Terms of Service

1. Who these terms are between and what they cover

These Terms of Service ("Terms") are an agreement between Sangoku Labs LLC ("Sangoku Labs", "we", "us"), a Georgia, USA company, and the business that uses our website or engages us ("you", "the client"). They cover your use of sangokulabs.com and your use of the automation systems we build and operate for you under a signed statement of work. For software we operate on your behalf, these Terms also serve as the end user license agreement.

If these Terms conflict with a signed statement of work, the statement of work governs.

2. The service

We design, build, and operate custom automation systems. One of them is bookkeeping automation: with your authorization it reads your bank and card transaction data through Plaid, proposes how each transaction should be categorized, routes it to your people for review, and records the approved entries in your QuickBooks Online company through Intuit's API. Your people approve every entry before it is recorded.

The specific systems, scope, fees, and timeline for your engagement are set out in the statement of work.

3. Accounts and access

You create and own the accounts your systems run in, including your QuickBooks Online company, your Plaid connections, and the workflow and review tools used for your engagement. You grant Sangoku Labs access by invitation, and you can withdraw it at any time. Sangoku Labs never holds your passwords.

You are responsible for the security of your own accounts, for the people you invite into them, and for keeping your contact details current.

4. Client responsibilities

You agree to:

• Provide accurate and complete source data, and the access needed to reach it.
• Review and approve transactions in a timely way. Nothing is recorded without your approval, so delayed reviews mean delayed books.
• Keep your accountant informed about the systems we operate and give them the access they need.
• Comply with your own tax, legal, and regulatory obligations.
• Use the systems lawfully and only for your own business.

5. What we are not

Sangoku Labs is not a certified public accountant, a law firm, or a financial advisor. Nothing we build, operate, or say is tax, legal, accounting, or investment advice. You and your CPA remain the final approvers of your books and of the decisions made from them.

6. Intellectual property

Once paid for, you own the deliverables we build for you: workflow configurations, documents, reports, data, and the accounts they run in. Sangoku Labs retains ownership of its pre-existing tools, templates, code, and know-how, including improvements to them that do not contain your data, and may use them on other engagements.

Nothing in these Terms transfers any rights in Plaid, Intuit, n8n, ClickUp, or Google products. Those remain with their owners.

7. Confidentiality

Each of us will keep the other's non-public business information confidential and use it only for the engagement. Your financial data is confidential and is handled as described in our Privacy Policy. These obligations continue after the engagement ends.

They do not apply to information that is public through no fault of the receiving party, that the receiving party already had, or that must be disclosed by law, in which case we tell you first where we can.

8. Third-party services

Your systems depend on services we do not control: Plaid, Intuit (QuickBooks Online), n8n, ClickUp, and Google. Each is governed by its own terms and privacy policy, and you authorize those connections directly with those providers. We are not responsible for their availability, for changes to their products, or for how they handle your data outside our instructions.

9. Disclaimers and limitation of liability

We provide the services as described in the statement of work, with reasonable skill and care. Except as stated there, the services are provided without warranties of any kind, express or implied, including fitness for a particular purpose. We do not guarantee uninterrupted operation of third-party platforms or of any workflow that depends on them.

To the extent permitted by law, Sangoku Labs' total liability arising from an engagement is capped at the fees you paid for the affected work in the twelve months before the claim, and neither of us is liable to the other for indirect, incidental, special, or consequential damages, including lost profits or lost data, even if advised of the possibility.

10. Termination

Either of us may end an engagement as set out in the statement of work. On termination, you keep your accounts and your data. We remove our access to your accounts, revoke the tokens and connections we hold, and delete or return any data we still hold, as described in the Privacy Policy. Fees for work delivered before termination remain payable.

11. Governing law

These Terms are governed by the laws of the State of Georgia, USA, without regard to its conflict of law rules. If any part of these Terms is found unenforceable, the rest remains in effect.

12. Changes to these terms

We may update these Terms as our services change. The effective date at the top of the page changes when we do. The version in effect when a statement of work is signed continues to apply to that engagement unless you agree otherwise.

Questions: contact@sangokulabs.com. Sangoku Labs LLC, Georgia, USA.