TERMS OF SERVICE

Last updated: 2025-09-01

These Terms of Service (these “Terms”) are entered into between you and OppFlow (“OppFlow”), and govern your access to and use of websites owned or operated by OppFlow (“Websites”), and OppFlow offerings provided under Starter and Plus plans (the “OppFlow Platform”) (Websites, the OppFlow Platform, and OppFlow’s published documentation found at https://oppflow.cloud/ (the “Documentation”) are collectively referred to as the “Services”).

By indicating your acceptance of these Terms or by using the Services, you agree to be bound by these Terms. If you are accessing or using the Services on behalf of an entity (such as your employer), then you agree to these Terms on behalf of yourself and that entity, you represent that you are authorized to accept these Terms on behalf of that entity, and all references to “you” and “your” reference that entity. If you do not have the authority to bind such entity or do not agree with these Terms, you (and the entity) are not authorized to access or use the OppFlow Platform.

ARBITRATION NOTICE: UNLESS YOU OPT OUT OF ARBITRATION WITHIN 30 DAYS OF THE DATE YOU FIRST AGREE TO THESE TERMS BY FOLLOWING THE OPT-OUT PROCEDURE SPECIFIED IN THE “DISPUTE RESOLUTION” SECTION BELOW, THESE TERMS WILL, WITH LIMITED EXCEPTION, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST OPPFLOW TO BINDING AND FINAL ARBITRATION SOLELY ON AN INDIVIDUAL BASIS, AND NOT AS PART OF A CLASS, REPRESENTATIVE OR CONSOLIDATED ACTION.

BY ENTERING INTO THESE TERMS, YOU AND OPPFLOW ARE EACH WAIVING THE RIGHT TO TRIAL BY JURY.

1. OppFlow Obligations

1.1. Access to the Services. Subject to the terms and conditions of these Terms, OppFlow hereby grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right for you (and, where applicable, Authorized Users) to access and use the Services for your internal business or personal purposes, depending on your account type. If you have a free account you may use the Services for business or personal purposes, but paid accounts are for business use only. “Authorized User” means employees, contractors, and other persons associated with you who access or use the OppFlow Platform through your account.

1.2. Data Protection. OppFlow implements and maintains physical, technical, and administrative security measures designed to protect the applications and materials that you (or your Authorized Users) develop on or upload to the Services (“Customer Content”) from unauthorized access, use, or disclosure. Any categories of personal data or processing operations will be processed and protected by OppFlow in accordance with OppFlow’s Privacy Policy found at https://oppflow.cloud/privacy-policy.

1.3. Non-OppFlow Resources. Applications and materials that are developed or provided by a party other than OppFlow, including design files, plugins, component libraries, services, products, platforms, integrations, and code components (collectively, “Non-OppFlow Resources”) are not part of the Services. Applications and materials with the Services developed by OppFlow are part of the Services, and those that are shared on OppFlow Community are also subject to the Product-Specific Terms applicable to OppFlow Community.

2. Service Terms

2.1. Who may use the Services. You may only use the Services if you are of legal age to enter into these Terms according to the applicable laws and regulations in your jurisdiction.

2.2. Use Restrictions. Except as otherwise expressly authorized in these Terms, you will not, and will not encourage or assist third parties to: (i) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, know-how, or algorithms relevant to the Services (except to the extent that such a restriction is impermissible under applicable law); (ii) provide, sell, resell, transfer, sublicense, lend, distribute, rent, or otherwise allow others to access or use the Services; (iii) copy, modify, create derivative works of, or remove proprietary notices from the Services; or (iv) use the Services in jurisdictions that are embargoed or designated as supporting terrorist activities by the United States Government or whose laws do not permit engaging in business with OppFlow or use of the Services.

2.3. Acceptable Use. You shall, and shall procure that Your Affiliates shall, (a) obtain all necessary authorizations, approvals and permissions for use of the Service, including but not limited to the uploading of any data by You or a third party on Your behalf; (b) use the Service in full compliance with this Agreement; (c) be responsible for any acts or omissions by Users; (d) use the Service in accordance with all applicable laws and government regulations (including any local laws to which You are subject); (e) use the Service in compliance with the Acceptable Use Policy; (f) not make the Service available to any unauthorized third party, and promptly inform OppFlow in the event of any suspected unauthorized access to or use of the Service; (g) not create or attempt to create any substitute service or service similar to the Service, by use of, reference to or access to, the Service or any of OppFlow’s Intellectual Property Rights; (h) not sell, lend out, lease, transfer, assign, sublicense, distribute or permit access or use of the Services, or any part thereof, to any third party without OppFlow prior written approval; (i) not interfere with, or disrupt the integrity or performance of the Service or any third party data contained therein; (j) not attempt to gain unauthorized access to the Service or its related systems or networks; and (k) not decompile, disassemble, or reverse-engineer the software included in the Service, subject to what follows from applicable law.

