Terms of Service

1. Agreement to Terms

By creating an account, accessing, or using LedgerReady ("the Platform"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, do not use the Platform.

These Terms constitute a legally binding agreement between you ("Customer," "you," or "your") and Trades Captain LLC, a Wyoming limited liability company, DBA LedgerReady ("LedgerReady," "Provider," "we," "us," or "the Platform").

If you are using the Platform on behalf of a business or other legal entity, you represent that you have the authority to bind that entity to these Terms.

2. What LedgerReady Is

LedgerReady is a pre-accounting preparation platform. It helps users organize financial data, upload statements, and prepare for professional accounting services.

LedgerReady includes a Preparation Intelligence Engine ("PIE") that applies automated, rule-based algorithms to customer-provided transaction data and surfaces structured observations. These observations may include potential duplicate payment patterns, missing period coverage gaps, threshold proximity patterns, and payment frequency patterns. PIE observations are preparation aids generated from predefined mathematical rules. They are not professional analysis, verification, or assurance of any kind.

LedgerReady may also provide accountant-facing AI investigation features that summarize prepared engagement data, explain deterministic observations, and answer grounded questions about transactions already organized by the Platform. These AI features operate only after parsing and preparation workflows, must remain grounded in system data, and do not provide accounting, tax, or legal advice.

3. What LedgerReady Is Not

LedgerReady is NOT:

• An accounting service or bookkeeping tool
• A tax preparation or tax filing service
• A financial advisory service
• A compliance monitoring or detection system
• A fraud detection or anti-money laundering tool
• A bank or financial institution
• A replacement for a licensed accountant, bookkeeper, or tax professional
• A substitute for professional review of financial data

LedgerReady does not connect to bank accounts, does not make accounting decisions, does not classify transactions on behalf of clients, and does not determine regulatory compliance. The Platform is a technology vendor and is not a licensed public accounting firm. The Platform does not render accounting, tax, legal, or compliance advice. The Services do not constitute an audit, review, compilation, or any other attest service under the standards of the American Institute of Certified Public Accountants (AICPA) or any state board of accountancy.

4. Eligibility

You must be at least 18 years of age to use the Platform. Business users must have authority to act on behalf of the business they are preparing for.

5. Account Types and Roles

The Platform supports the following account types:

• Client accounts — individuals or businesses preparing financial data for professional accounting review.
• Accountant accounts — licensed or practicing accounting professionals reviewing client preparations.

Each role has different access permissions enforced at the database level. Clients cannot access accountant-only features. Accountants can only access data for clients who have been linked to their account through the Platform's invitation system.

6. User Responsibilities

You are responsible for:

• The accuracy of information you provide during intake and self-declaration.
• The authenticity and legality of files you upload.
• Maintaining the security of your account credentials.
• Obtaining all necessary consents and authorizations before uploading financial data belonging to third parties, including compliance with the Gramm-Leach-Bliley Act (GLBA), state privacy laws, and any applicable confidentiality agreements.

You must not:

• Upload documents belonging to others without proper authorization.
• Misrepresent your identity, business, or professional credentials.
• Attempt to access, modify, or delete data belonging to other users.
• Use the Platform for money laundering, fraud, or any illegal purpose.
• Use automated scripts or bots to access the Platform without authorization.
• Reverse-engineer or extract algorithms, models, or proprietary logic from the Platform.

7. What LedgerReady Does With Your Data

• Uploaded files are processed to remove noise (duplicates, reversals, authorization holds) using automated pattern-matching rules.
• The Preparation Intelligence Engine analyzes transaction data and surfaces structured observations based on predefined mathematical rules.
• The Platform generates preparation artifacts (Pre-Accounting Record, Setup Blueprint, Assumptions, and related outputs).
• For accountant-facing features, the Platform may suggest transaction categories and generate grounded investigation summaries. These are preparation aids only and require accountant review and confirmation.
• All processing is described in further detail in our Privacy Policy.

8. Preparation Intelligence Observations

The Platform may surface structured observations regarding transaction patterns, including but not limited to potential duplicate payments, missing period coverage, threshold proximity patterns, and payment frequency patterns. These observations are:

(a) Generated by automated, rule-based algorithms applied solely to data provided by the Customer;

(b) Provided for informational and preparation purposes only;

(c) Not a guarantee of detection completeness — the absence of an observation does not indicate the absence of an issue;

(d) Not a substitute for the independent professional judgment of a licensed accountant, tax advisor, or legal counsel;

(e) Not an audit opinion, compilation, review, attest service, or any form of assurance under the standards of the AICPA or any state board of accountancy.

