Terms & Conditions

Terms and Conditions

This platform subscriptionagreement is a legal agreement between you and Costflows Limited. (“Costflows”,“we”, “us” or “our”) governing your use of the Costflows platform. Please readthis agreement carefully. By signing up and completing your registration, youindicate your acceptance of this agreement and agree to abide by the terms andconditions set forth herein. If you are entering into this agreement on behalfof a business or other legal entity, you hereby represent and warrant that youhave the authority to bind such entity and its affiliates to the terms andconditions of this agreement, in which case “you” or “your” shall refer to suchentity and its affiliates. If you do not have such authority, or if you do notagree with the terms and conditions of this agreement, you may not accept thisagreement nor may you use the base platform or receive services hereunder.

1. Definitions

In addition to the terms defined in the body of theagreement, the following terms have the following meanings:

“End Users” means individuals sixteen years or olderwho are authorized to access and use the Costflows Platform under YourSubscription. End Users may include but are not limited to You and Youremployees, consultants, contractors, and agents.

“Costflows Platform” means the online applicationprovided by Costflows, the mobile application(s) provided by Costflows, and theunderlying servers and software used to provide such applications (collectivelythe “Platform” or “System”)

“Fees” means Subscription Fees, Services Fees, and anyother amounts due to Costflows and payable by You under this Agreement.

“Residuals” means ideas, concepts, know-how,expertise, methods, methodologies, functional and technical architectures,techniques or skills, writings in which any of the same are fixed (including,without limitation, all reports, computer software systems, routines, datamodels, technical data, processes, designs, code and documentation and systems,concepts and business information) Costflows has developed or is developing inconnection with the business of creating and offering the Costflows Platform.Residuals do not include Your Confidential Information or Your Data.

“Setup Fees” means any fees agreed upon by bothparties to pay for services required to become fully setup to use the CostflowsPlatform.

“Subscription” means the right to access the CostflowsPlatform during the Term.

“Subscription Fees” means the fees for a Subscriptionto any version of the Costflows Platform and as detailed either on the Costflowswebsite or on the subscription sign-up page.

“Your Data” means anypersonally identifiable data uploaded by You to the Costflows Platform thatwould typically be provided in the normal course of using the Platform, as wellas all information generated by the End Users during the use of the Platform.Your Data includes, without limitation, any financial information of any natureor any other personally identifiable information that could be legallyconsidered private or sensitive.

2. Provision of the Platform

Registration. When registering fora paid Subscription, You must be sixteen years or older to register, and mustprovide complete and accurate information during the registration process,including a valid credit card number or bank account (for ACH debit) that Youare authorized to use.

Term. The term of this Agreement begins onthe date you complete the registration and we activate Services for yourAccount. This Agreement will continue from month to month until terminated byeither party pursuant to the terms hereof.

Order Acceptance Policy. Your successfulsubmission of your order on the Site signifies acceptance by Costflows of yourorder and the provision of your Account.

Subscription. Costflows shall makethe Costflows Platform available to You and Your End Users pursuant to thisAgreement during the Term. You agree that your purchase of the Subscription isneither contingent upon the delivery of any future functionality or featuresnor dependent upon any oral or written public comments made by Costflows withrespect to future functionality or features.

Support. Support via emailand phone is available in connection with a paid Subscription. Use of servicesis limited to registered users associated with an active company account.

Use of Services. You must follow anypolicies made available to you within the Services. You agree you will notmisuse our Services. For example, don’t interfere with our Services or try toaccess them using a method other than the interface and the instructions thatwe provide. You may use our Services only as permitted by law, includingapplicable export and re-export control laws and regulations. We may suspend orstop providing our Services to you if you do not comply with our terms orpolicies or if we are investigating suspected misconduct.

Using our Services does not give you ownership of anyintellectual property rights in our Services or the content you access. You maynot use content from our Services unless you obtain permission from its owneror are otherwise permitted by law. These terms do not grant you the right touse any branding or logos used in our Services. Don’t remove, obscure, or alterany legal notices displayed in or along with our Services.

