The deal, plainly.

These Terms of Service (“Terms”) are a legal agreement between you and WrapKu LLC (“WrapKu,” “we,” “us,” or “our”), a Florida limited liability company. By creating an account, clicking to accept these Terms, or using wrapku.app, wrapku.com, or any related WrapKu service or feature (collectively, the “Service”), you agree to these Terms. If you use the Service for a business or other organization, you confirm that you have authority to accept these Terms for that organization; in that case, “you” includes that organization and its authorized users. If you do not agree, do not use the Service.

WrapKu provides software for vehicle-wrap shops, sign shops, installers, and related businesses. Features may include quoting, scheduling, customer and job management, staff management, invoicing, payment tools, photos, files, communications, and related functions.

The Service does not perform vehicle-wrap, sign, design, installation, repair, or other work for your customers. You remain responsible for the products and services your business sells or performs. We may add, change, limit, or remove Service features from time to time.

Some or all of the Service may be offered as a private beta or early-access feature. Beta features are under active development, may contain errors, and may change, become unavailable, or be discontinued without notice.

Private-beta participants must also accept the WrapKu Private Beta Agreement. That agreement supplements these Terms and contains additional obligations concerning beta confidentiality, non-disclosure, restricted access, testing, feedback, and protection against copying or cloning the private beta. Any conflict between the documents is resolved under the order-of-precedence provision in Section 18.

We may perform maintenance, upgrades, security work, or emergency changes that temporarily interrupt the Service. We do not guarantee any particular uptime, availability, feature, or launch date.

You must:

• Provide accurate and current account information.
• Be at least 18 years old and legally able to enter into a binding agreement.
• Keep your login credentials secure.
• Promptly notify us if you suspect unauthorized access.
• Use reasonable controls when inviting employees, contractors, or other workspace users.
• Make sure your authorized users follow these Terms.

You are responsible for activity occurring through your account and workspace, except to the extent caused by WrapKu’s breach of these Terms. You may not share an individual login outside your workspace or allow unauthorized people to use the Service.

Your Data. “Your Data” means information, content, and files submitted to the Service by you or your authorized users. This may include shop information, customer names and contact information, vehicle information, job details, photos, files, quotes, invoices, payment records, and communications. As between you and WrapKu, you retain your rights in Your Data. Permission to operate the Service. You give WrapKu a limited, non-exclusive right to host, copy, transmit, display, and process Your Data only as reasonably necessary to provide, maintain, secure, and support the Service; follow your instructions and workspace settings; prevent fraud, misuse, and security incidents; comply with applicable law; and perform the activities described in our Privacy Policy and Data Processing Addendum. This permission ends when Your Data is deleted from our active systems, except for information that must be retained by law or remains temporarily in backups. Customer personal information. When you submit personal information about your own customers, employees, contractors, or other individuals, you generally determine why and how that information is used. As between you and WrapKu, you act as the controller or business responsible for that information, and WrapKu acts as your processor or service provider. Our Data Processing Addendum, available at wrapku.com/dpa, forms part of these Terms when WrapKu processes personal information on your behalf. You are responsible for having a lawful reason to collect and use Your Data; providing any privacy notices required by law; obtaining any required permissions or consents; responding to your customers’ privacy requests; and making sure your instructions to WrapKu comply with applicable law. Restricted information. Do not enter full payment-card numbers, card security codes, bank-login credentials, Social Security numbers, regulated health information, or other highly sensitive information into WrapKu fields that are not specifically designed and approved for that information. Backups and exports. We maintain reasonable operational backups, but WrapKu should not be your only record of active jobs, customer obligations, payments, tax information, or other important business records. Where technically feasible, we will provide a reasonable method to export Your Data upon request. You should request and save any needed export before closing your account. Aggregated and deidentified information. We may create and use aggregated or deidentified information that cannot reasonably identify you, your business, or another individual, to operate, secure, analyze, and improve the Service. We will not attempt to reidentify information that we treat as deidentified.