You acknowledge and agree that all professional determinations, classifications, filings, and client advisement decisions remain your sole and exclusive responsibility. Observations are generated by mathematical rules applied to the data you provide. The Platform does not determine intent, legality, or regulatory classification.

9. Prohibition on Assurance Linkage

You shall not represent to any third party, client, or regulatory body that Platform observations constitute independent verification, audit, or assurance of financial accuracy. You shall not append LedgerReady's name, logos, brand marks, or system outputs to any attest report, audit opinion, compilation, review, or client-facing document in a manner that suggests LedgerReady has validated, verified, or independently confirmed the underlying financial data.

10. Data Ownership

You own your data. LedgerReady does not claim ownership of any uploaded files, preparation records, or generated artifacts. You may export or delete your data at any time, subject to the deletion and account-status terms described in Section 12.

11. Fees and Billing

Subscription fees are billed monthly or annually as selected during sign-up. All fees are disclosed before any charge is made. Payment processing is handled by our third-party payment processor (Stripe). We do not store payment card data.

All subscription payments are final and non-refundable. This applies to both monthly and annual plans.

If you cancel your subscription, you will retain access through the end of your current billing period. Cancellation stops future billing but does not entitle you to a refund of any amount already charged.

Annual Plan Commitment. Customers purchasing annual plans are committing to a full 12-month subscription paid upfront. The discounted annual price is offered in exchange for this upfront commitment and is non-refundable under any circumstance. Annual plan customers who cancel mid-year forfeit the remaining subscription period with no pro-rata refund.

12. Data Retention

• Structured preparation records (Pre-Accounting Record, certificates, audit trails, preparation observations) are stored while your account is active.
• Raw uploaded source files (bank statements, CSVs, PDFs) are stored until you or your accountant delete them, or until account deletion and related cleanup workflows require their removal.
• Accountant-controlled cleanup may be performed in batches by client year or by selecting an entire year across clients.
• Deleted source files are soft-deleted first and then permanently purged after the standard deletion safety window.
• Account data is retained while your account is active and deleted within 30 days of account deletion.
• Anonymized aggregate data may be retained indefinitely for product improvement. This data is irreversibly de-identified and cannot be used to identify any individual, business, or specific client account. Anonymized data is never pooled in a manner that could enable re-identification of any customer's transaction data.

13. Disclaimers

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LEDGERREADY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Without limiting the foregoing:

• LedgerReady does not provide accounting advice, tax advice, legal advice, or financial advisory services.
• Automated outputs (including transaction suppression, pattern observations, and category suggestions, and accountant-facing AI investigation summaries) are preparation aids, not professional judgments.
• The Preparation Intelligence Engine does not guarantee detection of all transaction patterns, anomalies, or irregularities. The absence of an observation is not confirmation that no issue exists.
• The Pre-Accounting Ready status and Preparation Certificate confirm that preparation was completed — they do not certify the accuracy of the underlying financial data.
• You should consult qualified professionals for all accounting, tax, and legal decisions.

13.1 Non-Reliance

You agree not to rely solely on the Platform or any observation, output, or artifact generated by the Platform when making financial, tax, regulatory, or legal decisions. All Platform outputs are preparation aids that require independent professional review and judgment. Any decision made in reliance on Platform outputs without such independent professional verification is made at your own risk.

13.2 Service Availability

LedgerReady does not warrant or guarantee that the Platform will be uninterrupted, timely, secure, or error-free, or that defects will be corrected. The Platform may be subject to scheduled and unscheduled downtime for maintenance, updates, or reasons beyond LedgerReady's control. LedgerReady shall not be liable for any loss or damage arising from Platform unavailability.

13.3 Data Loss

LedgerReady is not responsible for loss, corruption, or unauthorized access to data except to the extent directly caused by LedgerReady's gross negligence or willful misconduct. You are solely responsible for maintaining independent backups of your financial data. LedgerReady's liability for data loss, where applicable, is subject to the limitations set forth in Section 14.

14. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

(a) Consequential Damages Waiver. IN NO EVENT SHALL LEDGERREADY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, LOSS OF REVENUE, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE SERVICES, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF LEDGERREADY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

(b) Aggregate Liability Cap. LEDGERREADY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE PLATFORM SHALL NOT EXCEED THE TOTAL SUBSCRIPTION FEES ACTUALLY PAID BY YOU TO LEDGERREADY IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

(c) PIE-Specific Limitation. Without limiting the generality of the foregoing, LedgerReady shall have no liability for: (i) any financial loss, regulatory penalty, or professional malpractice claim arising from your reliance on, or failure to act upon, any observation generated by the Preparation Intelligence Engine; (ii) the failure of the Platform to detect or surface any particular transaction pattern, anomaly, or irregularity; (iii) any determination, classification, or filing made by you or your clients based in whole or in part on Platform observations.

(d) Uncapped Carve-Outs. The limitations in this Section 14 shall not apply to liability arising from (i) a party's deliberate fraud or willful misconduct, (ii) a party's gross negligence, or (iii) death or bodily injury caused by a party's negligence.

(e) Allocation of Risk. You acknowledge that the allocation of risk set forth in this Section 14 is a fundamental element of the basis of the bargain between you and LedgerReady, and that the subscription fees charged by LedgerReady have been calculated in direct, material reliance upon these limitations.

15. Indemnification

15.1 Your Indemnification of LedgerReady

You shall defend, indemnify, and hold harmless LedgerReady and its officers, directors, employees, and agents from and against any and all third-party claims, demands, actions, regulatory investigations, penalties, fines, losses, liabilities, damages, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

(a) Professional services, audits, compilations, tax returns, or advisory services rendered by you to any third party;

(b) Your reliance on Platform observations for professional determinations;

(c) Regulatory penalties or fines assessed against you or your clients resulting from your use of, or failure to use, Platform observations;

(d) Your representation that Platform observations constitute independent verification or professional assurance;

(e) Your failure to obtain necessary legal consents to upload financial transaction data into the Platform, or claims that uploaded data violates the Gramm-Leach-Bliley Act, state privacy laws, or third-party confidentiality agreements;

(f) Your violation of these Terms or applicable law.

15.2 Carve-Out

Your indemnification obligation under Section 15.1 does not apply to the extent a claim is caused directly by LedgerReady's gross negligence or willful misconduct.

15.3 Indemnification Procedures

The indemnified party shall provide prompt written notice of any claim (within thirty (30) days of becoming aware of the claim). The indemnifying party shall have control of the defense, provided the indemnifying party uses competent counsel and does not settle any claim in a manner that admits legal fault on behalf of the indemnified party without prior written consent.

15.4 LedgerReady's Indemnification of You

LedgerReady shall defend, indemnify, and hold harmless you from and against third-party claims alleging that the Platform infringes a valid United States patent, copyright, or trademark, provided you promptly notify LedgerReady and cooperate in the defense. LedgerReady's indemnification obligation does not extend to claims arising from your modification of the Platform, your combination of the Platform with third-party products, or your use of the Platform in violation of these Terms.

16. Accountant-Specific Terms

If you are using the Platform as an accountant, you additionally acknowledge and agree that:

• LedgerReady does not replace your professional judgment.
• Category suggestions and AI investigation summaries are starting points, not conclusions.
• The Verified stamp records that you have reviewed a preparation and marked it as reviewed. It is a record of your action, not a certification of the accuracy or completeness of the underlying data. Once applied, it cannot be reversed.
• You retain full professional liability for all accounting decisions made after reviewing Platform outputs, including Preparation Intelligence observations.
• LedgerReady does not establish a professional relationship between the Platform and your clients.
• You shall not reference LedgerReady as a source of assurance or independent verification in any communication to your clients or regulatory bodies.

17. Beta and Pilot Features

LedgerReady may designate certain features, algorithms, or observation categories as "Beta," "Pilot," or "Preview." Beta Features will be clearly and conspicuously labeled as such within the Platform's user interface at all times during the Beta period. If you are granted access to Beta Features:

(a) Beta Features are provided strictly on an "AS IS" and "AS AVAILABLE" basis. ALL REPRESENTATIONS, WARRANTIES, SERVICE LEVEL COMMITMENTS, AND STANDARD INDEMNIFICATION OBLIGATIONS (SECTION 15.4) ARE EXPRESSLY EXCLUDED FOR BETA FEATURES.

