Last Updated: October 27, 2025
This Terms of Service agreement ("Terms") governs your access to and use of the Invoice Nudge software-as-a-service platform (the "Service"), owned and operated by Invoice Nudge ("we," "us," or "our").
By creating an account, paying for a subscription, or using the Service, you ("User," "you") agree to be bound by these Terms.
1. The Service
Invoice Nudge is a B2B SaaS tool that integrates with your third-party accounting (e.g., Xero, QuickBooks) and email (e.g., Google, Microsoft) accounts. It automatically identifies overdue invoices, analyzes email history for context, and creates draft follow-up emails in your connected email account (the "Service").
2. User Responsibilities & Acknowledgements
A. You Are the Sender: The Service creates draft emails. You are solely responsible for reviewing, editing, approving, and sending all emails to your clients. You, the User, are the "Sender" of all communications for the purposes of all applicable laws, including the Spam Act 2003 (Australia), the CAN-SPAM Act (US), and CASL (Canada).
B. Compliance with Laws: You agree to use the Service in compliance with all applicable laws. You warrant that your use of the Service, including the content of emails you send, will not violate any anti-spam, privacy, or data protection laws.
C. Account Security: You are responsible for maintaining the security of your Invoice Nudge account and the credentials for your connected third-party accounts.
3. Third-Party Integrations & AI
A. API Dependency: The Service is entirely dependent on the APIs of third-party services, including Xero, Intuit, Google, and Microsoft. We are not responsible for the availability, functionality, or data accuracy of these third-party services. Any interruption or failure of a third-party API may cause the Service to fail, and we shall have no liability for such failures.
B. AI-Generated Content: The Service uses artificial intelligence (OpenAI) to generate draft email content. This content is provided as a suggestion only. You are solely responsible for reviewing and approving all AI-generated content for accuracy, tone, and appropriateness before sending it. We disclaim all liability for any AI-generated content.
4. Fees, Payment, and Cancellation
A. Subscriptions: The Service is billed on a subscription basis (monthly or annually) in advance. All fees are as listed on our website and are exclusive of any applicable taxes (like GST or VAT), which will be added to your invoice.
B. Automatic Renewal: Your subscription will automatically renew at the end of each billing cycle unless you cancel it.
C. Cancellation: You may cancel your subscription at any time. The cancellation will take effect at the end of your current billing period. No refunds or credits will be provided for partial subscription periods.
5. Intellectual Property
A. Our IP: We own all rights, title, and interest in and to the Service, including all underlying software, workflows, and documentation.
B. Your IP: You retain all ownership of your data, including your customer data, invoice data, and the content of your emails.
6. Term and Termination
These Terms are effective as long as you have an active subscription. We may suspend or terminate your access to the Service immediately if you breach these Terms. Upon termination, your right to use the Service will cease, and we will delete your account data in accordance with our Privacy Policy.
7. Disclaimers
THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
WE DO NOT WARRANT THAT: (A) THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE; (B) THE SERVICE WILL MEET YOUR REQUIREMENTS; OR (C) THE USE OF THE SERVICE WILL RESULT IN YOUR INVOICES BEING PAID.
8. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL INVOICE NUDGE, ITS FOUNDER, OR ITS AFFILIATES BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR INCIDENTAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA, OR HARM TO BUSINESS REPUTATION, ARISING OUT OF OR RELATED TO YOUR USE OF, OR INABILITY TO USE, THE SERVICE.
OUR TOTAL AGGREGATE LIABILITY IN ANY MATTER ARISING FROM OR RELATING TO THESE TERMS OR THE SERVICE IS LIMITED TO THE TOTAL AMOUNT OF FEES PAID BY YOU TO US DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
9. Indemnification
You agree to defend, indemnify, and hold harmless Invoice Nudge from and against any and all claims, damages, liabilities, and expenses (including legal fees) arising from: (a) your use of the Service, (b) your breach of these Terms, or (c) your violation of any applicable law (including any anti-spam or privacy laws).
10. Governing Law and Dispute Resolution
These Terms shall be governed by and construed in accordance with the laws of New South Wales, Australia, without regard to its conflict of law provisions.
Any dispute arising from these Terms shall be resolved through final and binding arbitration in Sydney, New South Wales, Australia.
11. Changes to These Terms
We reserve the right to modify these Terms at any time. We will provide at least 30 days' notice of any material changes by emailing you or posting a notice within the Service. Your continued use of the Service after such changes constitutes your acceptance of the new Terms.