2.4. Account Management.

(a) As part of the registration process, you will appoint one or more administrative users for your OppFlow account. Each administrative user has the capacity, and you hereby confirm they have the authority, to manage your OppFlow account, add or remove users, approve purchases, and take binding action relating to the Services and these Terms on your behalf.

(b) Each Authorized User’s account is personal to the Authorized User to which it is issued. Account credentials may not be shared or used by anyone other than the individual to whom they were provisioned. You will ensure your Authorized Users comply with these Terms. You are responsible for all activities of your Authorized Users, and any failure on the part of your Authorized Users to comply with these Terms.

(c) You will provide accurate and complete account information (including the list of domains and/or OppFlow accounts you own or control for purposes of domain capture or migrations) and maintain the accuracy and completeness of such information. You will maintain control over your Authorized Users’ accounts, including the confidentiality of usernames and passwords. OppFlow will not be responsible for any damages, losses, or liability to Customer, Authorized Users, or anyone else if any event leading to such damages, losses, or liability caused by unsecure management of usernames and passwords.

2.5. Customer Content. You authorize OppFlow and its service providers to use Customer Content for the sole purpose of providing the Services and performing activities contemplated by these Terms (such as maintaining, securing, debugging, and otherwise performing quality control for the Services).

2.6. Feedback. You may voluntarily provide OppFlow feedback, comments, or suggestions concerning the Services (collectively, “Feedback”). To the extent you provide Feedback, you hereby grant OppFlow the right to use such Feedback to maintain, improve, and enhance OppFlow’s products and services.

2.7. Usage Data. OppFlow will have the right to collect and analyze data and other information relating to the access, use, and performance of the Services (“Usage Data”) and OppFlow will be free (during and after the Term) to use Usage Data in de-identified and aggregated form to maintain, improve, and enhance OppFlow’s products and services. Examples of Usage Data include technical logs, metadata, telemetry data, and usage information about Customer Content, such as how many times it is accessed. For clarity, Usage Data excludes Customer Content itself.

2.8. Reservation of Rights. As between you and OppFlow, you retain all right, title, and interest in Customer Content, and OppFlow owns all right, title, and interest in the Services. Except as expressly set forth in these Terms, each party retains all right, title, and interest in and to its intellectual property rights. All rights not expressly granted are reserved, and no license, covenant, immunity, transfer, authorization, or other right will be implied, by reason of statute, estoppel, or otherwise, under these Terms.

3. Billing

3.1. Subscription Fees. The OppFlow Platform is offered under different pricing plans, the limits and features of which are available at https://oppflow.cloud/#pricing. If you are subscribing to a OppFlow Plus plan, you can sign up for either a monthly or annual subscription. Your subscription will automatically renew on a monthly or annual basis as applicable, at the then-current rate and seat quantity in your account on your renewal date. Each individual monthly or annual subscription period is referred to as a “subscription term.” Subscription fees for the applicable subscription term will be due and payable in advance in full, unless stated otherwise at the time of purchase. Your administrative user can add seats to your subscription at any time. Seats you add or upgrade mid-subscription term on a OppFlow Plus Plan will default to monthly at the monthly price, but can be changed to annual. These seats will be charged starting the date of approval, prorated at a daily rate until the end of your subscription term, and added to your next invoice.

3.2. Renewals. YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW ON A MONTHLY OR ANNUAL BASIS AS APPLICABLE, AT THE THEN-CURRENT RATE AND SEAT QUANTITY IN YOUR ACCOUNT ON YOUR RENEWAL DATE, UNLESS YOU CANCEL IT.

3.3. Cancellation. You may elect not to renew a subscription by giving notice of cancellation to OppFlow before the end of the current subscription term. You can give notice of cancellation through your OppFlow account settings within the Services. Please note that any cancellation will take effect at the end of the then-current subscription term.