(b) LedgerReady's aggregate liability arising out of or related to your use of any Beta Feature shall not exceed one hundred dollars ($100.00), regardless of the legal theory.

(c) You acknowledge that Beta Features are experimental, may contain errors, and may produce inaccurate observations. You assume all risk associated with the use of Beta Features in any professional workflow.

(d) LedgerReady may modify or discontinue Beta Features at any time without notice.

18. Termination

You may delete your account at any time. Upon deletion:

• Raw source files enter our deletion workflow and are typically removed within 30 days.
• Structured preparation records may be retained in anonymized form for aggregate analytics only.
• If a client deletes their account, their accountant loses access to that client's data. Accountants should export records before client deletion.

LedgerReady reserves the right to suspend or terminate accounts that violate these Terms. You will be notified of violations and given an opportunity to respond before permanent termination, except as provided below.

LedgerReady may suspend access immediately without prior notice when necessary to:

• Protect platform security or infrastructure integrity.
• Prevent ongoing or imminent illegal activity.
• Prevent harm to other users or their data.
• Prevent material legal exposure to LedgerReady.
• Comply with a court order, subpoena, or government directive.

In the event of an immediate suspension, LedgerReady will provide notice and an explanation as soon as reasonably practicable thereafter, unless prohibited by law or court order from doing so.

19. Dispute Resolution

19.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Wyoming, without regard to its conflict of laws principles.

19.2 Mandatory Arbitration

Any dispute, claim, or controversy arising out of or relating to these Terms or the use of the Platform shall be resolved exclusively through binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator in the State of Wyoming, or remotely at the arbitrator's discretion.

19.3 Class Action Waiver

YOU AND LEDGERREADY AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. The arbitrator may not consolidate more than one person's claims and may not preside over any form of class or representative proceeding.

19.4 Small Claims Exception

Notwithstanding the foregoing, either party may bring an individual action in small claims court for claims within the jurisdictional limits of such court.

19.5 Injunctive Relief

Nothing in this Section 19 shall prevent either party from seeking injunctive or other equitable relief in any court of competent jurisdiction to protect its intellectual property rights or confidential information.

19.6 Mass Arbitration Protocols

In the event that thirty (30) or more similar arbitration demands are filed against LedgerReady within a sixty (60) day period, the parties agree to the following bellwether process: (a) the AAA shall randomly select ten (10) demands for individual arbitration; (b) all remaining demands shall be stayed pending resolution of the bellwether proceedings; (c) following the bellwether arbitrations, the parties shall engage in a single mediation session to attempt to resolve the remaining demands; (d) if mediation is unsuccessful, the remaining demands shall proceed in batches of twenty (20).

20. Changes to These Terms

LedgerReady may update these Terms from time to time. Material changes will be communicated via email and in-app notification at least 30 days before taking effect. The "Last Updated" date at the top of this page will always reflect the current version. Continued use of the Platform after changes take effect constitutes acceptance of the updated Terms. If you do not agree with the updated Terms, you must stop using the Platform.

21. General Provisions

Entire Agreement. These Terms, together with the Privacy Policy and any applicable subscription agreement, constitute the entire agreement between you and LedgerReady regarding the Platform.

Severability. If any provision of these Terms is held to be unenforceable, the remaining provisions shall remain in full force and effect.

Waiver. The failure of LedgerReady to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

Assignment. You may not assign these Terms without LedgerReady's prior written consent. LedgerReady may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of its assets.

No Fiduciary Relationship. Nothing in these Terms creates a fiduciary relationship, advisory relationship, agency relationship, partnership, joint venture, or employment relationship between the parties. LedgerReady owes no duty of care to you beyond the obligations expressly stated in these Terms.

Force Majeure. LedgerReady shall not be liable for any delay or failure to perform any obligation under these Terms where the delay or failure results from events beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, labor disputes, internet service failures, power outages, government actions, pandemics, or third-party service provider outages. LedgerReady will use commercially reasonable efforts to resume performance as soon as practicable.

Contact. Questions about these Terms may be directed to: support@ledgerready.app

Changelog