Terms of Service

Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you and Fapbric Technology Solutions ("Company," "we," "us," or "our"), governing your access to and use of the DueDrop service, including our website, applications, APIs, and all related services (collectively, the "Service").

By accessing or using DueDrop, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference. If you do not agree to these Terms, you may not access or use the Service.

These Terms apply to all visitors, users, and others who access or use the Service. If you are using the Service on behalf of a business or other legal entity, you represent that you have the authority to bind that entity to these Terms.

1. Definitions

The following terms have specific meanings when used in these Terms:

• "Service" means the DueDrop platform, including the web application, API, and all features and functionality provided by us.
• "User" or "you" means the individual or entity accessing or using the Service.
• "Content" means any data, text, information, or materials you provide to or generate through the Service, including invoice data, client information, email content, and templates.
• "AI-Generated Content" means email text, subject lines, and other written materials generated by artificial intelligence systems on your behalf through the Service.
• "OAuth Tokens" means the authentication credentials used to access your third-party accounts (such as Gmail, Outlook, Xero, QuickBooks, or FreshBooks) through the Service.
• "Connected Services" means third-party platforms you authorize DueDrop to access, including email providers and accounting software.
• "Reminder Rules" means the automated schedules and conditions you configure to trigger email reminders for invoices.
• "Voice Profile" means your custom communication style preferences and writing samples used to personalize AI-Generated Content.

2. Service Description

DueDrop is a cloud-based, AI-powered invoice reminder automation service hosted in the United States. The Service enables you to:

• Connect your accounting software (Xero, QuickBooks, FreshBooks) to automatically sync invoice data
• Connect your email account (Gmail, Outlook) to send payment reminders from your own email address
• Configure automated Reminder Rules that trigger emails based on invoice status, due dates, and custom schedules
• Use AI to generate personalized, context-aware payment reminder emails tailored to your communication style via Voice Profiles
• Preview and approve AI-generated emails before they are sent, or allow fully automated sending based on your rules
• Track email delivery, opens, and link clicks through built-in analytics
• View payment collection analytics and reporting dashboards

Emails sent through DueDrop are dispatched from your own email account (e.g., your Gmail or Outlook address), not from DueDrop's servers. DueDrop acts as an authorized agent sending on your behalf using the credentials you provide.

We reserve the right to modify, suspend, or discontinue the Service (or any part thereof) at any time with reasonable notice. We will make commercially reasonable efforts to notify you of material changes at least 30 days in advance via email or in-app notification.

3. Eligibility and User Accounts

Eligibility

• You must be at least 18 years old to use DueDrop
• You must have the legal authority to enter into these Terms on behalf of yourself or the entity you represent
• If connecting third-party accounts (email, accounting software), you must be authorized to grant DueDrop access to those accounts
• You must have a legitimate business relationship with the recipients of payment reminders sent through the Service

Account Creation and Security

• You must provide accurate, complete, and current information when creating an account
• You are responsible for maintaining the confidentiality and security of your account credentials
• One person or entity may not maintain multiple accounts without our prior written consent
• You are responsible for all activities that occur under your account, whether or not you authorized them
• You must notify us immediately at security@duedrop.app of any unauthorized use or security breach
• We are not liable for any loss or damage arising from unauthorized access to your account

4. Third-Party Integrations and Connected Services

DueDrop's core functionality depends on connecting to third-party services that you authorize. By connecting these services, you acknowledge and agree to the following:

Email Providers

DueDrop connects to your email account to send payment reminders from your own address and to read email threads for AI conversation context. We currently support the following email providers via OAuth:

Gmail (Google)

• DueDrop requests access via Google OAuth with the following scopes: gmail.modify (send, read, compose, and draft operations), contacts.readonly (for recipient auto-complete), userinfo.email, and userinfo.profile
• Gmail access is used to send payment reminder emails from your account and to read email threads for conversation context used in AI personalization
• OAuth tokens are encrypted at rest using AES-256-GCM encryption with keys stored separately from the database
• You may revoke DueDrop's access at any time through your Google Account security settings or through DueDrop's integrations page
• DueDrop's use of Google user data complies with the Google API Services User Data Policy, including the Limited Use requirements

