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DRAFT — version 0.1-draft. This document is pending legal review and is not in effect. Use it for review only.

Terms of Service

Service: fflo Effective date: To be set on publication Version: 0.1 — DRAFT, pending legal review Last updated: To be set on publication

These Terms of Service (the Terms) form a legal agreement between you (you, your) and BP Labs AU, a sole trader based in Melbourne, Australia (registration in process), trading in the Philippines as Blueprint Labs Business Consultancy Services (registration in process) (BP Labs, we, us, our). The Terms govern your access to and use of fflo and the related websites, applications, integrations, and content we provide as part of the fflo service (collectively, the Service).

By creating an account, signing in, clicking I agree (or any equivalent), or otherwise using the Service, you confirm that you have read, understood, and agreed to these Terms and to our Privacy Policy. If you do not agree, you must not use the Service.

If you are using the Service on behalf of a business, partnership, agency, or other legal entity, you represent that you have authority to bind that entity to these Terms, and references to you include both you personally and the entity.

1. The Service

fflo is a software-as-a-service offering that provides a set of business tools — which may include, among others, contact and lead management, scheduling and meeting tools, content drafting and lead-magnet generation, an AI-powered in-app assistant, weekly content cycles, public profile pages, conversations and inbox tooling, library and knowledge tools, analytics, and related features — together with the underlying account, billing, and support infrastructure.

We may add, change, remove, or replace features at any time. Where a change materially reduces the functionality of the Service in a way that adversely affects you, we will provide reasonable notice through the Service or by email.

We may also operate other products in the BP Labs ecosystem from time to time. Those products are governed by their own terms; these Terms apply to fflo only.

2. Eligibility and account

2.1 Eligibility

You may use the Service only if you can form a legally binding contract with us, and only in compliance with these Terms and applicable law. The Service is not intended for, and you must not use it if you are, under 18 years of age.

2.2 Account creation

You must create an account to use most parts of the Service. You agree to:

  • provide accurate, current, and complete information when you sign up;
  • keep your account information up to date;
  • keep your sign-in credentials and any access tokens confidential;
  • be solely responsible for all activity under your account, whether authorised by you or not;
  • notify us immediately at support@bp-labs.tech if you suspect any unauthorised use of your account.

2.3 Identity, credentials, and the financial-services context

The Service is designed for use by financial advisors, insurance professionals, agency leaders, and similar users. If you publish or rely on professional credentials (such as a license number, registration, or accreditation) through the Service, you represent that those credentials are accurate, current, and that you are authorised to use them for the activities you carry out through the Service.

We are not a regulator, broker, dealer, registered investment adviser, insurance carrier, accredited educator, or law firm. We do not provide financial, insurance, legal, accounting, tax, or compliance advice. The Service is a productivity tool. You are solely responsible for your professional conduct, your compliance with the laws and rules that apply to your profession (including continuing-professional-development, suitability, supervision, anti-money-laundering, and disclosure obligations), and the accuracy of any communications you send through the Service.

3. Subscriptions, billing, and changes

3.1 Plans and pricing

Some features of the Service require a paid subscription. Plan names, features, billing cycles, currencies, and prices are described on our pricing pages or in your account at the time of purchase. We may change pricing for new sign-ups at any time; pricing changes for existing subscriptions will be communicated in advance, and you may cancel before they take effect.

3.2 Payment

When you subscribe to a paid plan, we authorise our third-party payment processor to charge the payment method you select. You authorise recurring charges in the currency and on the billing cycle shown when you subscribe (typically monthly or annual). Where currency selection is offered, the price displayed in that currency is the price you will be charged.

3.3 Trials and promotional offers

If we make a trial or promotional offer available, you can use the Service under the conditions and for the period stated in the offer. At the end of the trial, if you do not cancel, you will be billed for the next billing cycle at the then-current rate. Promotional rates that are time-limited or seat-limited may be withdrawn or revised at any time before you accept them.

3.4 Founding-member or other locked rates

Where we offer a locked-in rate as part of a founding-member, early-adopter, or similar programme, you must maintain a continuous active subscription to keep that rate. If your subscription lapses, is cancelled, fails to pay, or is otherwise interrupted, the locked rate is forfeited and any subsequent re-subscription will be billed at the then-current standard rate. We will not retro-actively restore locked rates after they have been forfeited.

