Legal
Terms of Service
Effective Date: September 1, 2026
These Terms of Service (the “Terms”) constitute a legally binding agreement between you and Selective Offshoring LLC, providing services under the LedgerFly name (“LedgerFly,” “we,” “us,” or “our”) governing your access to and use of the LedgerFly website, software platform, applications, bookkeeping services, accounting support services, and related products and services (collectively, the “Services”).
By creating an account, purchasing or subscribing to Services, clicking a button or checkbox indicating your acceptance, or otherwise accessing or using the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Statement. If you do not agree to these Terms, you may not access or use the Services.
1. Eligibility and Business Use
The Services are intended primarily for businesses and persons acting on behalf of businesses. You represent and warrant that you are at least eighteen (18) years old, have legal capacity to enter into these Terms, and have authority to provide LedgerFly with access to the information, accounts, systems, and data you provide in connection with the Services. You are responsible for ensuring that your use of the Services complies with all laws and contractual obligations applicable to you and your business.
2. LedgerFly Services
LedgerFly provides technology-enabled bookkeeping, accounting support, transaction processing, account reconciliation, financial record organization, management reporting support, and related services. The particular Services provided to you may depend upon your subscription plan, onboarding selections, separately agreed scope of work, or other written agreement with LedgerFly. LedgerFly may use software, automation, artificial intelligence and machine-assisted technologies, third-party applications, employees, contractors, offshore personnel, and other service providers in performing the Services.
3. Bookkeeping Services; No Assurance Services
Unless LedgerFly expressly agrees otherwise in a separate written agreement signed by an authorized representative of Selective Offshoring LLC, the Services are limited to bookkeeping, accounting support, recordkeeping, financial reporting support, and related administrative services. LedgerFly does not provide audits, reviews, compilations, attest services, examinations, agreed-upon procedures, or other assurance services. LedgerFly does not express an opinion, conclusion, assurance, or other form of attestation regarding your financial statements, accounting records, internal controls, tax compliance, or financial condition.
4. No Legal, Tax, Investment, or Other Professional Advice
Unless expressly stated in a separate written engagement, LedgerFly does not provide legal, tax, investment, securities, insurance, or other regulated professional advice. Information generated through or communicated in connection with the Services should not be relied upon as a substitute for advice from your attorney, tax advisor, certified public accountant, investment advisor, or other appropriate professional. You remain responsible for determining whether professional advice or additional services are required for your business.
5. Customer Responsibilities
You are responsible for providing LedgerFly with complete, accurate, timely, and authorized information reasonably necessary to perform the Services. You acknowledge that LedgerFly may rely upon information provided by you, your employees, representatives, financial institutions, payment processors, accounting systems, and other third parties without independently verifying that information. You are responsible for: (a) the accuracy and completeness of information and documents provided to LedgerFly; (b) maintaining appropriate supporting documentation; (c) reviewing financial reports and other deliverables; (d) promptly notifying LedgerFly of known errors or discrepancies; (e) maintaining appropriate internal controls for your business; (f) authorizing transactions and making business decisions; (g) safeguarding your account credentials; (h) maintaining appropriate backups of business records when reasonably necessary; and (i) complying with applicable tax, accounting, employment, regulatory, and other legal requirements.
6. Customer Account and Security
You may be required to establish an account to use the Services. You are responsible for maintaining the confidentiality of your username, password, authentication credentials, and other account information and for activity occurring through your account. You must promptly notify LedgerFly if you believe that your account or credentials have been compromised or used without authorization. You may not permit unauthorized persons to access the Services.
7. Third-Party Accounts and Customer Authorization
To provide the Services, LedgerFly may require access to third-party applications or accounts, including accounting platforms, banks, financial institutions, payroll systems, payment processors, expense-management systems, document-storage systems, and other business applications. You authorize LedgerFly and its personnel and service providers to access and use such systems solely as reasonably necessary to provide the Services. You represent and warrant that you have authority to grant such access. You remain responsible for your agreements and obligations with third-party providers.