Outlook (Microsoft)

• DueDrop requests access via Microsoft OAuth with the following Microsoft Graph API scopes: openid, offline_access, Mail.ReadWrite, and Mail.Send
• Access is used to send payment reminder emails from your Outlook/Microsoft 365 account and read conversation threads for AI context
• OAuth tokens are encrypted at rest using AES-256-GCM encryption, identical to our Gmail token handling
• You may revoke DueDrop's access at any time through your Microsoft account privacy settings or through DueDrop's integrations page

Additional Email Providers

DueDrop also supports or may add support for additional email providers including Zoho Mail, Yahoo Mail, and custom SMTP connections. These providers use OAuth or authenticated SMTP credentials with equivalent encryption and security protections. Any new provider integrations will request only the minimum scopes necessary for email sending and reading.

Accounting Software

DueDrop connects to your accounting software via OAuth to sync invoice and client data. We access only the data necessary to identify outstanding invoices and their recipients. Here are the specific connections:

Xero

• DueDrop requests OAuth scopes for: accounting.transactions, accounting.contacts, accounting.settings, accounting.attachments, and offline_access
• We read invoice data (numbers, amounts, due dates, status) and contact details (business names, contact names, emails)

QuickBooks (Intuit)

• DueDrop requests the com.intuit.quickbooks.accounting OAuth scope
• We read invoice data and customer contact information from your QuickBooks company

FreshBooks

• DueDrop requests OAuth scopes for: user profile reading, invoice reading and writing, and client reading and writing
• Invoice write access is used only for updating invoice status when payments are recorded

What We Do NOT Access

• DueDrop does not access your bank account details, payroll information, tax filings, employee records, profit and loss statements, or other financial data beyond invoice and contact records
• Data is synced periodically to keep invoice statuses current; you can trigger manual syncs at any time
• You may disconnect your accounting software at any time through DueDrop's integrations page, which revokes the OAuth connection

General Integration Terms

• You are responsible for maintaining valid credentials for your Connected Services
• We are not responsible for any third-party service outages, API changes, or data losses originating from Connected Services
• Third-party services are governed by their own terms of service and privacy policies, which you should review independently
• Integration issues caused by third-party changes may temporarily affect DueDrop's functionality

5. AI-Generated Content

DueDrop uses third-party artificial intelligence providers to generate personalized payment reminder emails on your behalf. By using AI features, you acknowledge and agree to the following:

AI Providers and Data Processing

• DueDrop uses AI services from OpenAI, Anthropic, and Google Gemini to generate email content
• To generate personalized emails, the following data is sent to AI providers: invoice number, amount due, due date, days overdue, invoice status, client business name, client contact name, your name, your business name, your email address, optionally your phone number, Voice Profile settings, custom instructions, and relevant previous email snippets for conversation context
• AI provider APIs are used under terms that prohibit the use of your data for model training. Your business data sent for email generation is processed in real-time and is not retained by AI providers for training purposes
• DueDrop does not train its own AI models on your data

Your Responsibilities

• You are the sender of record for all emails sent through DueDrop, including those with AI-Generated Content
• You are responsible for reviewing AI-Generated Content before it is sent, or accepting responsibility for content sent via fully automated rules
• We do not guarantee the accuracy, appropriateness, tone, or effectiveness of AI-Generated Content
• You should monitor automated communications to ensure they meet your professional standards and comply with applicable laws
• AI-Generated Content may occasionally contain errors, inappropriate phrasing, or inaccuracies; you bear sole responsibility for all communications sent from your account

6. Email Sending and Deliverability

How Emails Are Sent

• All payment reminder emails are sent from your connected email account (Gmail, Outlook, etc.), not from DueDrop's email servers
• Recipients see your email address as the sender; DueDrop is not visible to recipients
• Email deliverability depends on your email provider's infrastructure, reputation, and policies, which are outside DueDrop's control
• We do not guarantee that emails will be delivered, will not be filtered as spam, or will reach the intended recipient's inbox