Our Services may display some content that is not Costflows’ssuch as vendor quotes or invoices. This content is the sole responsibility ofthe entity that makes it available. We may review data or content to re-formator make calculations to aid you in using and analyzing the content.

In connection with your use of the Services, we maysend you service announcements, administrative messages, and other information.You may opt out of some of those communications.

Required Information. In order to use the CostflowsPlatform, you are required to provide us with certain information relating toyour identity, End Users, transactions, and financial statements. You mustprovide us with accurate and complete information and keep the informationup-to-date. We rely on this information for underwriting and to meet ourobligations under applicable laws and agreements with our sponsor financialinstitution.  If the scope or nature of your business changes, you mustnotify us immediately; your failure to do so will be considered a breach of theSubscription.

3. Your Costflows Account

You need a Costflows Account in order to use ourServices. Your Account may be assigned to you by an administrator, such as youremployer, or by Costflows. If you are using an Account assigned to you by anadministrator, different or additional terms may apply and your administratormay be able to access or disable your account. It is the responsibility of theaccount administrator to activate and inactivate users.

To protect your Account, keep your passwordconfidential. You are responsible for the activity that happens on or throughyour Account.

4. Privacy

By using the product, you agree that Costflows, in itssole discretion, may use your trade names, trademarks, service marks, logos,domain names, and other distinctive brand features, in presentations, marketingmaterials, customer lists, financial reports and web site listings (includinglinks to your Company Profile, Storefront and web site) for the purpose ofadvertising, promoting or publicizing Costflows’s Services. All other aspectsof Costflows’s privacy policy can be found at here.

5. Your Content in our Services

Some of our Services allow you (or Costflows on yourbehalf) to upload, submit, store, send or receive content. You retain ownershipof any intellectual property rights that you hold in that content.

When you upload, submit, store, send or receivecontent to or through our Services, you give Costflows (and those we work with)a worldwide license to use, host, store, reproduce, modify, create derivativeworks (such as those resulting from translations, adaptations or other changeswe make so that your content works better with our Services), communicate,aggregate with other user data and share aggregate data. The rights you grantin this license are for the limited purpose of operating, promoting, andimproving our Services, and to develop new ones. This license continues even ifyou stop using our Services.

Costflows will not share your specific item price dataidentified with your name to any third parties. However, for the purposes ofdeveloping the product capabilities information gathered from Customers will beaggregated and anonymized.

6. Authorization to Act on your behalf

You, as a restaurant customer, authorize Costflows toact on your behalf with your suppliers for the purposes of data collection andorder submission. Costflows will gather data including, but not limited tosupplier items, prices, pack/size, brand, etc. However, Costflows is not partyto your transactions. The services are intended to facilitate businesscommunications and sales and purchase transactions between you acting as eithera Restaurant and/or Registered User acting as either a Restaurant or Supplier. Costflowsis only a conduit through which a Restaurant and Supplier can negotiate, submitand track orders for the purchase and sale of Supplier’s products and services.However, Costflows does not represent either Restaurant or Supplier inconnection with any transactions facilitated through the Site, App or Services,and Costflows is not a party to any transaction between any Restaurant andSupplier.

7. About Software in our Services

When a Service requires or includes downloadablesoftware, this software may update automatically on your device once a newversion or feature is available.

Costflows gives you a personal, worldwide,royalty-free, non-assignable and non-exclusive license to use the softwareprovided to you by Costflows as part of the Services. This license is for thesole purpose of enabling you to use and enjoy the benefit of the Services asprovided by Costflows, in the manner permitted by these terms. You may notcopy, modify, distribute, sell, or lease any part of our Services or includedsoftware, nor may you reverse engineer or attempt to extract the source code ofthat software, unless laws prohibit those restrictions or you have our writtenpermission.

8. Modifying and Terminating ourServices

We are constantly changing and improving our Services.We may add or remove functionalities or features, and we may suspend or stop aService altogether.

You can stop using our Services at any time, althoughwe’ll be sorry to see you go! Costflows may also stop providing Services toyou, or add or create new limits to our Services at any time.

