Feedback”), you grant Asset a perpetual, irrevocable, worldwide, royalty-free, fully paid, transferable, sublicensable license to use, reproduce, modify, distribute, display, perform, and otherwise exploit the Feedback for any lawful purpose without restriction or compensation to you. Asset may incorporate Feedback into the Services, and any improvements, enhancements, or modifications to the Services based on Feedback will be owned by Asset.

13. Confidentiality

If you and Asset have entered into a Separate Agreement containing confidentiality obligations, those obligations will govern confidential information exchanged under that Separate Agreement.

If no Separate Agreement applies, each party agrees to protect the other party’s non-public information that is designated as confidential or that should reasonably be understood to be confidential given the nature of the information and the circumstances of disclosure. Each party will use the other party’s confidential information only as necessary to perform under these Terms and will protect it using reasonable care. Confidential information does not include information that is public through no fault of the receiving party, already known without confidentiality obligations, independently developed without use of the disclosing party’s confidential information, or lawfully obtained from a third party without confidentiality obligations.

14. Disclaimers

Except as expressly stated in these Terms or an applicable Separate Agreement, the Services, documentation, software, APIs, integrations, outputs, and related materials are provided “as is” and “as available.”

To the maximum extent permitted by law, Asset disclaims all warranties, express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, availability, and error-free or uninterrupted operation.

Asset does not warrant that the Services will be uninterrupted, secure, error-free, accurate, complete, or compatible with all systems or third-party services, or that defects will be corrected.

15. Indemnification

You will indemnify, defend, and hold harmless Asset and its affiliates, officers, directors, employees, agents, successors, and assigns from and against any third-party claims, damages, losses, liabilities, costs, and expenses, including reasonable attorneys’ fees, arising out of or relating to your breach of these Terms, Customer Data, your use of the Services, your use of or reliance on outputs from the Services, your Third-Party Services, or any tax, legal, regulatory, or compliance obligations for which you are responsible.

16. Limitation of Liability

To the maximum extent permitted by law, Asset and its affiliates, officers, directors, employees, agents, successors, and assigns will not be liable for any indirect, incidental, special, consequential, exemplary, punitive, or similar damages, or for lost profits, lost revenue, lost business, loss of goodwill, business interruption, loss of data, or other intangible losses, even if advised of the possibility of such damages.

To the maximum extent permitted by law, Asset’s total cumulative liability arising out of or relating to these Terms or the Services will be limited to the amount paid, if any, by you to Asset for the Services giving rise to the claim. If you use the Services under a Separate Agreement that specifies a different liability cap or limitation, the liability cap or limitation in the Separate Agreement will control for the Services provided under that Separate Agreement.

17. Suspension and Termination

Asset may suspend or terminate your access to the Services if you breach these Terms, fail to pay fees when due, create security/legal/regulatory/operational risk, or if Asset is required to do so by law or a third-party provider. Upon termination, your right to access and use the Services will cease.

Sections that by their nature should survive termination will survive, including ownership, Customer Data provisions, confidentiality, disclaimers, indemnification, limitations of liability, and general provisions.

18. Changes to These Terms

Asset may update these Terms from time to time. If we make material changes, we will use reasonable efforts to notify you, which may include posting the updated Terms on our website, updating the “Last updated” date, or providing notice through the Services or by email. Your continued use of the Services after the updated Terms become effective constitutes acceptance of the updated Terms.

19. Governing Law and Venue

These Terms are governed by the laws of the State of Delaware, without regard to conflict of law principles. Subject to any contrary dispute resolution provision in an applicable Separate Agreement, the state and federal courts located in Wilmington, Delaware will have exclusive jurisdiction over any dispute arising out of or relating to these Terms or the Services, and each party consents to the personal jurisdiction and venue of those courts.

20. General

You may not assign or transfer these Terms without Asset’s prior written consent. Asset may assign these Terms in connection with a merger, acquisition, corporate reorganization, financing, or sale of all or substantially all of its assets or business. These Terms do not create any partnership, joint venture, employment, franchise, or agency relationship between you and Asset. Asset’s failure to enforce any provision of these Terms is not a waiver. If any provision of these Terms is held invalid or unenforceable, the remaining provisions will remain in effect. These Terms, together with any applicable Separate Agreement and policies incorporated by reference, constitute the entire agreement between you and Asset regarding the Services.

21. Contact

If you have questions about these Terms, please contact Asset at:

Clevo Technologies Inc. (d/b/a Asset)
27942 Alta Vista Ave
Valencia, CA 91355
United States
Email: support@getasset.com