Email Tracking

• DueDrop includes a tracking pixel (1x1 transparent image) in HTML emails to detect when an email is opened
• DueDrop wraps links in emails through a click tracking redirect to record when recipients click links, before redirecting them to the original destination
• These tracking technologies can be disabled in your account settings
• You are responsible for compliance with any laws requiring disclosure of email tracking to recipients

Sending Limits

Each subscription plan includes sending limits to ensure service quality and prevent abuse:

• Basic Plan: Up to 200 active invoices, 500 reminder emails per month
• Pro Plan: Up to 2,000 active invoices, 5,000 reminder emails per month

If you exceed your plan's sending limits, additional emails will be queued until the next billing cycle or until you upgrade your plan. Upon account termination, any queued or scheduled emails will be cancelled and will not be sent.

7. Acceptable Use

You agree to use DueDrop only for lawful purposes and in accordance with these Terms. You agree not to:

• Violate any applicable local, state, national, or international law or regulation, including but not limited to CAN-SPAM, GDPR, CASL, and other anti-spam or data protection laws
• Send emails to recipients who have not provided consent or with whom you do not have a legitimate business relationship
• Send spam, harassment, threats, or abusive communications through the Service
• Use the Service to send fraudulent invoices or payment demands for debts you are not owed
• Use the Service for debt collection activities beyond legitimate invoice reminders for your own accounts receivable
• Impersonate any person or entity, or misrepresent your identity or affiliation
• Interfere with, disrupt, or place an undue burden on the Service or its infrastructure
• Attempt to gain unauthorized access to any part of the Service, other users' accounts, or our systems
• Upload viruses, malware, or other malicious code
• Circumvent, disable, or otherwise interfere with sending limits, rate limits, or other usage restrictions
• Reverse-engineer, decompile, or attempt to extract source code from the Service or its AI systems
• Scrape, data-mine, or use automated means to access the Service other than through our provided APIs
• Use the Service to collect or store personal data about individuals without their knowledge or consent

We reserve the right to investigate and take appropriate action against anyone who, in our sole discretion, violates these provisions, including suspending or terminating the offending account without notice and reporting violations to law enforcement.

8. Payment and Billing

Subscription Plans

• DueDrop offers paid subscription plans with monthly and annual billing options
• All prices are in United States Dollars (USD)
• Paid plans are billed in advance on a recurring basis (monthly or annually, depending on your selection)
• We may offer free trial periods; trial terms will be presented at the time of registration
• Prices are subject to change with at least 30 days' notice; price changes will not affect your current billing period

Payment Processing

• All payments are processed securely through Stripe, our third-party payment processor
• DueDrop does not store your credit card numbers, bank account details, or other payment card data on our servers; this information is handled entirely by Stripe
• By providing payment information, you authorize us (via Stripe) to charge your payment method for all applicable fees
• If you upgrade your plan mid-cycle, the price difference will be prorated for the remainder of your current billing period
• Failed payments may result in service suspension after reasonable notice and retry attempts
• You are responsible for any applicable taxes on your subscription

Cancellation and Refunds

• You may cancel your subscription at any time through your account settings
• Cancellation takes effect at the end of your current billing period; you will retain access to paid features until then
• All fees are non-refundable except as required by applicable law
• No refunds are provided for partial billing periods or unused time

9. Intellectual Property

Our Rights

The Service and its original content (excluding Content provided by users), features, and functionality are and will remain the exclusive property of Fapbric Technology Solutions and its licensors. The Service is protected by copyright, trademark, and other intellectual property laws of the United States and foreign countries.

Your Content

• You retain all ownership rights to the Content you provide to DueDrop
• You grant us a limited, non-exclusive, worldwide, royalty-free license to use, process, store, and transmit your Content solely as necessary to provide and improve the Service
• This license terminates when you delete your Content or terminate your account, subject to our data retention policy
• You represent and warrant that you have all necessary rights to the Content you provide and that your Content does not infringe the rights of any third party

AI-Generated Content Ownership

AI-Generated Content created through the Service is provided for your use. You may use AI-Generated Content in the emails sent through the Service without additional license or fee. We make no claims of ownership over AI-Generated Content, but we also make no warranties regarding intellectual property rights in AI-Generated Content.