We believe that you own your data and preserving youraccess to such data is important. If we discontinue a Service, where reasonablypossible, we will attempt to give you 30 days’ advance notice and a chance toget information out of that Service. If you end your paid subscription to ourServices, we will attempt to preserve your access to your data in Costflows fora period of 12 months after the subscription is ended. You may not be able toaccess your data following 12 months after the end of your paid subscription.

9. Our Warranties and Disclaimers

We provide our Services using a commerciallyreasonable level of skill and care and we hope that you will enjoy using them.But there are certain things that we don’t promise about our Services.

Nothing in these Terms, or the provision of Services,is intended to be interpreted as any endorsement or recommendation by Costflowsof any Restaurant, Supplier, product or service.

OTHER THAN AS EXPRESSLY SET OUT IN THESE TERMS ORADDITIONAL TERMS, NEITHER COSTFLOWS NOR ITS AFFILIATES MAKE ANY SPECIFICPROMISES ABOUT THE SERVICES. FOR EXAMPLE, WE DON’T MAKE ANY COMMITMENTS ABOUTTHE CONTENT WITHIN THE SERVICES, THE SPECIFIC FUNCTIONS OF THE SERVICES, ORTHEIR RELIABILITY, AVAILABILITY, OR ABILITY TO MEET YOUR NEEDS. WE PROVIDE THESERVICES “AS IS”.

SOME JURISDICTIONS PROVIDE FOR CERTAIN WARRANTIES,LIKE THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSEAND NON-INFRINGEMENT. TO THE EXTENT PERMITTED BY LAW, COSTFLOWS EXCLUDES ALLWARRANTIES.

10. Liability for our Services

NEITHER COSTFLOWS NOR ANYONE ELSE INVOLVED INCREATING, PRODUCING, DELIVERING (INCLUDING SUSPENDING OR DISCONTINUING COSTFLOWSPLATFORM) OR SUPPORTING THE COSTFLOWS PLATFORM SHALL BE LIABLE TO CUSTOMER ORANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGESARISING OUT OF THE COSTFLOWS PLATFORM OR INABILITY TO USE THE COSTFLOWSPLATFORM, INCLUDING, WITHOUT LIMITATION, LOST REVENUE, LOST PROFITS, LOSS OFTECHNOLOGY OR OTHER RIGHTS, LOST DATA, EVEN IF ADVISED OF THE POSSIBILITY OFSUCH DAMAGES, WHETHER UNDER THEORY OF CONTRACT OR TORT (INCLUDING NEGLIGENCE,STRICT LIABILITY OR OTHERWISE).

TO THE EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OFCOSTFLOWS, AND ITS AFFILIATES, FOR ANY CLAIMS UNDER THESE TERMS, INCLUDING FORANY IMPLIED WARRANTIES, IS LIMITED TO THE AMOUNT TO BE PAID FOR ONE MONTH OFUSE OF THE COSTFLOWS PLATFORM IN TOTAL; PROVIDED, HOWEVER, THAT THE FOREGOINGLIMITATIONS SHALL NOT APPLY TO ANY LIABILITY WHICH MAY NOT BE EXCLUDED ORLIMITED UNDER APPLICABLE LAW.

CUSTOMER RECOGNIZES THAT THE INTERNET CONSISTS OFMULTIPLE PARTICIPATING NETWORKS THAT ARE SEPARATELY OWNED AND NOT SUBJECT TO COSTFLOWS’SCONTROL. CUSTOMER AGREES THAT COSTFLOWS SHALL NOT BE LIABLE FOR DAMAGESINCURRED OR SUMS PAID WHEN THE COSTFLOWS PLATFORM IS TEMPORARILY OR PERMANENTLYUNAVAILABLE DUE TO MALFUNCTION OF, OR CESSATION OF, INTERNET SERVICES BYNETWORK(S) OR INTERNET SERVICE PROVIDERS NOT SUBJECT TO COSTFLOWS’S CONTROL, ORFOR TRANSMISSION ERRORS IN, CORRUPTION OF, OR THE SECURITY OF CUSTOMERINFORMATION CARRIED ON SUCH NETWORKS OR INTERNET SERVICE PROVIDERS OR AS ARESULT OF THE DISCONNECTION FROM OR UNAVAILABILITY OF ANY NETWORK.