You may not:

• Use the Service unlawfully or to facilitate unlawful activity.
• Submit content you do not have the right to use.
• Upload malware or harmful code.
• Interfere with or disrupt the Service.
• Probe, scan, test, or attempt to bypass security without written permission.
• Access another person’s account or workspace without authorization.
• Scrape, harvest, or bulk-extract Service data except through an approved export or integration.
• Resell the Service or operate it as a service bureau without our written permission.
• Misrepresent your identity or relationship with another person or business.
• Use the Service to send spam or unlawful communications.
• Copy, modify, reverse-engineer, decompile, or attempt to discover the Service’s source code, except where applicable law expressly prohibits this restriction.
• Use non-public information obtained through the Service or private beta access to copy WrapKu or develop or help develop a substantially similar competing product.

We may monitor Service activity as reasonably necessary to secure the Service, investigate suspected misuse, provide support, and enforce these Terms.

The Service—including its software, code, structure, interfaces, designs, workflows, documentation, branding, the WrapKu name and logo, and related intellectual property—is owned by WrapKu or its licensors and protected by law. These Terms give you a limited, revocable, non-exclusive, non-transferable right to use the Service for your internal business purposes while your account remains authorized. No other rights or licenses are granted.

We welcome feedback. If you provide ideas, suggestions, comments, workflows, feature requests, bug reports, or other feedback relating to WrapKu, you agree that WrapKu may use, modify, commercialize, and share that feedback for any purpose without payment, credit, royalties, approval, or other obligation to you. To the extent you have any intellectual-property rights in the feedback, you assign those rights to WrapKu LLC. Do not provide feedback containing confidential information belonging to you or another person unless you have the right to share it on these terms.

Feedback provided during a private beta is also subject to the WrapKu Private Beta Agreement. The rights granted under this Section and that agreement are cumulative.

9.1 Payments between you and your customers. The Service may allow your shop to request and accept payments from your customers, including invoice balances and booking deposits. For each such transaction, your shop—not WrapKu—is the merchant of record. The transaction is directly between your shop and your customer and relates to the goods or services your shop provides. WrapKu acts only as a software platform that allows you to connect with Stripe and use Stripe payment features. WrapKu is not: the seller or provider of your goods or services; a party to your customer transaction; a payment processor; a bank, money transmitter, escrow provider, or financial institution; responsible for completing or guaranteeing your work; or responsible for your customer relationship or contractual obligations. WrapKu does not receive, hold, control, or transmit the customer funds processed through your connected Stripe account. 9.2 Stripe account and authorization. Payments are processed by Stripe under your connected Stripe account. To use payment features, you must complete Stripe’s onboarding and verification requirements, maintain an eligible Stripe account, accept and follow the Stripe Connected Account Agreement, Stripe Services Agreement, and any other applicable Stripe terms, and provide Stripe with accurate and complete information. You authorize WrapKu to connect the Service to your Stripe account; send payment, refund, and related instructions to Stripe based on actions you take in the Service; receive account, transaction, payout, refund, chargeback, and dispute information from Stripe as needed to operate the Service; and display relevant payment status and transaction information in your workspace. Stripe—not WrapKu—decides whether to approve, restrict, suspend, reserve, or terminate your Stripe account or payment capabilities. WrapKu is not responsible for Stripe’s decisions, payout timing, account holds, reserves, negative balances, delayed funds, processing failures, or service interruptions. We may suspend or disable payment features if Stripe restricts your account, requires us to do so, or if we reasonably believe continued access creates fraud, security, legal, or financial risk. 9.3 Your merchant responsibilities. You are solely responsible for: accurately describing and delivering your goods and services; setting the amount and terms of each charge; obtaining your customer’s authorization to charge them; providing receipts, invoices, and customer support; maintaining your own customer-facing terms, privacy notices, cancellation rules, deposit terms, and refund policies; following consumer-protection, advertising, tax, licensing, and other laws that apply to your business; calculating, collecting, reporting, and paying applicable taxes; handling cancellations, refunds, complaints, chargebacks, and disputes; providing supporting records or evidence requested by Stripe, a card network, a bank, or a customer; and paying processing fees, refunds, reversals, chargebacks, penalties, negative balances, and other amounts charged to your connected Stripe account. WrapKu does not decide whether a customer is entitled to a refund or whether your goods or services were acceptable. 9.4 Refunds, disputes, and chargebacks. When you request a refund through WrapKu, you are instructing WrapKu to send that request to Stripe. Stripe controls the actual processing and timing of the refund. You remain responsible for the refund and for any resulting fees or negative balance. Chargebacks and disputes are handled through Stripe and the applicable card networks or financial institutions. WrapKu may display dispute information or provide software tools, but WrapKu does not represent you in a dispute and does not guarantee any outcome. 9.5 Card information and PCI responsibilities. Stripe collects and processes payment-card information directly. WrapKu does not store or have access to full card numbers or card security codes. WrapKu may receive limited transaction details from Stripe, such as the transaction amount, payment status, payment-method type, card brand, last four digits, Stripe identifiers, refund status, and dispute status. You are responsible for any Payment Card Industry Data Security Standard requirements that apply to your business or payment setup, including completing any validation or compliance steps requested by Stripe. Do not ask customers to send full card information through WrapKu messages, notes, uploads, email, or other non-payment fields. 9.6 WrapKu and Stripe fees. Some shops may receive free or discounted WrapKu access during beta. Free or discounted WrapKu access does not waive Stripe processing fees, refunds, chargebacks, dispute fees, negative balances, or other payment obligations. WrapKu currently does not charge a platform fee on payments made by your customers. If we introduce a platform fee later, we will disclose it before it applies. Paid WrapKu plans, prices, billing periods, renewal terms, and any applicable taxes will be presented before you subscribe. Unless otherwise stated or required by law, WrapKu subscription fees are non-refundable, we may change future prices with reasonable notice, and we may suspend paid features for overdue amounts.