10. Data and Privacy

Your privacy is important to us. Our data practices are governed by our Privacy Policy, which is incorporated into these Terms by reference. By using the Service, you consent to our collection and use of data as described in the Privacy Policy.

• We collect and use data only as described in our Privacy Policy
• You are responsible for ensuring you have proper authorization and, where required, consent to share client data with DueDrop and to send emails to your clients
• We implement industry-standard security measures to protect your data, as detailed in our Privacy Policy
• You can request data export or deletion at any time by contacting us

11. Service Availability

• We strive for high availability but do not guarantee uninterrupted or error-free service
• Planned maintenance windows will be announced in advance when possible
• We are not liable for service interruptions caused by factors outside our reasonable control, including third-party service outages
• You acknowledge that the Service depends on third-party infrastructure (including Supabase, Stripe, Google, Microsoft, Xero, and QuickBooks) and that outages in those services may affect DueDrop's functionality

12. Disclaimer of Warranties and Limitation of Liability

Disclaimer of Warranties

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. WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT:

• The Service will be uninterrupted, timely, secure, or error-free
• Emails sent through the Service will be delivered to recipients' inboxes or not be filtered as spam
• AI-Generated Content will be accurate, appropriate, effective, or free from errors
• Third-party integrations will remain available or function without interruption
• The Service will result in payment collection or improvement of your accounts receivable

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

• OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT YOU PAID TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100)
• IN NO EVENT SHALL WE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO: LOSS OF PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITIES; DAMAGE TO BUSINESS REPUTATION; COSTS OF PROCUREMENT OF SUBSTITUTE SERVICES; OR DAMAGES ARISING FROM EMAIL DELIVERABILITY FAILURES, AI CONTENT QUALITY, THIRD-PARTY SERVICE OUTAGES, OR DELAYED OR MISSED PAYMENT REMINDERS
• THESE LIMITATIONS APPLY REGARDLESS OF THE LEGAL THEORY ON WHICH THE CLAIM IS BASED, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES

Some jurisdictions do not allow the exclusion or limitation of certain warranties or damages. In such jurisdictions, our liability will be limited to the greatest extent permitted by applicable law.

13. Indemnification

You agree to indemnify, defend, and hold harmless Fapbric Technology Solutions, its officers, directors, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your use of the Service; (b) your violation of these Terms; (c) your violation of any applicable law or the rights of any third party; (d) Content you provide through the Service; (e) emails sent through your account, including AI-Generated Content; or (f) your failure to comply with applicable email marketing, anti-spam, or data protection laws.

14. Termination

Termination by You

• You may terminate your account at any time through your account settings or by contacting us
• We recommend exporting any data you wish to retain before terminating your account
• Termination does not entitle you to any refund of prepaid fees

Termination by Us

• We may suspend or terminate your account for violations of these Terms, non-payment, or at our discretion with reasonable notice
• For serious violations (fraud, abuse, illegal activity), we may terminate immediately without prior notice
• We will provide at least 30 days' notice before terminating accounts for reasons other than Terms violations

Effect of Termination

• All queued and scheduled emails will be cancelled and will not be sent
• Your OAuth tokens for Connected Services will be revoked and deleted within 30 days
• Your account data will be deleted in accordance with the retention schedule in our Privacy Policy
• Sections 5 (AI-Generated Content — Your Responsibilities), 9 (Intellectual Property), 12 (Limitation of Liability), 13 (Indemnification), 15 (Dispute Resolution), and 16 (Governing Law) shall survive termination

15. Dispute Resolution and Arbitration

Informal Resolution

Before initiating any formal dispute resolution, you agree to first contact us at legal@duedrop.app and attempt to resolve the dispute informally for at least 30 days.