8. QuickBooks and Other Third-Party Services
LedgerFly may use or integrate with QuickBooks products and other accounting, banking, payment-processing, payroll, cloud-storage, or technology services supplied by third parties. Such third-party products and services are separate from LedgerFly and may be subject to their own terms, conditions, fees, licenses, privacy policies, usage restrictions, and service limitations. LedgerFly does not own, operate, or control such third-party services and is not responsible for their availability, performance, security, accuracy, pricing, functionality, modification, data retention practices, or discontinuation. LedgerFly is an independent service provider and is not affiliated with, endorsed by, or sponsored by Intuit Inc. unless expressly stated otherwise. QuickBooks and Intuit are trademarks of Intuit Inc.
9. Subscription Fees and Payment
You agree to pay all fees associated with your selected subscription or Services. Unless otherwise stated, subscription fees are billed in advance and automatically renew at the applicable billing interval until canceled. You authorize LedgerFly and its designated payment processor to charge the payment method associated with your account for recurring subscription fees and other authorized charges. Fees are nonrefundable except as expressly stated in these Terms or required by law. LedgerFly may change subscription pricing upon advance notice. A pricing change will ordinarily take effect beginning with a subsequent billing period.
10. Failed Payments and Suspension
If payment cannot be processed when due, LedgerFly may retry the payment method and may suspend or restrict Services until all outstanding amounts have been paid. LedgerFly is not responsible for consequences resulting from suspension caused by Customer's failure to pay amounts when due. Suspension does not relieve Customer of payment obligations accrued before suspension.
11. Cancellation and Termination
You may cancel your subscription in accordance with the cancellation procedure provided through the Services or by contacting LedgerFly. Unless otherwise stated in your subscription or separate agreement, cancellation prevents future renewal but does not result in a refund of fees already paid for the current billing period. LedgerFly may suspend or terminate your access to the Services if: (a) you materially violate these Terms; (b) fees remain unpaid; (c) your use creates a security, legal, regulatory, or operational risk; (d) LedgerFly reasonably suspects fraudulent, abusive, or unlawful activity; (e) continued provision of Services becomes unlawful or impracticable; or (f) LedgerFly discontinues the applicable Service.
12. Customer Data and Ownership
As between LedgerFly and Customer, Customer retains ownership of financial records, source documents, transaction information, account information, records supplied by Customer, and other business data submitted to LedgerFly by or on behalf of Customer ("Customer Data"). Customer grants LedgerFly a nonexclusive, worldwide, royalty-free license during the term of the Services to host, copy, transmit, process, modify, organize, display, and otherwise use Customer Data solely as reasonably necessary to provide, maintain, secure, support, and improve the Services and to comply with applicable law.
13. Aggregated and De-Identified Data
LedgerFly may create and use aggregated, statistical, and de-identified information derived from use of the Services, provided such information does not reasonably identify Customer or an individual. LedgerFly may use such information for analytics, benchmarking, security, product development, service improvement, capacity planning, research, and other legitimate business purposes.
14. Confidentiality
Each party may receive confidential or proprietary information belonging to the other party. "Confidential Information" includes nonpublic business, financial, technical, operational, pricing, customer, security, trade-secret, and other information that reasonably should be understood to be confidential. Each party agrees to: (a) use the other party's Confidential Information only for purposes related to the Services; (b) protect such information using reasonable safeguards; and (c) disclose it only to personnel, contractors, professional advisors, and service providers who have a legitimate need to know and are subject to appropriate confidentiality obligations.
15. Data Security
LedgerFly will maintain commercially reasonable administrative, technical, and organizational safeguards designed to protect Customer Data against unauthorized access, acquisition, destruction, use, modification, or disclosure. No information system, cloud service, or internet transmission can be guaranteed to be completely secure. Customer is responsible for implementing reasonable security measures within Customer's own systems and organization.
16. Service Providers, Contractors, and Offshore Personnel
Customer acknowledges and agrees that LedgerFly may use employees, independent contractors, affiliated entities, subcontractors, cloud-service providers, and other service providers located in the United States and other countries to perform portions of the Services. Customer authorizes LedgerFly to provide such persons and entities with access to Customer Data to the extent reasonably necessary to perform the Services, subject to appropriate contractual, confidentiality, and security obligations.