CUSTOMER ACKNOWLEDGES THAT THE COSTFLOWS PLATFORMRELIES ON OPTICAL CHARACTER RECOGNITION TECHNOLOGY THAT INHERENTLY MAY MAKE ERRORSIN ITS ATTEMPTS TO TRANSLATE IMAGES INTO TEXTUAL DATA AND OTHER DATA INPUT THATMAY BE INCORRECT OR OTHERWISE INACCURATE. CONSEQUENTLY, CUSTOMER AGREES THAT ITIS SOLELY RESPONSIBLE FOR ENSURING THAT THE CUSTOMER DATA ADDED TO THE COSTFLOWSPLATFORM, WHETHER THROUGH OPTICAL CHARACTER RECOGNITION OR THROUGH DATA IMPUTBY OR ON BEHALF OF CUSTOMER IS ACCURATE AND COMPLETE AND IS SOLELY LIABLE FORTHE CONSEQUENCES OF ANY BUSINESS DECISIONS MADE USING ANY INFORMATION ORRESULTS OBTAINED THROUGH USE OF THE COSTFLOWS PLATFORM.

11. Business uses of our Services

If you are using our Services on behalf of a business,that business accepts these terms. It will hold harmless and indemnify Costflowsand its affiliates, officers, agents, and employees from any claim, suit oraction arising from or related to the use of the Services or violation of theseterms, including any liability or expense arising from claims, losses, damages,suits, judgments, litigation costs and attorneys’ fees.

12. About these Terms

We may modify these terms or any additional terms thatapply to a Service to, for example, reflect changes to the law or changes toour Services. You should look at the terms regularly. We’ll post notice ofmodifications to these terms on this page. We may post notice of modifiedadditional terms in the applicable Service. Changes will not applyretroactively and will become effective no sooner than fourteen days after theyare posted. However, changes addressing new functions for a Service or changesmade for legal reasons will be effective immediately. If you do not agree tothe modified terms for a Service, you should discontinue your use of thatService.

If there is a conflict between these terms and theadditional terms, the additional terms will control for that conflict.

These terms control the relationship between Costflowsand you. They do not create any third party beneficiary rights.

If you do not comply with these terms, and we don’ttake action right away, this doesn’t mean that we are giving up any rights thatwe may have (such as taking action in the future).

If it turns out that a particular term is notenforceable, this will not affect any other terms.

The laws of HK SAR., will apply to anydisputes arising out of or relating to these terms or the Services. All claimsarising out of or relating to these terms or the Services will be litigatedexclusively in the HKSAR courts, and you and Costflowsconsent to personal jurisdiction in those courts.

For information about howto contact Costflows, please visit www.Costflows.com

Privacy Policy

This Policy covers thecollection and use of Personal Information by Costflows Limited. when youvisit, access or use our websites and related products and services, includingour mobile applications (individually and collectively, the “Sites” or“Services”). It does not apply to any third-party site that may be linked toour Sites, and we are not responsible for the content, security, or privacy practicesemployed by other sites.

Effective Date

This privacy policy is effective as of Feb 09, 2023.

Introduction

“Personal Information” is information that can beassociated with a specific person and used to identify that person.  At CostflowsCo. (“Costflows”, “CF”,“we”, “us” or “our”), we know that you care about yourPersonal Information and how it is used and shared, and we are committed torespecting your privacy and helping protect the security of your information.The purpose of this Privacy Policy (the “Policy”) is to help you betterunderstand how and why we gather, store and process information collected fromyou. This Policy also explains what Cookies are, how and why they are used andchoices regarding information collected about you.  Note that PersonalInformation does not include information that has been de-identified so that itdoes not identify a specific user, which may be used for any legal purpose.

Your agreement to thisPolicy

By accessing or otherwise using our Sites, you areconsenting to the information collection and use practices described in thisPolicy. If you are using the Sites on behalf of a company or other legalentity:

• You     hereby represent and warrant that you have the authority to consent to     this Policy (and any Terms of Use applicable to the Sites or Services) on     behalf of the company or other legal entity.
• You are     nevertheless individually bound by this Policy even if your company has a     separate agreement with us.
• As used     in this Policy, “you” and “your” refer both to you individually and the     company on behalf of which you are agreeing to this Policy.