3.4. Authorization for Automatically Recurring Payments. When you purchase a subscription to the OppFlow Platform, you expressly authorize OppFlow (via OppFlow’s third-party payment processor) to charge the payment method you provide to OppFlow for the initial payment, subscription renewals, and any other purchases you make within the OppFlow Platform (such as seat additions/upgrades). You represent and warrant that you have the legal right to use the payment method you provide to OppFlow. You are solely responsible for any bank fees, interest charges, finance charges, overdraft charges, and any other fees you incur as a result of the charges billed by OppFlow. In the event that you fail to pay the full amount owed, OppFlow may terminate or suspend your access to the Services, in addition to any other rights or remedies OppFlow may have. OppFlow may periodically authorize your payment method in anticipation of applicable fees or related charges.

3.5. Credits & Refunds. Unless otherwise specified in these Terms, fees paid are non-refundable and quantities purchased cannot be decreased during the relevant subscription term. Any credits provided by OppFlow expire after 1 year, unless otherwise specified by OppFlow at the time of issuance.

3.6. Changes to Pricing. OppFlow reserves the right to change its fees at any time. Changes to pricing that apply to an existing recurring subscription will take effect at the next order or renewal unless either party elects to not renew or OppFlow specifies otherwise. If OppFlow specifies that modifications will become effective during a then-current subscription term and Customer objects, Customer may terminate the remainder of the then-current subscription term for the affected OppFlow offering as its exclusive remedy. To exercise this right, Customer must notify OppFlow of its termination under this Section 3.6 within 30 days of the modification notice, and OppFlow will refund any pre-paid fees for the terminated portion of the applicable subscription term. Notice of pricing changes may be provided via email or through the OppFlow Platform.

3.7. Taxes. Subscription fees do not include taxes. Each party is responsible for the payment of all taxes (including any interest and penalties) in connection with these Terms that are imposed on that party by law. For you, such taxes may include sales/use, gross receipts, value-added, GST, personal property, excise, consumption, and other similar taxes or duties. Each party will be responsible for its own income taxes, employment taxes, and real property taxes.

3.8. Withholding. All payments made by you to OppFlow under these Terms will exclude any deduction or withholding. If any such deduction or withholding (including cross-border withholding taxes) is required by law, you will pay such additional amounts as are necessary so that the net amount received by OppFlow after such deduction or withholding will be equal to the full amount that OppFlow would have received if no deduction or withholding had been required. Each party will use commercially reasonable efforts to work with the other party to help obtain, reduce, or eliminate any necessary withholding, deduction, or royalty tax exemptions where applicable.

4. Confidentiality.

4.1. Confidential Information. OppFlow (the “Discloser”) has disclosed or may disclose proprietary or non-public business, technical, financial, or other information (“Confidential Information”) to you (the “Recipient”). Our Confidential Information expressly includes non-public information regarding features, functionality, and performance of the Services, including security related information.

4.2. Obligations. The Recipient will use the Discloser’s Confidential Information only for the purpose of evaluating whether or not to use (or continue to use) the Services. The Recipient will not disclose the Discloser’s Confidential Information to parties other than the Recipient’s employees, contractors, affiliates, agents, or professional advisors (“Representatives”) who need to know it and who have a legal obligation to keep it confidential. The Recipient will ensure that its Representatives are subject to no less restrictive confidentiality obligations than those herein. Notwithstanding the foregoing, the Recipient may disclose the Discloser’s Confidential Information: (a) if directed by Discloser; or (b) to the extent required by applicable legal process, provided that the Recipient uses commercially reasonable efforts to (i) promptly notify the Discloser in advance, to the extent permitted by law, and (ii) comply with the Discloser’s reasonable requests regarding its efforts to oppose the disclosure.

5. Warranties and Disclaimers.

5.1. Mutual Warranties. Each party represents and warrants to the other that: (a) the performance of these Terms by the executing party does not violate the terms or conditions of any other agreement to which it is a party or by which it is otherwise bound or require authorization or approval from any third party; and (b) it will perform its rights and obligations under these Terms in accordance with applicable law.

5.2. OppFlow Warranties. OppFlow represents and warrants to you during the applicable subscription term that: (a) OppFlow will provide access to the OppFlow Platform and any applicable support services in substantive conformity with the Documentation; and (b) OppFlow will employ applicable industry standard measures to protect the OppFlow Platform, in the form provided to you by OppFlow, against software viruses, Trojan horses, worms, or other similar malicious programs or code.