Binding Arbitration

If informal resolution fails, any dispute, claim, or controversy arising out of or relating to these Terms or the Service shall be resolved by binding individual arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules, except as modified herein. The arbitration shall be conducted by a single arbitrator in Fulton County, Georgia, or at another mutually agreed location, or via telephone/video conference.

Class Action Waiver

YOU AND FAPBRIC TECHNOLOGY SOLUTIONS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. Unless both parties agree, the arbitrator may not consolidate more than one person's claims and may not preside over any form of class or representative proceeding.

Jury Trial Waiver

YOU HEREBY WAIVE YOUR RIGHT TO A JURY TRIAL for any dispute arising under these Terms, whether resolved in arbitration or (if applicable) in court.

Exceptions

• Small Claims: Either party may bring an individual action in small claims court for disputes within that court's jurisdiction
• Injunctive Relief: Either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement of intellectual property rights
• Opt-Out: You may opt out of binding arbitration by sending written notice to legal@duedrop.app within 30 days of first agreeing to these Terms. If you opt out, disputes will be resolved in the courts specified in Section 16
• This arbitration provision applies only where permitted by applicable law. If any portion is found unenforceable, the remainder shall still apply

16. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Georgia, United States, without regard to its conflict of law provisions.

To the extent that arbitration does not apply or is not enforceable, you agree that any dispute arising from these Terms or the Service shall be resolved exclusively in the state or federal courts located in Fulton County, Georgia, and you consent to the personal jurisdiction of and venue in such courts.

17. Copyright and DMCA Notice

We respect the intellectual property rights of others. If you believe that material available on or through the Service infringes your copyright, you may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing our designated agent with the following information in writing:

• A physical or electronic signature of the copyright owner or authorized agent
• Identification of the copyrighted work claimed to have been infringed
• Identification of the material that is claimed to be infringing and its location on the Service
• Your contact information (address, telephone number, and email address)
• A statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law
• A statement, made under penalty of perjury, that the above information is accurate and that you are the copyright owner or authorized to act on the owner's behalf

DMCA notices should be sent to: legal@duedrop.app, Attn: Copyright Agent, Fapbric Technology Solutions, 285 West Wieuca Road Unit #5219, Atlanta, GA 30342.

18. Force Majeure

We shall not be liable for any failure or delay in performing our obligations under these Terms if such failure or delay results from circumstances beyond our reasonable control, including but not limited to: natural disasters, pandemics, war, terrorism, riots, government actions, power or internet outages, cyberattacks, failures of third-party service providers (including Google, Microsoft, Xero, Intuit/QuickBooks, FreshBooks, Stripe, Supabase, OpenAI, Anthropic, or Google Gemini), or any other force majeure event. During such events, our obligations under these Terms will be suspended for the duration of the event.

19. General Provisions

• Entire Agreement: These Terms, together with the Privacy Policy and any other legal notices or agreements published by us on the Service, constitute the entire agreement between you and us regarding the Service and supersede all prior agreements and understandings.
• Waiver: Our failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. A waiver of any term shall not be deemed a further or continuing waiver of such term or any other term.
• Severability: If any provision of these Terms is found to be invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.
• Assignment: You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations without restriction.
• Headings: Section headings are for convenience only and do not affect the interpretation of these Terms.
• Electronic Communications: By using the Service, you consent to receiving electronic communications from us (e.g., emails, in-app notifications) and agree that such communications satisfy any legal requirement that communications be in writing.
• No Third-Party Beneficiaries: These Terms do not create any third-party beneficiary rights in any individual or entity that is not a party to these Terms.

20. Changes to Terms

We reserve the right to modify these Terms at any time. We will notify users of material changes by email and by updating the "Last updated" date at the top of this page. For material changes, we will provide at least 30 days' notice before the new Terms take effect.

Your continued use of DueDrop after the updated Terms take effect constitutes your acceptance of the changes. If you do not agree to the updated Terms, you must stop using the Service and may terminate your account.

21. Contact Information

If you have questions about these Terms of Service, please contact us: