Terms of Service

1. Acceptance of Terms

These Terms of Service (“Terms”) govern your access to and use of the NinjaFlow software-as-a-service platform, including ninjaflow.com, the NinjaFlow application, APIs, and any related services (collectively, the “Service”). By creating an account, accessing the Service, or clicking “I agree,” you accept these Terms. If you are accepting on behalf of an organization, you represent that you have authority to bind that organization.

2. The Service

NinjaFlow provides a workflow automation platform that lets you build, publish, and run backend workflows and customer-facing flows. The Service is a tool. You are responsible for the workflows you build, the data you process through them, and the outcomes those workflows produce.

3. Account Registration

You must provide accurate information when creating an account and keep it up to date. You are responsible for all activity that occurs under your account and for keeping your credentials confidential. Notify us immediately at [email protected]if you suspect unauthorized access.

4. Subscription, Fees, and Payment

Paid plans are billed in advance on a monthly or annual basis at the rates published on our pricing page or as set out in a separate order form. Fees are non-refundable except as described in our Refund Policy. Usage-based fees (where applicable) are billed in arrears based on metered consumption.

We may change pricing for future billing periods by giving you at least 30 days’ notice. If you do not agree to a price change, you may cancel before it takes effect.

Late payments may result in service suspension after written notice.

5. Customer Content, Service Output, and Portability

5.1 Customer Content

“Customer Content” means the data, files, text, images, media, branding assets, business rules, parameters, configuration values, decisions, customer or contact lists, form submissions, and other information that you author, upload, input, or transmit to the Service. As between you and NinjaFlow, you retain all right, title, and interest in and to Customer Content, including all intellectual property rights therein.

You hereby grant NinjaFlow a worldwide, non-exclusive, royalty-free, fully paid-up, sublicensable (solely to our sub-processors and service providers acting on our behalf) license to host, store, transmit, cache, reproduce, process, display, modify, and create derivative works of Customer Content solely to the extent necessary to (a) operate, maintain, secure, support, and provide the Service to you and your authorized end users, (b) perform our obligations under these Terms, and (c) comply with applicable law.

You represent and warrant that (i) you own or have obtained all rights, licenses, consents, permissions, and authorizations necessary to provide Customer Content to the Service and to grant the licenses set out in this Section 5.1, and (ii) Customer Content and our authorized use of it under these Terms do not and will not violate any applicable law or infringe, misappropriate, or otherwise violate any intellectual property right, privacy right, publicity right, or other right of any third party.

5.2 Service Output and Generated Assets

“Service Output” means any artifact produced, rendered, compiled, hosted, served, or otherwise generated by or through operation of the Service, including without limitation rendered or embeddable widgets, compiled or interpreted workflow runtimes, hosted endpoints and URLs, generated user interfaces, server-rendered pages, scripts, stylesheets, configuration bundles, executable workflow logic, application programming interfaces exposed by the Service, and any other output that depends, in whole or in part, on NinjaFlow software, infrastructure, Templates, or runtime to function.

All right, title, and interest in and to the Service Output, including all intellectual property rights therein, are and shall remain the exclusive property of NinjaFlow and its licensors. Subject to your continuing compliance with these Terms and timely payment of all applicable fees, NinjaFlow grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license, during the term of your subscription, to access, use, display, distribute, and embed the Service Output solely within and as served by the Service for (a) your internal business purposes and (b) the delivery of services to your end users through the Service. No ownership rights in any Service Output are transferred to you under these Terms.

For the avoidance of doubt, Customer Content embedded within, referenced by, or processed through any Service Output remains Customer Content governed by Section 5.1; the surrounding Service Output, including all NinjaFlow code, structure, runtime, design system, and presentation layer, does not become Customer Content by reason of such embedding, reference, or processing.

5.3 Portability, Export, and No Detachment

During your subscription term and for a period of thirty (30) days following its termination or expiration, you may export Customer Content through the export formats, application programming interfaces, and other mechanisms made available by the Service from time to time, which may include exports of data, files, configuration, and submissions in commonly used machine-readable formats. NinjaFlow is under no obligation to deliver, license, escrow, package, or otherwise make available any Service Output, Template, NinjaFlow software, source code, runtime, infrastructure component, or other proprietary element of the Service in any form intended for use, execution, or operation outside of the Service.

You shall not, and shall not authorize, enable, or permit any third party to: (a) extract, mirror, copy, scrape, harvest, decompile, disassemble, reverse engineer, replicate, or self-host any Service Output, Template, or any portion of the Service, except to the limited extent such restriction is prohibited by applicable law; (b) operate, serve, render, distribute, or otherwise make available any Service Output independently of the Service or NinjaFlow’s infrastructure; (c) re-create, reimplement, port, or derive any equivalent of the Service, the Service Output, or the Templates, in whole or in part, from any artifact generated by, accessed through, or obtained from the Service; or (d) remove, obscure, alter, disable, or circumvent any proprietary notice, watermark, attribution, license-enforcement mechanism, telemetry, rate limit, or other technical limitation contained in, applied to, or associated with any Service Output or component of the Service.

The license granted to you in Section 5.2 with respect to the Service Output is expressly conditioned upon, and limited to the period during which, the Service Output continues to be hosted, served, and operated by NinjaFlow within the Service. Such license does not survive termination, expiration, suspension, or non-renewal of your subscription except as expressly provided in Section 15.

6. Acceptable Use

You agree not to:

• Use the Service for any unlawful purpose or in violation of any applicable law or regulation.
• Send spam, phishing, or otherwise unsolicited or abusive communications.
• Upload malware, viruses, or other harmful code.
• Attempt to gain unauthorized access to the Service, other accounts, or our infrastructure.
• Reverse engineer, decompile, or attempt to extract source code from the Service, except to the extent permitted by law.
• Extract, mirror, scrape, copy, replicate, or otherwise reproduce any Service Output, Template, or other component of the Service for the purpose of self-hosting, redistribution, sublicensing, or operation outside of the Service.
• Operate, serve, render, embed, or distribute any Service Output independently of NinjaFlow’s infrastructure, or remove, alter, disable, or circumvent any technical limitation, license-enforcement mechanism, watermark, or proprietary notice applied to any Service Output.
• Resell, sublicense, or white-label the Service without a separate written agreement.
• Use the Service, or any artifact, output, or knowledge derived from the Service, to design, develop, train, or operate a competing product or service.
• Circumvent usage limits, rate limits, or quotas.
• Impersonate any person or entity or misrepresent your affiliation.

We may suspend or terminate accounts that violate these rules without notice when necessary to protect the Service or other users.

7. Important Disclaimers

NinjaFlow is a software platform. We are not a law firm, accounting firm, broker-dealer, registered investment adviser, insurance carrier or broker, or any other regulated professional or licensee. Nothing provided through the Service constitutes legal, financial, tax, insurance, or other professional advice.

You are solely responsible for determining whether your use of the Service complies with any laws, regulations, professional rules, licenses, or contractual obligations that apply to you or your end-customers. You are also responsible for any disclosures, consents, and notices required to be given to your end-customers.

8. Templates and Pre-Built Content

The Service includes pre-built content — including but not limited to workflow templates, form and widget templates, document and e-signature templates, email and SMS message templates, decision logic, sample integration configurations, AI prompts, and reference data structures (collectively, “Templates”).

Templates are provided as starting points and reference examples only. They are illustrative and are not tailored to your business, jurisdiction, industry, customers, or specific use case. Before deploying any Template in production or with end customers, you are solely responsible for:

• Reviewing the Template in full to confirm it meets your business needs.
• Modifying the Template as required for your specific operations, customers, contractual obligations, and regulatory environment.
• Verifying that any data flows, content, communications, decisions, documents, or other outputs produced by the Template comply with all applicable laws, regulations, professional standards, and licensing requirements.
• Testing the Template thoroughly before relying on it for any production purpose.
• Obtaining any licenses, permits, consents, certifications, or approvals required to use or distribute the resulting workflow or content.
• Providing your end customers with any disclosures, notices, or consents required by law.

No professional advice. Templates do not constitute legal, financial, tax, accounting, insurance, medical, or other professional advice. We do not represent or warrant that any Template is suitable, complete, accurate, current, fit for any particular purpose, or compliant with the laws or regulations of any jurisdiction. Templates may not reflect recent legal, regulatory, or industry changes.

Allocation of rights in Template-based output. When you select, deploy, configure, or modify a Template, the inputs, parameters, decisions, copy, data, branding, media, and other information you provide constitute Customer Content under Section 5.1 and remain owned by you. The Template itself, including its underlying structure, logic scaffolding, design system, source code, and the runtime by which the Template is executed, together with any resulting widget, workflow, document, message, page, endpoint, or other artifact rendered, compiled, hosted, served, or otherwise produced by NinjaFlow’s systems, constitute Service Output under Section 5.2 and remain the exclusive property of NinjaFlow and its licensors, licensed to you solely for use within the Service during your subscription term. You — not NinjaFlow — are responsible for the content, decisions, communications, and business outcomes that result from your use of any Template or Template-derived Service Output.

No liability for Template-driven content. To the maximum extent permitted by law, NinjaFlow has no liability for any loss, damage, claim, penalty, fine, regulatory action, or harm of any kind arising out of or relating to your use of, modification of, or reliance on any Template, including any Template you obtain from the Service, the marketplace, or any third-party integration. The warranty disclaimers in Section 12 and the limitations of liability in Section 13 apply with full force to all Template-related claims.

9. Intellectual Property

The Service, including all software, documentation, designs, trademarks, service marks, trade names, logos, Templates, Service Output, application programming interfaces, user interfaces, and underlying infrastructure, and all intellectual property rights therein, is and shall remain the exclusive property of NinjaFlow and its licensors and is protected by copyright, trademark, trade secret, patent, and other intellectual property laws. Except for the limited licenses expressly granted in these Terms, no right, title, or interest in or to the Service, the Templates, or the Service Output is transferred to you, and all rights not expressly granted are reserved by NinjaFlow and its licensors.