The information wecollect about you 

Information youprovide.   To fully benefit from certain sections of the Sites,you will be required to provide us with Personal Information, including yourname, title, company name, mailing address, e-mail address, etc. Some forms mayask for additional demographic or corporate information, your industry andmarket segment, vendor names, unique identifiers or may inquire about yourpreferences and interests. Some fields may be mandatory to obtain the servicerequested, while others may be optional. Should you choose not to provide thisinformation, you may be denied access to certain parts or content of the Sites,and the Sites may not function optimally as a result.   We do NOTcollect sensitive personal information such as credit card numbers, socialsecurity numbers or bank account data.

Our billing, subscription and payment processes arehosted by a third-party e-commerce solutions provider. They host our orderingand billing system, and they collect your billing information directly from youfor the purpose of processing your order and initiating or maintaining yoursubscription to our Sites and Services. This company does not use thisinformation for any other purpose, and this company does not share with Costflowsany sensitive billing data such as credit card or bank account information.

Information generated and collectedautomatically. Weuse web analytics tools to automatically store Site usage information, such asthe origin, numbers and frequency of visitors to our Sites and how they use itscontents and components. This data is only used in the analytics tool aggregateand helps us figure out how to provide an optimal experience to as many usersas possible.   When a user provides us with Personal Information, wemay store it in our marketing databases to personalize your relationship with Costflows.We do this to recognize you and to gather data when you visit our Sites; we mayalso do this with Cookies (please read more about Cookies below).

What we do with yourinformation

Our primary goal in collecting personal information isto deliver a smooth, efficient and personalized experience when on our Sites.This allows us to provide you with the information, services and features thatare most likely to meet your needs.  For example, we may store and useyour personal information to make our Sites easier to use by, by eliminatingthe need for you to repeatedly enter the same information or by customizing ourSites to your particular preference or interests.  Additionally, we useinformation that we collect about you or that you provide to us, including anyPersonal Information, to provide you with notices about youraccount/subscription, to carry out our obligations and enforce our rightsarising from any contracts entered into between you and us, and to notify youabout changes to our Sites.

Who we share it with

Information about our customers is an integral part ofour business. We neither loan nor sell your personal information to anyone.Except as described below, personal information you provide us through ourSites will not be shared outside of Costflows and its controlled subsidiariesand affiliates without your permission.  Consistent with the purpose ofthe Sites, we may disclose information you provide to us to other users of theSites. For example, we may share information about you with people you areconnected to through the Sites such as your employees, employers, andco-workers.

We contract with other companies to provide serviceson our behalf, such as hosting websites, processing transactions, supportingsales and client interactions, and analyzing our Sites. We provide thesecompanies with only those elements of your personal information they need todeliver those services. These companies and their employees are prohibited fromusing that personal information for any other purpose.   Inconnection with certain transactions, we may disclose some or all of yourpersonal information to financial institutions, government entities, andshipping companies or postal services involved infulfillment.     Circumstances may arise where forstrategic or other business reasons Costflows decides to sell, buy, merge orotherwise reorganize. Such a transaction may involve the disclosure of personalinformation to prospective or actual purchasers, or receiving it from sellers,and in such cases we will seek appropriate protection for information in thesetypes of transactions.

We may disclose personal information if required to doso by law or in the good-faith belief that such action is necessary to complywith legal requirements or with legal process served on us, to protect anddefend our rights or property, or in urgent circumstances to protect thepersonal safety of any individual. We may also disclose personal information atyour direction or to otherwise fulfill the purpose for which you provide it.

About e-mailcommunications

By providing us information in association with youruse of the Sites, you establish a business or other applicable relationshipwith Costflows for purposes of CAN-SPAM, the Telephone Consumer Protection Act,and all other applicable law that addresses unsolicited commercialcommunications. Unless you expressly opt-out, you agree that Costflows or itsagents may call, e-mail, or otherwise communicate with you regarding promotionof the sale, lease, or exchange of goods, services, real property, or any otherthing of value. You may choose to stop receiving our marketing emails or anynewsletters by following the unsubscribe instructions included in these emailsor you can contact us at support@Costflows.com.