5.3. Disclaimer. EXCEPT FOR THE EXPRESS REPRESENTATIONS AND WARRANTIES STATED IN THIS SECTION 5, THE PARTIES MAKE NO REPRESENTATION OR WARRANTY OF ANY KIND WHETHER EXPRESS, IMPLIED (EITHER IN FACT OR BY OPERATION OF LAW), OR STATUTORY, AS TO ANY MATTER WHATSOEVER RELATING TO THIS AGREEMENT. OPPFLOW EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, ACCURACY, TITLE, AND NON-INFRINGEMENT. NON-OPPFLOW RESOURCES ARE PROVIDED BY THIRD PARTIES, NOT OPPFLOW, AND ANY USE OF NON-OPPFLOW RESOURCES IS SOLELY BETWEEN CUSTOMER AND THE APPLICABLE THIRD PARTY PROVIDER. OPPFLOW DOES NOT WARRANT OR SUPPORT, AND WILL NOT HAVE ANY RESPONSIBILITY OR LIABILITY OF ANY KIND FOR, NON-OPPFLOW RESOURCES.

6. Indemnity.

6.1. Indemnity. You will indemnify, hold harmless, and, at OppFlow’s option, defend, OppFlow from any third party claims, disputes, demands, liabilities, damages, losses, and costs and expenses, including, without limitation, reasonable legal fees, arising out of or related to (a) your Customer Content; or (b) your violation of these Terms.

7. Limitations of Liability.

7.1. LIMITATION OF INDIRECT LIABILITY. UNDER NO CIRCUMSTANCES, AND UNDER NO LEGAL THEORY (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, WARRANTY, OR ANY OTHER THEORY OF LIABILITY), WILL OPPFLOW, ITS AFFILIATES AND ITS OR THEIR CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS, LICENSORS, OR SUPPLIERS (COLLECTIVELY, ITS “PARTY REPRESENTATIVES”), BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING LOSS OF PROFITS, DATA, OR USE OR COST OF COVER) ARISING OUT OF OR RELATING TO THESE TERMS OR THE USE OF OR THE INABILITY TO USE THE SERVICES, EVEN IF OPPFLOW OR ITS PARTY REPRESENTATIVES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

7.2. LIMITATION ON AMOUNT OF LIABILITY. UNDER NO CIRCUMSTANCES, AND UNDER NO LEGAL THEORY (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, WARRANTY OR ANY OTHER THEORY OF LIABILITY), WILL THE TOTAL LIABILITY OF OPPFLOW, ITS AFFILIATES, AND ITS OR THEIR PARTY REPRESENTATIVES FOR ANY AND ALL DAMAGES AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR THE USE OF OR THE INABILITY TO USE THE SERVICES, EXCEED, THE GREATER OF: (a) $100; OR (b) THE SUBSCRIPTION FEES PAID BY YOU TO OPPFLOW IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY.

7.3. IN GENERAL. EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS TO ALLOCATE THE RISKS RELATING TO THESE TERMS BETWEEN THE PARTIES. THIS ALLOCATION IS REFLECTED IN THE PRICING OFFERED BY OPPFLOW AND IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 7 WILL APPLY TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY IN THIS AGREEMENT.

8. Term and Termination.

8.1. Term. These Terms will take effect the first time you access the Services and will continue in full force and effect until: (a) if you are a paid subscriber to the OppFlow Platform, the termination, discontinuation, or cancellation of your subscription; or (b) if you are using a free OppFlow Platform offering, when your account is deleted or terminated. For Services visitors who do not have an account with OppFlow, these Terms apply to any period of time you are accessing or using the applicable Services.

8.2. Termination.

(a) OppFlow may terminate your access to and use of the Services, at OppFlow’s sole discretion, at any time and without notice or liability to you, but if OppFlow cancels your subscription and the termination is not due to your breach of these Terms, OppFlow will provide you a pro rata refund of pre-paid unused fees unless, in our reasonable discretion, OppFlow is not legally permitted to do so (in which case any refund rights are null and void).

(b) Upon any termination, discontinuation, or cancellation of Services or your OppFlow account, the following provisions of these Terms will survive: Service Terms, Billing (to the extent you owe any fees at the time of termination, discontinuation, or cancellation); Confidentiality; provisions related to Usage Data, Customer Content, and Feedback; Warranties and Disclaimers; Indemnity; Limitations of Liability; Termination; and the Miscellaneous provisions under Section 9. Upon any termination, to the extent permitted by applicable law, OppFlow will make all Customer Content then held by OppFlow available to you for electronic retrieval for a period of 30 days, but thereafter OppFlow may delete any stored Customer Content. Notwithstanding the foregoing, upon termination of this Agreement for breach of Section 9.12 (Export Control), you lose all right, title, and interest to Customer Content, and OppFlow may immediately quarantine, delete, or remove Customer Content, and immediately suspend your use of and access to the OppFlow Platform.