17. LedgerFly and Selective Offshoring Intellectual Property
Except for Customer Data and third-party materials, Selective Offshoring LLC owns, or has the right to use, all right, title, and interest in and to LedgerFly and the Services and all related intellectual property and proprietary rights, including software and source code; databases and database structures; application and system architecture; user interfaces and user experiences; workflows and processes; automation systems; algorithms and computational processes; artificial-intelligence prompts, configurations, processes, methodologies, and related technologies developed by or for LedgerFly; bookkeeping methodologies and operating procedures; templates; reconciliation processes and procedures; classification and categorization systems; reporting formats and structures; documentation; training materials; business processes and operating methods; designs and graphics; trademarks, service marks, logos, trade names, domain names, and branding; know-how and trade secrets; and all other technology, content, processes, methodologies, and intellectual property developed, acquired, or owned by Selective Offshoring LLC in connection with LedgerFly. Except for the limited right to use the Services expressly granted under these Terms, no intellectual property rights are sold, assigned, transferred, or licensed to Customer.
18. Limited License to Customer
Subject to Customer's compliance with these Terms and payment of applicable fees, Selective Offshoring LLC grants Customer a limited, nonexclusive, nontransferable, nonsublicensable, revocable right during the subscription term to access and use LedgerFly solely for Customer's internal business purposes. No other rights are granted by implication, estoppel, or otherwise.
19. Intellectual Property Restrictions and Prohibited Competitive Use
Customer shall not, and shall not permit any third party to: (a) copy, reproduce, distribute, republish, sell, license, sublicense, lease, rent, or commercially exploit the Services except as expressly permitted; (b) reverse engineer, decompile, disassemble, decode, translate, or attempt to discover source code, algorithms, architecture, data structures, models, processes, or underlying ideas embodied in the Services; (c) modify, adapt, translate, or create derivative works from the Services except as expressly authorized; (d) access or use the Services for the purpose of designing, developing, training, benchmarking, improving, evaluating, or providing a competing product or service; (e) use automated systems, bots, crawlers, scrapers, or extraction tools to access the Services except as expressly authorized by LedgerFly; (f) remove, obscure, or alter copyright, trademark, proprietary-rights, or other notices; or (g) use LedgerFly's Confidential Information, trade secrets, proprietary materials, methodologies, or processes to establish, operate, assist, or improve a competing service.
20. Feedback and Suggestions
If Customer provides suggestions, ideas, enhancement requests, recommendations, corrections, or other feedback relating to LedgerFly or the Services ("Feedback"), Customer grants Selective Offshoring LLC a perpetual, irrevocable, worldwide, royalty-free, transferable, and sublicensable right to use, incorporate, commercialize, disclose, reproduce, modify, and otherwise exploit such Feedback without restriction or compensation. Feedback does not include Customer Data or Customer's Confidential Information.
21. Trademarks and Branding
"LedgerFly," the LedgerFly logo, Selective Offshoring LLC's names and logos, and other associated names, marks, designs, slogans, trade dress, and branding are trademarks, service marks, or proprietary identifiers of Selective Offshoring LLC or its licensors. Nothing in these Terms grants Customer a right to use such marks except with prior written permission.
22. Acceptable Use
Customer may not use the Services: (a) for unlawful, fraudulent, deceptive, or abusive purposes; (b) to infringe intellectual property, privacy, publicity, or other rights; (c) to transmit malware or malicious code; (d) to interfere with or disrupt the Services; (e) to obtain unauthorized access to systems or information; (f) to impersonate another person or organization; (g) to process information Customer has no lawful authority to provide; (h) in a manner that creates an unreasonable security risk; or (i) in violation of applicable law.