The Service depends on third-party providers, including hosting, database, security, email, analytics, and payment providers. Your use of a third-party service may be governed by that provider’s own terms and privacy practices. We are not responsible for third-party products, services, acts, omissions, outages, security incidents, policy changes, or decisions that we do not control. This does not limit any responsibility WrapKu has under applicable law for its own conduct.

To the fullest extent permitted by law, the Service is provided “as is” and “as available,” without warranties of any kind, express or implied, including warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

We do not guarantee that the Service will be uninterrupted, secure, or error-free; that data will never be lost or corrupted; that estimates, prices, schedules, tax calculations, quotes, reports, payment statuses, or other outputs will be accurate; that Stripe or another provider will approve or continue providing services to you; or that a customer will pay an invoice or that a payment will not later be disputed or reversed. You are responsible for reviewing Service outputs before relying on them.

WrapKu does not provide legal, accounting, tax, insurance, financial, or professional trade advice. You should consult qualified professionals where appropriate. Some jurisdictions do not allow certain warranty exclusions, so some exclusions may not apply to you.

To the fullest extent permitted by law, WrapKu and its owners, officers, employees, contractors, and affiliates will not be liable for: indirect, incidental, special, exemplary, consequential, or punitive damages; lost profits, revenue, business, customers, opportunities, data, or goodwill; job delays, missed deadlines, incorrect estimates, or business interruption; Stripe holds, reserves, payout delays, refunds, reversals, chargebacks, disputes, or negative balances; or third-party services or outages.

WrapKu LLC’s total aggregate liability for all claims arising from or relating to the Service or private beta will not exceed the greater of the amount you paid directly to WrapKu LLC for the Service during the 12 months before the event giving rise to the claim, or US $100. These limits apply regardless of the legal theory and even if WrapKu was advised that damages were possible. These limits do not apply where applicable law prohibits their application.

You will defend, indemnify, and hold harmless WrapKu and its owners, officers, employees, contractors, and affiliates from third-party claims, losses, liabilities, damages, judgments, penalties, costs, and reasonable attorneys’ fees arising from or relating to: Your Data; your products, services, advertising, estimates, quotes, invoices, or customer work; a claim by one of your customers, employees, contractors, or business partners; refunds, chargebacks, disputes, taxes, or other merchant obligations; your Stripe account or payment activity; your failure to provide required privacy notices or obtain required permissions; your violation of law, third-party rights, or these Terms; or misuse of the Service by you or your authorized users. We will provide reasonable notice of a covered claim. You may not settle a claim in a way that admits wrongdoing by WrapKu or creates an obligation for WrapKu without our written consent.

