Terms of service

The business-to-business terms for using Quoflow, under New Zealand law.

These terms are an agreement between Quoflow Limited (“Quoflow”, “we”) and the business that signs up to use Quoflow (“you”, the “customer”). They apply to the Quoflow app, the Quoflow API and related support (the “service”).

If you sign up on behalf of a business, you confirm you have authority to bind it to these terms. If an order form signed by both of us conflicts with these terms, the order form applies.

1. Business use

Quoflow is supplied to businesses for business purposes only. By accepting these terms you confirm that you are acquiring the service in trade, for the purposes of your business.

Consumer Guarantees Act 1993

Because the service is supplied and acquired in trade, the parties agree under section 43 of the Consumer Guarantees Act 1993 that the provisions of that Act do not apply, to the extent permitted by law.

Fair Trading Act 1986

Because we are both in trade, the parties agree under section 5D of the Fair Trading Act 1986 that sections 9, 12A, 13 and 14(1) of that Act do not apply to the extent permitted by law. The parties agree that it is fair and reasonable that they be bound by this clause.

2. Accounts and admins

Each customer has a workspace. The person who creates it is its first admin.
Admins can invite and remove users, connect mailboxes and systems, set the AI spending limit, create API keys and manage billing.
You are responsible for everything done under your workspace, for keeping passwords and API keys secure, and for making sure your users follow these terms.
Tell us straight away if you think an account or key has been misused.

3. Acceptable use

You must not, and must not let anyone else:

use the service for anything unlawful, or to process information you have no right to process;
try to access another customer’s workspace or data, or get around security or usage limits;
probe, scan or test the service’s vulnerabilities without our written permission;
upload malicious code or interfere with the service’s operation;
resell, sublicense or provide the service to third parties, except as we agree in writing;
copy, reverse engineer or build a competing product using the service, except where the law allows.

4. Your data

You own the information you and your users put into Quoflow, including emails, plans, products, prices, your customers’ details and quotes (“customer data”).

You give us a non-exclusive licence to host, copy, process and display customer data only as needed to provide, secure and support the service for you. This includes sending it to our service providers.

You are responsible for having the right to give us customer data, and for meeting your own privacy obligations to the people it is about. Our data processing agreement forms part of these terms and explains how we handle customer data for you.

We do not sell customer data. We do not use one customer’s data to improve another customer’s results.

5. AI outputs and checking quotes

Quoflow uses AI to sort email, read plans, find doors and suggest products and prices. These outputs are suggestions. They can be wrong or incomplete.

Your staff must review AI outputs before relying on them. Quoflow requires a person to review every job before it can be priced.
You are responsible for checking each quote, including doors, sizes, products, prices and quantities, before you send it to anyone.
Quoflow never sends quotes, emails or orders on its own.

See our Responsible AI statement for more detail.

6. Fees

Fees are as agreed in your order form or shown in the app when you subscribe.
Fees are in New Zealand dollars and exclude GST, which is added where it applies.
Invoices are payable by the due date shown on them. Payments are processed by Stripe.
We may change fees for a future billing period by giving you at least 30 days’ notice.
AI usage within your workspace is limited by the spending limit your admins set.

7. Suspension and termination

Suspension

We may suspend access to the service, in whole or in part, if fees are overdue after we have reminded you, if you breach section 3, or if we reasonably need to in order to protect the service, other customers or the public. We will give notice where we reasonably can, and restore access once the issue is fixed.

Termination

You can close your account at any time from the app or by emailing us. Any commitments in your order form still apply.
Either of us can end this agreement by written notice if the other materially breaches it and does not fix the breach within 30 days of being asked to.
Either of us can end it immediately if the other becomes insolvent or goes into liquidation, receivership or voluntary administration.

After termination

You can export your quotes and data before your account closes. Workspace data is deleted within 90 days of closure, unless the law requires us to keep something longer. Sections that by their nature should continue, including confidentiality, liability and governing law, continue after termination.

8. Confidentiality

Each of us will keep the other’s confidential information confidential, use it only for the purposes of this agreement, and share it only with staff, advisers and providers who need it and are bound to keep it confidential. This does not apply to information that is public through no fault of the receiving party, was already known to it, or is required to be disclosed by law. Customer data is your confidential information.

9. Intellectual property

Quoflow, including the software, the API, the website and their content and design, belongs to Quoflow Limited and its licensors. We give you a non-exclusive, non-transferable right to use the service during your subscription for your internal business purposes.

If you send us feedback or suggestions, we may use them to improve Quoflow without any obligation to you.

10. Third-party services

Quoflow can connect to Microsoft 365 and business systems (ERPs), and can receive email from other providers through your forwarding address. Your use of those services is governed by their own terms with you. We are not responsible for third-party services, their availability or changes they make, but we will take reasonable steps to keep our connections working.

11. Warranties

We will provide the service with reasonable care and skill. Other than that, and except where the law does not allow it, the service is provided “as is”. We do not promise that it will be uninterrupted or error-free, or that AI outputs will be accurate or complete. All other warranties, conditions and terms implied by law are excluded to the extent permitted.

12. Limitation of liability

Neither of us is liable to the other for any indirect or consequential loss, or for loss of profit, revenue, business or goodwill, however it arises.
Each party’s total liability under or in connection with this agreement, whether in contract, tort (including negligence) or otherwise, is limited to the fees you paid us in the 12 months before the event giving rise to the claim.
These limits do not apply to your obligation to pay fees, to breach of confidentiality, or to liability that cannot be limited by law.

13. Indemnities

We will defend you against a third-party claim that your use of the service in line with these terms infringes that third party’s New Zealand intellectual property rights, and pay damages finally awarded or agreed in settlement.
You will defend us against a third-party claim arising from customer data or from your use of the service in breach of these terms, and pay damages finally awarded or agreed in settlement.
In each case, the party being protected must tell the other promptly, let it control the defence, and give reasonable help.

14. Changes to these terms

We may update these terms from time to time. We will give admins at least 30 days’ notice by email of changes that materially affect you. If you do not agree with a change, you can close your account before it takes effect. Continuing to use the service after that date means you accept the updated terms.

15. General

Notices must be in writing. Notices to us must be sent by email. We will send notices to your admin’s email address.
Neither of us is liable for delay caused by events beyond our reasonable control.
You may not transfer this agreement without our consent. We may transfer it to a buyer of our business, with notice to you.
If any part of these terms is unenforceable, the rest continues to apply.
Nothing in these terms confers a benefit on any third party under subpart 1 of Part 2 of the Contract and Commercial Law Act 2017.
These terms, any order form and the data processing agreement are the whole agreement between us about the service.

16. Governing law

These terms are governed by the laws of New Zealand. The courts of New Zealand have exclusive jurisdiction over any dispute about them.

Last updated 12 October 2026