23. Financial Records and Management Responsibility
Customer acknowledges that Customer's management remains responsible for its books and records, financial statements, accounting policies and elections, business decisions, internal controls, safeguarding of assets, and legal and regulatory compliance. LedgerFly's performance of bookkeeping or accounting-support functions does not transfer management responsibility to LedgerFly or Selective Offshoring LLC. Customer is responsible for reviewing and approving material accounting judgments and entries when management approval is appropriate.
24. Errors and Corrections
Bookkeeping and accounting processes may involve judgment, estimates, information supplied by third parties, automated categorization, machine-assisted processing, and manual processing. Customer agrees to reasonably review reports and promptly notify LedgerFly of suspected material errors. LedgerFly may correct errors discovered in records processed through the Services. The existence of an error does not, by itself, establish negligence, gross negligence, breach of fiduciary duty, or breach of these Terms.
25. No Guarantee of Business or Financial Results
LedgerFly does not guarantee any particular financial, accounting, tax, financing, investment, business, operational, or regulatory result from use of the Services. LedgerFly does not guarantee that use of the Services will identify every error, fraud, irregularity, internal-control deficiency, unauthorized transaction, or violation of law. The Services are not designed or intended to constitute an audit, fraud examination, forensic accounting engagement, or other assurance engagement.
26. Disclaimer of Warranties
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, LEDGERFLY AND SELECTIVE OFFSHORING LLC DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, AND QUIET ENJOYMENT. LEDGERFLY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, COMPLETELY SECURE, OR COMPATIBLE WITH EVERY THIRD-PARTY SYSTEM.
27. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SELECTIVE OFFSHORING LLC, LEDGERFLY, AND THEIR OWNERS, AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, LICENSORS, AND SERVICE PROVIDERS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOST BUSINESS OPPORTUNITIES, LOSS OF GOODWILL, LOSS OF DATA, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF SELECTIVE OFFSHORING LLC AND LEDGERFLY ARISING OUT OF OR RELATING TO THE SERVICES OR THESE TERMS SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY CUSTOMER FOR THE LEDGERFLY SERVICES DURING THE SIX (6) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
28. Customer Indemnification
Customer agrees to defend, indemnify, and hold harmless Selective Offshoring LLC, LedgerFly, and their affiliates, owners, officers, directors, employees, contractors, and agents from third-party claims, damages, liabilities, judgments, penalties, costs, and reasonable attorneys' fees arising from or relating to: (a) Customer Data; (b) Customer's violation of these Terms; (c) Customer's unlawful use of the Services; (d) Customer's violation of a third party's rights; (e) information or instructions supplied by Customer; or (f) Customer's business activities, except to the extent directly caused by conduct of Selective Offshoring LLC for which liability cannot lawfully be excluded.
29. Force Majeure
LedgerFly shall not be liable for delay or failure to perform resulting from circumstances beyond its reasonable control, including natural disasters, severe weather, fire, flood, war, terrorism, civil unrest, labor disputes, governmental action, internet or telecommunications failures, utility outages, cyberattacks, failures of third-party infrastructure, epidemics, pandemics, or other events beyond LedgerFly's reasonable control.
30. Data Following Termination
Following termination, Customer's access to the Services may cease. Customer is responsible for exporting or obtaining copies of records it wishes to retain before termination when export functionality is available. LedgerFly may retain Customer Data following termination when reasonably necessary for legal, regulatory, security, backup, dispute-resolution, or legitimate business purposes, subject to applicable law and LedgerFly's data-retention practices.
31. Privacy
LedgerFly's collection, processing, use, and disclosure of personal information are also governed by the LedgerFly Privacy Statement, which is incorporated into these Terms by reference.
32. Modifications to These Terms
LedgerFly may update these Terms periodically. If a modification materially affects Customer's rights or obligations, LedgerFly will provide reasonable notice through the Services, email, or another reasonable method. Unless a different effective date is stated, revised Terms become effective when posted. Continued use of the Services after revised Terms become effective constitutes acceptance of the revised Terms to the extent permitted by applicable law.
