This End User License Agreement ("EULA") is a binding agreement between you and Proof and Pixel LLC, doing business as Proof & Pixel ("Proof & Pixel," "we," "us," or "our"). It governs your access to and use of the Proof & Pixel client portal, dashboards, reporting tools, integrations, software, websites, and related services made available through proofandpixel.com, related Proof & Pixel domains, or other approved access points (collectively, the "Platform").
By selecting "I Agree," creating or using an account, connecting a third-party account, or otherwise accessing the Platform, you agree to this EULA. If you use the Platform on behalf of an organization, you represent that you have authority to bind it.
1. Relationship to Other Agreements
This EULA governs access to and use of the Platform. If you or your organization have a separate signed service agreement, statement of work, engagement letter, data processing agreement, or other written agreement with Proof & Pixel, that agreement controls to the extent it conflicts with this EULA.
The Platform is an access and reporting tool. It does not replace your responsibility to review your business records, maintain appropriate internal controls, and obtain professional legal, tax, accounting, financial, or other advice when needed.
2. Limited License
Subject to your compliance with this EULA and any applicable service agreement, Proof & Pixel grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform solely for your internal business purposes and only while Proof & Pixel authorizes your access. No ownership interest in the Platform or its intellectual property is transferred to you.
3. Account Access and Security
You must provide accurate account information, protect your login credentials, use only authorized accounts, and promptly notify us at info@proofandpixel.com if you suspect unauthorized access or misuse.
You are responsible for activity occurring through your account unless caused by Proof & Pixel's failure to use commercially reasonable safeguards. Proof & Pixel may suspend, restrict, or terminate access when reasonably necessary to protect the Platform, Client Data, third-party systems, or other users.
4. Authorized Use Restrictions
You may not, and may not permit any person to:
- Copy, modify, reverse engineer, decompile, disassemble, or attempt to derive source code from the Platform;
- Circumvent authentication, authorization, security controls, tenant restrictions, or access controls;
- Access another client's information, reports, documents, or account data without authorization;
- Use the Platform to violate applicable law, infringe rights, transmit malicious code, or interfere with the Platform;
- Scrape, crawl, harvest, export, or systematically extract Platform data except through features expressly provided by Proof & Pixel; or
- Resell, sublicense, lease, distribute, or make the Platform available to third parties except as expressly authorized in writing.
5. Client Data
"Client Data" means data, documents, reports, financial information, account information, credentials, files, and other content you or your authorized users provide to Proof & Pixel or make available through the Platform.
You retain ownership of your Client Data. You grant Proof & Pixel a limited right to host, process, transmit, display, secure, analyze, and otherwise use Client Data only as necessary to provide and support the Platform and contracted services; generate requested reports, dashboards, automations, or other outputs; maintain security, prevent fraud, troubleshoot, and improve the Platform; comply with applicable law; and enforce this EULA and applicable agreements.
You represent that you have all rights, permissions, and authority necessary to provide Client Data and authorize this processing.
6. QuickBooks and Third-Party Integrations
The Platform may allow you to connect third-party services, including QuickBooks Online and other accounting, marketing, analytics, cloud-storage, or business platforms ("Third-Party Services"). When you authorize an integration, you authorize Proof & Pixel to access only the information and permissions you approve through that service.
You remain responsible for maintaining a valid account and appropriate permissions with each Third-Party Service, and your use remains subject to that provider's terms and privacy policy. You may revoke access through the applicable Third-Party Service or by contacting Proof & Pixel, subject to reasonable processing time.
Proof & Pixel is not responsible for changes, outages, errors, discontinued features, inaccurate data, or actions of Third-Party Services. You are responsible for reviewing outputs before relying on them for operational, financial, tax, accounting, regulatory, or business decisions.
7. No Professional Advice
Unless expressly stated in a separate written agreement signed by Proof & Pixel, the Platform and its outputs are provided for informational, operational, and client-service purposes only. The Platform does not provide legal, tax, investment, insurance, medical, or other regulated professional advice. Dashboards, reconciliations, forecasts, categorization, reports, AI-generated content, and automation outputs may contain errors, omissions, delays, or assumptions and must be independently reviewed before use.
8. Privacy and Security
Proof & Pixel's collection and use of personal information is described in our Privacy Policy.
Proof & Pixel uses commercially reasonable administrative, technical, and organizational safeguards designed to protect Client Data. However, no internet transmission, software service, or storage system is completely secure, and Proof & Pixel cannot guarantee absolute security. You must not upload, transmit, or make available through the Platform any data that you are not authorized to share.
9. Intellectual Property
The Platform, including its software, visual design, workflows, documentation, content, trademarks, reports, templates, and related intellectual property, is owned by or licensed to Proof & Pixel and is protected by applicable law. Except for the limited license expressly granted in this EULA, Proof & Pixel reserves all rights.
If you provide suggestions, ideas, feedback, or recommendations about the Platform, you grant Proof & Pixel a perpetual, irrevocable, worldwide, royalty-free right to use and incorporate that feedback without restriction or compensation.
10. Availability, Support, and Changes
Proof & Pixel may modify, update, maintain, suspend, or discontinue any portion of the Platform at any time. We do not guarantee that the Platform will be uninterrupted, error-free, available at all times, or compatible with every device, browser, operating system, or Third-Party Service. Any support obligations are governed by your applicable service agreement or engagement with Proof & Pixel.
11. Suspension and Termination
Proof & Pixel may suspend or terminate your access if your engagement ends, you violate this EULA or another agreement with us, continued access presents a security, legal, financial, or operational risk, required fees remain unpaid where applicable, or we are required to do so by law or a Third-Party Service provider. Upon termination, your right to access the Platform ends immediately.
12. Disclaimer of Warranties
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE." PROOF & PIXEL DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AVAILABILITY, AND SECURITY.
13. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROOF & PIXEL AND ITS OWNERS, EMPLOYEES, CONTRACTORS, AFFILIATES, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS OPPORTUNITY, DATA, GOODWILL, OR BUSINESS INTERRUPTION ARISING OUT OF OR RELATED TO THE PLATFORM OR THIS EULA.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, PROOF & PIXEL'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THE PLATFORM OR THIS EULA WILL NOT EXCEED THE FEES PAID BY YOU OR YOUR ORGANIZATION TO PROOF & PIXEL FOR THE PLATFORM DURING THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.
14. Indemnification
To the maximum extent permitted by law, you will defend, indemnify, and hold harmless Proof & Pixel and its owners, employees, contractors, affiliates, and service providers from claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees, arising from your Client Data; your unauthorized use of the Platform; your violation of this EULA; your violation of applicable law or a third party's rights; or your use of Third-Party Services or credentials without appropriate authority.
15. Governing Law
This EULA is governed by the laws of the Commonwealth of Pennsylvania, without regard to conflict-of-law principles.
16. Changes to This EULA
Proof & Pixel may update this EULA from time to time. The updated version will be posted with a revised "Last Updated" date. For material changes, Proof & Pixel may require you to accept the updated EULA before continuing to use the Platform. Your continued use after an updated EULA becomes effective constitutes acceptance to the extent permitted by law.
17. General Terms and Contact
This EULA is the entire agreement between you and Proof & Pixel regarding Platform use, except for any separate written agreement that governs your engagement. If any provision is held unenforceable, the remaining provisions remain in effect. Proof & Pixel's failure to enforce a provision is not a waiver of that provision. You may not assign this EULA without Proof & Pixel's prior written consent.
Questions about this EULA or the Platform may be sent to:
Proof and Pixel LLC, d/b/a Proof & Pixel
info@proofandpixel.com
https://proofandpixel.com