3.5 Taxes

Stated prices are exclusive of sales tax, value-added tax, goods-and-services tax, and similar transaction taxes unless we expressly state otherwise. Where we are required to collect such taxes, they will be added to your invoice and disclosed before you confirm payment. You are responsible for any taxes, withholdings, or duties attributable to your use of the Service, other than taxes on our income.

3.6 No refunds and no guarantees of revenue, growth, or results

All amounts paid are non-refundable. We do not offer refunds, partial refunds, pro-rata refunds, credits for unused time, or refunds for downgrades, even if you stop using the Service before the end of a billing cycle. Where a refund is required by mandatory law that cannot be excluded, we will issue only the minimum refund the law requires.

We make no representations, warranties, or guarantees about results, including but not limited to revenue, leads, conversions, audience growth, recruitment outcomes, deliverability, search-ranking, content performance, AI-output accuracy, time savings, or business outcomes. Examples, demonstrations, and testimonials are illustrative only and are not promises of similar results for you.

3.7 Failed payment, suspension, and cancellation by us

If a payment fails, we may retry the payment, restrict access to paid features, or suspend or cancel your subscription. If your subscription is more than 14 days overdue, we may close your account and delete your content as described in Section 9.

You can cancel your subscription at any time from your account settings. Cancellation takes effect at the end of the current paid period; you continue to have access to paid features until then. We will not issue a refund for the unused remainder of the current billing cycle (see Section 3.6).

4. Acceptable use

You agree not to use the Service to:

  • break the law, or to facilitate any illegal, fraudulent, deceptive, or misleading activity;
  • infringe any intellectual-property right, privacy right, publicity right, or contractual right of any person;
  • collect, store, or transmit personal information without a lawful basis;
  • send unsolicited, deceptive, or spammed bulk communications, or anything that violates anti-spam, anti-marketing, or telemarketing law;
  • distribute malware, exploit a vulnerability, scrape the Service in violation of these Terms, attempt to reverse-engineer the Service except where applicable law expressly permits, or interfere with the Service's normal operation;
  • attempt to gain unauthorised access to another user's account or to any system or network we operate;
  • harass, threaten, defame, impersonate, or knowingly publish false or misleading information about another person or organisation;
  • use the Service to provide a substantially similar service to a competing offering, or to train, fine-tune, or enrich a competing AI model;
  • circumvent or disable any security, rate-limit, paywall, or authentication mechanism;
  • exceed any usage limits we publish from time to time or that are reasonable for your subscription tier.

We may investigate suspected violations and may suspend or terminate accounts engaged in them. Repeated or material violations are grounds for immediate termination without refund.

5. Your content

5.1 Ownership

You retain all rights to the content you submit, upload, generate, or store through the Service (your Content). Subject only to the licenses you grant under these Terms, nothing in these Terms transfers ownership of your Content to BP Labs.

5.2 License to operate the Service

You grant BP Labs a worldwide, non-exclusive, royalty-free, sub-licensable (only to the limited extent necessary to operate the Service) license to host, copy, store, display, transmit, format, render, route, transcode, back up, and otherwise process your Content for the sole purpose of providing, securing, maintaining, supporting, improving, and protecting the Service for you. This license lasts only as long as your Content is on the Service plus a reasonable period afterwards for backups, audit, and dispute-resolution purposes.

5.3 No license to train AI on your content

We will not use your Content to train, fine-tune, evaluate, or enrich any generative-AI model unless you give us specific opt-in consent. We require AI service providers we use to operate the Service to apply the same restriction.

5.4 Your representations

You represent and warrant that:

  • you own or have all rights, licenses, consents, and permissions necessary to provide your Content to the Service and to permit the processing described in these Terms;
  • your Content does not violate any law, contract, intellectual-property right, privacy right, publicity right, or third-party right;
  • if your Content includes another person's personal information, you have lawfully collected that information and have the right to upload and process it through the Service.

5.5 Removal

We may, but are not obligated to, review, screen, restrict, or remove Content that we reasonably believe violates these Terms or the law, or that exposes BP Labs to legal or reputational risk. Where reasonable, we will notify you before doing so.

6. Public profile pages and outbound communications

If you operate a public profile page through the Service, post content to a connected public platform, or send messages to recipients you have selected, you are the publisher of that material. You are solely responsible for the contents of those pages and messages, including any advertising, marketing, regulatory, or licensing disclosures required by the laws and rules that apply to your profession and to your audience.