Cookies and other userinformation used on this Site

As is true of most Web sites, we gather certaininformation automatically and store it in log files. This information includesinternet protocol (IP) addresses, browser type, internet service provider(ISP), referring/exit pages, operating system, date/time stamp, and clickstreamdata. We use this information, which does not identify individual users, toanalyze trends, to administer the site, to track users’ movements around thesite and to gather demographic information about our user base as a whole. We do not link this automatically-collected data to personallyidentifiable information.

Cookies are text files containing small amounts ofinformation that are downloaded to your device when you visit a website.Cookies are sent back to the website at each subsequent visit or to any anotherwebsite that recognizes them. Cookies are useful because they allow a websiteto recognize a user’s device.

We do not link the information we store in cookies toany personally identifiable information you submit while on our site. We useboth session ID cookies and persistent cookies. We use session cookies to makeit easier for you to navigate our site. A session ID cookie expires when youclose your browser. A persistent cookie remains on your hard drive for anextended period of time. You can remove persistent cookies by followingdirections provided in your Internet browser’s “help” file. Cookies are used toa limited extent to make your life easier. We set a persistent cookie to storeyour password, so you may not have to enter it more than once. Persistentcookies also enable us to track and target the interests of our users toenhance the experience on our site. If you reject cookies, you may still useour site, but your ability to use some areas of our Sites may be limited.

We use Google Analytics, a third-party trackingservice, which uses cookies to track non-personally identifiable informationabout our visitors to our site in the aggregate to capture usage and volumestatistics. Some of our business partners (e.g., Google Analytics) use cookieson our site. We have no access to or control over these cookies. This privacystatement covers the use of cookies by Costflows only and does not cover theuse of cookies by any third-party.

On pages of our Sites you may see “social buttons”that enable users to share or bookmark web pages or access our content on thesesocial media. These buttons may include: Facebook, Twitter, Google+, Facebook“Like”, LinkedIn “Share”, ShareThis and YouTube. By clicking on any of thesebuttons, the Site will register your action and may use that information. Toimplement these buttons and connect them to the relevant social networks andexternal sites, scripts from domains outside of Costflows must be used. You should be aware that when you are logged-in to the services of thesesites (e.g., Google and Facebook), they are likely to be collecting informationabout your browsing habits, including when on our Site, even if you do notclick on a social button. Read the respective policies of each of these sitesto see how they use your information and how to opt-out or delete suchinformation.

Correcting, updatingor deleting your Personal Information

To review, update or delete your personal informationor to ensure it is accurate, you may login to your account to make any changes,or contact us at support@Costflows.com.

Data retention

We will retain your information for as long as youraccount is active or as needed to provide you services. If you wish to cancelyour account or request that we no longer use your information to provide youservices contact us at support@Costflows.com. We will retain and useyour information as necessary to comply with our legal obligations, resolvedisputes, and enforce our agreements.

Notification ofPrivacy Policy changes

We may update this privacy statement to reflectchanges to our information practices. If we make any material changes we willnotify you by email (sent to the e-mail address specified in your account) orby means of a notice on this site prior to the change becoming effective. Weencourage you to periodically review this page for the latest information onour privacy practices.

Response to Do NotTrack Signals

Certain web browsers may provide an option by whichyou may have the browser inform websites or internet services you visit thatyou do not wish to have personally identifiable information about youractivities tracked by cookies or other persistent identifiers across time andacross third-party Internet websites, online or cloud computing services,online applications, or mobile applications. These are commonly called “do nottrack” signals. Our software responds to such signals by not creatingor using cookies or other methods of cross-site tracking.

We do not allow allow third parties tocollect personally identifiable information about a user’s online activities,over time and across different sites, services, and applications, when thatuser uses our site, service, or application.

Contact information

You can always contact us by email: support@Costflows.com

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