Subject to your compliance with these Terms and timely payment of all applicable fees, NinjaFlow grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Service for your internal business purposes during your subscription term.

If you provide NinjaFlow with any suggestions, ideas, enhancement requests, feedback, recommendations, or other information relating to the Service (collectively, “Feedback”), you hereby assign to NinjaFlow all right, title, and interest in and to such Feedback, and NinjaFlow may use, disclose, reproduce, license, and otherwise exploit the Feedback for any purpose, without restriction, attribution, or compensation to you.

10. Privacy and Data Processing

Our handling of personal information is described in our Privacy Policy. Where NinjaFlow processes personal data on your behalf, we do so as a processor in accordance with a Data Processing Addendum (DPA), which is available on request to [email protected].

11. Service Availability

We aim to provide a reliable Service but do not guarantee uninterrupted availability. We perform planned maintenance and may make changes to features, APIs, and integrations from time to time. Where applicable, any service-level commitments are set out in a separate service-level agreement or order form.

12. Warranties and Disclaimers

Except as expressly stated, the Service and all Templates are provided “as is” and “as available”without warranties of any kind, whether express, implied, or statutory, including warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, or compliance with any law or regulation. We do not warrant that the Service or any Template will be error-free, that defects will be corrected, that the Service or Templates will meet your specific requirements, or that any output produced by a Template will be suitable for your purposes.

13. Limitation of Liability

To the maximum extent permitted by law, NinjaFlow and its affiliates will not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, revenue, data, or business opportunities, arising out of or relating to your use of the Service, even if advised of the possibility of such damages.

Our total aggregate liability arising out of or relating to these Terms will not exceed the greater of (a) the amounts you paid to us for the Service in the 12 months preceding the event giving rise to the claim, or (b) one hundred US dollars (USD $100).

14. Indemnification

You agree to defend, indemnify, and hold harmless NinjaFlow, its affiliates, and their officers, directors, employees, and agents from any claims, damages, liabilities, losses, costs, or expenses (including reasonable legal fees) arising out of (a) your violation of these Terms, (b) your Customer Content, (c) your selection, deployment, modification, or use of any Template, including any workflow, document, message, decision, or other output produced from a Template, (d) your use of the Service in violation of law or any regulatory or professional standard applicable to you, or (e) your infringement of any third party’s rights.

15. Term and Termination

These Terms remain in effect while you have an account. You may cancel at any time from your account settings. We may suspend or terminate your account for material breach of these Terms, non-payment, or risk to the Service or other users.

Upon termination, expiration, suspension, or non-renewal of your subscription for any reason: (a) your right to access and use the Service shall immediately cease; (b) all licenses granted to you under these Terms in or to the Service, any Template, and any Service Output shall immediately and automatically terminate; (c) any widgets, workflows, embeds, hosted endpoints, application programming interfaces, or other Service Output served by NinjaFlow on your behalf or on behalf of your end users may cease to function without further notice, and you are solely responsible, at your sole cost and expense, for promptly removing or replacing any embed code, scripts, links, references, or integrations pointing to the Service from any website, application, or other property under your control or that of your end users; (d) you may export Customer Content through the mechanisms described in Section 5.3 for a period of thirty (30) days following the effective date of termination, after which NinjaFlow may, in its discretion, delete Customer Content in the ordinary course of operations, subject to any retention required by applicable law; and (e) those provisions of these Terms that by their nature should survive termination shall survive, including without limitation Sections 4 (with respect to fees accrued prior to termination), 5 (Customer Content, Service Output, and Portability), 6 (Acceptable Use, as applicable to any retained materials or ongoing obligations), 7, 8, 9 (Intellectual Property), 12 (Warranties and Disclaimers), 13 (Limitation of Liability), 14 (Indemnification), 17 (Governing Law and Disputes), and 18 (General).

16. Modifications to These Terms

We may update these Terms from time to time. Material changes will be announced via the platform or by email at least 30 days before they take effect. Continued use of the Service after the effective date constitutes acceptance of the updated Terms.

17. Governing Law and Disputes

These Terms are governed by the laws of the jurisdiction in which NinjaFlow is established, without regard to its conflict-of-laws rules. Any dispute arising out of or relating to these Terms will be brought exclusively in the courts of that jurisdiction, except that either party may seek injunctive relief in any court of competent jurisdiction.

18. General

These Terms, the Privacy Policy, the Refund Policy, and any order form or addendum signed by both parties constitute the entire agreement between you and NinjaFlow regarding the Service. If any provision is held unenforceable, the rest will remain in effect. Our failure to enforce any right is not a waiver of that right. You may not assign these Terms without our prior written consent; we may assign them freely in connection with a merger, acquisition, or sale of assets.

19. Contact

Questions about these Terms can be sent to [email protected].