9. Miscellaneous.

9.1. Changes to these Terms. OppFlow may modify these Terms (and any policies or agreements referenced in these Terms) at any time. OppFlow will post the most current version of these Terms on oppflow.cloud. OppFlow will endeavor to provide you with reasonable advance notice of any change to the Terms that, in our sole determination, materially affects your rights or your use of the Services. OppFlow may provide you this notice through the OppFlow Platform, on OppFlow’s website, and/or by email to the email address associated with your account. By continuing to use the Services after any revised Terms become effective, you agree to be bound by the new Terms.

9.2. Changes to the Services. OppFlow may, in its sole discretion, add, change, or remove features or functionality of the Services; modify or introduce limitations to storage or other features; or discontinue the Services altogether at any time without notice. If you are on a paid subscription and OppFlow discontinues the Services you are using during your subscription, OppFlow will (a) migrate or make available to you a substantially similar service provided by OppFlow (if commercially reasonable for OppFlow to do so), or (b) if not, then OppFlow will provide you a pro-rata refund of fees prepaid for the remaining period of your subscription.

9.3. Force Majeure. OppFlow will not be liable for, or be considered to be in breach of or default under these Terms on account of, any delay or failure to perform as required by these Terms as a result of any cause or condition beyond its reasonable control, so long as it uses commercially reasonable efforts to avoid or remove those causes of non-performance. If OppFlow believes, in good faith, that it is legally prohibited from providing you or your Authorized Users with the Services, OppFlow may freeze your account and/or cancel your subscription at OppFlow’s sole discretion.

9.4. Notices. Any notices or other communications provided by OppFlow under these Terms, including those regarding modifications to these Terms, will be given by OppFlow through the OppFlow Platform, on OppFlow’s website, and/or by email to the email address associated with your account.

9.5. Severability. The invalidity or unenforceability of any provision of these Terms will not affect the validity or enforceability of any other provision of these Terms and it is the intent and agreement of the parties that these Terms will be deemed amended by modifying such provision to the extent necessary to render it valid, legal, and enforceable while preserving its intent or, if such modification is not possible, by substituting another provision that is legal and enforceable and that achieves the same objective.

9.6. Assignment. These Terms (and your access to any of the Services) are not assignable or transferable by you without OppFlow’s prior written consent. Any purported assignment in violation of this section is null and void.

9.7. Service Providers. For the avoidance of doubt, OppFlow may engage third party service providers to support its performance of these Terms (including the subprocessors listed at oppflow.cloud/sub-processors). Nevertheless, OppFlow will remain responsible for compliance with this Agreement.

9.8. No Partnership. No agency, partnership, joint venture, or employment is created as a result of these Terms, and neither party has any authority of any kind to bind the other party in any respect whatsoever.

9.9. Governing Law. These Terms and all claims arising out of or relating to the Terms will be governed by the laws of Sweden without regard to its provisions concerning choice of laws. The United Nations Convention on Contracts for the International Sale of Goods is specifically disclaimed.

9.10. Dispute Resolution. Any dispute, controversy or claim arising out of or in connection with the Agreement, or the breach, termination, or invalidity thereof, shall preferably be resolved through negotiations between the Parties.

Where the Parties have failed to resolve the dispute within thirty (30) days of it having been referred to negotiations, the dispute shall be finally settled by arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce (the “SCC”). The Rules for Expedited Arbitrations shall apply, unless the SCC in its discretion determines, taking into account the complexity of the case, the amount in dispute and other circumstances, that the Arbitration Rules shall apply. In the latter case, the SCC shall also decide whether the Arbitral Tribunal shall be composed of one or three arbitrators. The seat of arbitration shall be Stockholm, Sweden. The language to be used in the arbitral proceedings shall be the English language, unless the Parties agree otherwise. The Parties hereby explicitly agree that the confidentiality undertaking in Section 13 shall be upheld by both Parties and the arbitrators in relation to any arbitration proceeding and any arbitration award or decision. Notwithstanding what is set forth above, OppFlow shall be entitled to commence proceedings before a court of general jurisdiction or any enforcement authority to demand payment of non-paid fees which have not been disputed by the Customer within 45 days of the payment due date.

9.16. Trademark Guidelines. OppFlow’s Trademark Guidelines apply to any use of words, logos, graphics, designs, and other indicators that identify OppFlow as the source of a product or service.

9.17. Interpretation. Whenever the words “including,” “include,” “includes” or “such as” are used in these Terms, they will be deemed to be followed by the phrase “without limitation.”

CONTACT US

In order to resolve a complaint regarding the Services or to receive further information regarding use of the Services, please contact us at [email protected].