You may stop using the Service at any time. We may suspend, restrict, or terminate your account or particular features if you breach these Terms; payment is overdue; your use creates a security, fraud, legal, or financial risk; we are required to do so by Stripe, another provider, a court, or government authority; your account has been inactive for an extended period after notice; or we discontinue the Service or beta program.

When your account ends, your right to use the Service ends. Subject to technical feasibility, legal requirements, security concerns, and these Terms, we may provide a reasonable opportunity to export Your Data. We may then delete Your Data from active systems. Deleted information may remain temporarily in encrypted or restricted backups until those backups are overwritten through our normal retention process.

Sections concerning payment obligations, intellectual property, feedback, confidentiality, data-processing responsibilities, disclaimers, limitations of liability, indemnification, dispute terms, and provisions that by their nature should continue will survive termination.

We may update these Terms from time to time. We will update the effective or “last updated” date when changes are made. For material changes, we will provide reasonable notice through the Service, by email, or through another reasonable method. Changes apply prospectively. Continuing to use the Service after the updated Terms take effect means you accept them. If applicable law requires separate consent, we will request it.

These Terms are governed by Florida law, without regard to conflict-of-laws principles. Any lawsuit or court proceeding relating to these Terms or the Service must be brought exclusively in the state or federal courts located in Palm Beach County, Florida, and each party consents to those courts’ personal jurisdiction and venue.

You agree to conduct transactions with WrapKu electronically. You consent to receive agreements, disclosures, notices, updates, and other communications electronically through the Service, by email, or by posting them on our website. You are responsible for keeping your email address current. By clicking a button such as “I Agree,” creating an account, or continuing through an acceptance screen, you intend to provide an electronic signature and enter into a binding agreement. You may download, print, or save a copy of these Terms for your records.

Assignment. You may not assign or transfer these Terms or your account without our written permission. WrapKu may assign these Terms in connection with a merger, acquisition, reorganization, financing, sale of assets, or transfer of the Service or business. Force majeure. WrapKu is not responsible for delays or failures caused by events outside our reasonable control, including natural disasters, hurricanes, fires, severe weather, internet or utility failures, labor disputes, government actions, war, terrorism, civil unrest, cyberattacks, third-party outages, payment-network failures, or widespread service disruptions. Severability. If any provision of these Terms is found unenforceable, it will be limited or modified only as much as necessary, and the remaining provisions will remain effective. No waiver. If either party does not enforce a provision immediately, that does not waive the right to enforce it later. Entire agreement and order of precedence. These Terms, any applicable Private Beta Agreement, the Data Processing Addendum, and any written order or subscription terms constitute the complete contractual agreement concerning the Service and replace prior discussions or agreements about the same subject. The Privacy Policy describes WrapKu’s handling of personal information and is incorporated for notice and disclosure purposes, but does not independently expand WrapKu’s contractual liability beyond these Terms or applicable law. If these documents conflict:

• Written order or subscription terms control only regarding pricing, plan features, and other terms expressly addressed in that document.
• The Data Processing Addendum controls regarding WrapKu’s processing of personal information on a Customer’s behalf.
• The Private Beta Agreement controls regarding beta confidentiality, non-disclosure, access restrictions, testing obligations, feedback submitted during the beta, and restrictions against copying or cloning the private beta.
• The liability limitation in these Terms controls over any different liability limitation in the Private Beta Agreement.
• These Terms control regarding all other matters.

Provisions addressing the same subject should be read as cumulative rather than conflicting whenever reasonably possible. Your separate agreements with Stripe govern the relationship between you and Stripe.

No partnership or agency. These Terms do not create a partnership, joint venture, employment relationship, franchise, fiduciary relationship, or agency relationship between you and WrapKu. Headings. Section headings are included only for convenience and do not affect interpretation.

Questions about these Terms may be sent to WrapKu LLC at [email protected].