We may require you to include reasonable attribution, rate-limit messaging, decline to deliver content that violates Section 4, or pause sending where we reasonably suspect abuse or compromise. Where we operate any deliverability infrastructure (such as a reputation pool or sender domain), we may also pause your sending where it puts that infrastructure at risk.

7. AI-powered features

The Service includes AI-powered features, including the in-app assistant, content-drafting tools, voice and brand-pillar analysis, and similar tools. You acknowledge and agree that:

  • AI output is generated probabilistically and may be inaccurate, incomplete, biased, out-of-date, or unsuitable for your situation. You must independently review and verify any AI output before relying on it for advice, marketing, compliance, financial, or legal decisions;
  • you are solely responsible for any communications, claims, recommendations, or transactions made on the basis of AI output, including any regulatory, supervisory, suitability, or fiduciary obligations that may apply;
  • you must not paste regulated, classified, or highly sensitive information into AI features unless you have a legitimate basis to do so and accept the associated risks;
  • AI features have usage limits and may be modified, throttled, or withdrawn at any time;
  • ownership and licensing of AI output is governed by Section 5; we make no warranty that AI output is free of pre-existing third-party rights and you are responsible for clearing any rights you need.

8. Third-party services and integrations

The Service interoperates with third-party services that you connect or that we use to operate the Service. These may include identity providers, calendar providers, email providers, file-storage providers, social platforms, AI service providers, payment processors, infrastructure providers, analytics providers, and similar. We are not responsible for the availability, security, terms, privacy practices, or content of those services. Your use of any third-party service is governed by that service's terms and privacy policy.

If a third-party service ends, changes, or restricts the integration, we may suspend or remove the related fflo feature without liability.

9. Term, suspension, and termination

These Terms apply for as long as you have an account or use the Service.

You may terminate at any time by closing your account through the Service. We will retain and delete your data as described in our Privacy Policy.

We may suspend or terminate your account, with or without notice, if:

  • you breach these Terms or the Acceptable Use rules in Section 4;
  • you fail to pay any amount when due and the failure is not cured within a reasonable cure period;
  • we are required to do so by law, regulator, court order, or service-provider obligation;
  • continuing your access creates a security, legal, or reputational risk to BP Labs, the Service, or other users;
  • we cease operating the Service.

On termination by us for cause, we may immediately terminate your access without refund. On termination not caused by your breach, we will give you a reasonable opportunity to export your Content and will then delete it as described in our Privacy Policy.

The provisions of these Terms that by their nature should survive termination — including the licenses you have granted in respect of your Content (only so far as necessary to wind down processing), Section 4 (for past use), Section 5, Section 7, Section 10, Section 11, Section 12, Section 13, Section 14, and Section 15 — will survive.

10. Confidentiality and security

In the course of using the Service, you may receive information about BP Labs that is non-public, including technical, product, road-map, security, and pricing information (Confidential Information). You agree to use Confidential Information only to use the Service and not to disclose it to third parties except as required by law. We agree to apply at least the same standard of care to your information as we apply to our own.

We use technical and organisational measures designed to protect the Service. Despite these measures, no system is perfectly secure. You are responsible for keeping your sign-in credentials confidential and for the security of the devices and networks you use to access the Service.

11. Intellectual property

The Service, including its software, design, branding, documentation, and other materials we provide (excluding your Content), is the property of BP Labs and its licensors and is protected by copyright, trademark, and other intellectual-property laws. Subject to your continued compliance with these Terms, we grant you a limited, revocable, non-exclusive, non-sublicensable, non-transferable license to access and use the Service for its intended purpose. We reserve all rights not expressly granted.

You may not copy, modify, distribute, sell, lease, sub-license, or create derivative works of the Service or its components except where applicable law expressly permits and cannot be excluded by contract.

12. Warranty disclaimer

To the maximum extent permitted by law, the Service is provided "as is" and "as available", without warranty of any kind, express or implied, including any implied warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, completeness, availability, security, error-free operation, or that defects will be corrected. We do not warrant any specific business, revenue, growth, or other outcome.

Some jurisdictions, including Australia and the Philippines, prohibit the exclusion of certain warranties or consumer guarantees. Where such warranties or guarantees apply by mandatory law, our liability is limited as permitted by that law (for example, in Australia, where the Australian Consumer Law applies, our liability for a failure to comply with a non-excludable consumer guarantee is limited, at our option, to re-supplying the affected services or paying the cost of having the affected services re-supplied).

13. Limitation of liability

To the maximum extent permitted by law:

  • BP Labs will not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, business, opportunity, goodwill, anticipated savings, leads, customers, or data, whether arising in contract, tort (including negligence), warranty, statute, or otherwise, even if we have been advised of the possibility of such damages;
  • BP Labs's total aggregate liability arising out of or relating to these Terms or the Service in any 12-month period will not exceed the greater of (a) the amount you actually paid to us for the Service in that 12-month period, or (b) one hundred Australian dollars (A$100).

These limitations apply notwithstanding the failure of any limited remedy and form an essential basis of the bargain. Where mandatory law (including the Australian Consumer Law and the Philippine Consumer Act) limits or prohibits these exclusions, our liability is limited as Section 12 describes.

14. Indemnity

You agree to indemnify, defend, and hold harmless BP Labs and our representatives from and against any claims, damages, liabilities, losses, costs, and expenses (including reasonable legal fees) arising out of or relating to:

  • your Content;
  • your use of the Service in breach of these Terms or applicable law;
  • your professional conduct, including any advice, marketing, or communication you send through or on the basis of the Service;
  • your representations, warranties, or obligations under these Terms.

We will give you reasonable notice of any indemnified claim, allow you to control the defence with counsel of your choice (subject to our right to participate at our expense), and reasonably co-operate. You may not settle any claim that imposes a non-monetary obligation on BP Labs without our prior written consent.

15. Governing law, jurisdiction, and disputes

15.1 Governing law

If you reside in or operate principally from the Philippines, these Terms are governed by the laws of the Republic of the Philippines, without regard to conflict-of-laws principles, and the courts located in the City of Manila have non-exclusive jurisdiction over any dispute. For all other users, these Terms are governed by the laws of the State of Victoria, Australia, without regard to conflict-of-laws principles, and the courts located in Melbourne, Victoria have non-exclusive jurisdiction over any dispute.

15.2 Election by BP Labs

We may, at our option, bring proceedings in the courts of either Australia or the Philippines, regardless of your residence, to enforce these Terms, to recover unpaid amounts, or to obtain injunctive or equitable relief.

15.3 Informal resolution

Before filing a claim, you agree to attempt to resolve the dispute informally by contacting us at legal@bp-labs.tech with a description of the dispute and the relief you seek. We will attempt to resolve the dispute through good-faith negotiation for 30 days before either party may proceed to formal proceedings.

15.4 No class action

To the maximum extent permitted by law, you and BP Labs each agree that any dispute will be resolved on an individual basis and not as a plaintiff or class member in any class, collective, consolidated, or representative action.

16. Changes to these Terms

We may update these Terms from time to time. When we do, we will update the "Last updated" date at the top and, where the changes are material, give reasonable advance notice through the Service or by email. Your continued use of the Service after the effective date of the updated Terms means you accept the changes; if you do not accept them, you must stop using the Service and may close your account as described in Section 9.

We will keep prior versions of these Terms available on request.

17. General

17.1 Entire agreement

These Terms, together with our Privacy Policy and any plan-specific or feature-specific terms we present in the Service, are the entire agreement between you and BP Labs concerning the Service and supersede all prior or contemporaneous understandings. In the event of a conflict between these Terms and any other policy or notice we publish, these Terms control unless the other document expressly states otherwise.

17.2 No waiver

Our failure to enforce any provision of these Terms is not a waiver of that provision.

17.3 Severability

If any provision is held invalid or unenforceable, the remaining provisions continue in full force, and the invalid provision will be modified to the minimum extent necessary to make it valid and enforceable while preserving its intent.

17.4 Assignment

You may not assign or transfer these Terms or your rights and obligations under them without our prior written consent. We may assign these Terms in connection with a corporate transaction, financing, or reorganisation, on notice to you.

17.5 No agency

Nothing in these Terms creates an agency, partnership, joint venture, employment, franchise, or fiduciary relationship between you and BP Labs.

17.6 Force majeure

Neither party is liable for any failure to perform caused by events beyond its reasonable control, including natural disasters, war, terrorism, civil unrest, government action, labour disputes, internet or infrastructure outages, or pandemic.

17.7 Notices

We may give you notices through the Service, by email to the address associated with your account, or by posting on our marketing pages. You may give us notice at legal@bp-labs.tech.

17.8 Headings

Headings are for convenience only and do not affect interpretation.

18. Contact

This document is version 0.1 — a starting template prepared for legal review. It is not effective until reviewed by qualified counsel and published with an effective date.