33. Electronic Communications and Agreement
Customer consents to conducting transactions with LedgerFly electronically and to receiving agreements, notices, disclosures, invoices, and other communications electronically. Customer agrees that clicking a checkbox or button indicating acceptance, creating an account after being presented with these Terms, or otherwise electronically accepting these Terms constitutes Customer's electronic signature and agreement to be legally bound by these Terms. Customer agrees that electronic acceptance of these Terms has the same legal effect as a handwritten signature to the extent permitted by applicable law.
34. Governing Law
These Terms and any dispute arising out of or relating to the Services shall be governed by and construed in accordance with the laws of the State of North Carolina, without regard to its conflict-of-laws principles.
35. Jurisdiction and Venue
Except where applicable law requires otherwise, each party irrevocably submits to the exclusive jurisdiction of the state courts located in Mecklenburg County, North Carolina, and the federal courts having jurisdiction over Mecklenburg County, North Carolina, for any action or proceeding arising out of or relating to these Terms or the Services. Each party waives any objection based upon personal jurisdiction, venue, or forum non conveniens.
36. Waiver of Jury Trial
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES.
37. Injunctive Relief
Customer acknowledges that unauthorized use or disclosure of LedgerFly's or Selective Offshoring LLC's intellectual property, Confidential Information, trade secrets, software, technology, methodologies, or proprietary processes may cause irreparable harm for which monetary damages may be inadequate. Accordingly, Selective Offshoring LLC may seek temporary, preliminary, and permanent injunctive relief and other equitable remedies for actual or threatened violations of Sections 14 and 17 through 21, in addition to any other remedies available at law or in equity.
38. Assignment
Customer may not assign or transfer these Terms without Selective Offshoring LLC's prior written consent. Selective Offshoring LLC may assign or transfer these Terms, the LedgerFly Services, or its rights and obligations hereunder in connection with a merger, acquisition, corporate reorganization, financing, sale of assets, formation or transfer of LedgerFly into a separate entity, or other transaction involving ownership or control of LedgerFly or Selective Offshoring LLC.
39. Independent Contractors
The relationship between Selective Offshoring LLC and Customer is that of independent contracting parties. Nothing in these Terms creates a partnership, joint venture, fiduciary relationship, employment relationship, agency relationship, or franchise between the parties. Neither party has authority to bind the other except as expressly agreed in writing.
40. No Third-Party Beneficiaries
Except as expressly provided in these Terms, these Terms do not create rights enforceable by any person or entity other than Selective Offshoring LLC and Customer.
41. Waiver
Failure by either party to enforce any provision of these Terms shall not constitute a waiver of that provision or any other provision. Any waiver must be in writing and applies only to the specific circumstance for which it is given.
42. Severability
If any provision of these Terms is determined to be invalid, illegal, or unenforceable, that provision shall be enforced to the maximum extent legally permissible, and the remaining provisions shall remain in full force and effect.
43. Survival
Provisions that by their nature should survive termination shall survive, including provisions concerning payment obligations, intellectual property, confidentiality, Customer Data, aggregated and de-identified data, disclaimers, limitations of liability, indemnification, dispute resolution, and governing law.
44. Entire Agreement; Order of Precedence
These Terms, together with the LedgerFly Privacy Statement and any applicable order form, subscription terms, statement of work, or other agreement expressly incorporated by reference, constitute the entire agreement between Selective Offshoring LLC and Customer regarding the LedgerFly Services and supersede prior or contemporaneous communications concerning their subject matter. If a separately executed written agreement expressly states that its provisions supersede these Terms, that agreement will control to the extent of the conflict.
45. Headings
Section headings are provided for convenience only and do not affect interpretation of these Terms.
46. Contact Information
Questions, notices, or other communications regarding these Terms may be directed to: LedgerFly, a service of Selective Offshoring LLC, 1213 West Morehead Street, 5th Floor, Charlotte, NC 28208, United States.
Acceptance
BY CREATING AN ACCOUNT, PURCHASING OR RENEWING A SUBSCRIPTION, CLICKING “I AGREE” OR AN EQUIVALENT ACCEPTANCE MECHANISM, OR USING THE SERVICES, CUSTOMER ACKNOWLEDGES THAT CUSTOMER HAS READ, UNDERSTOOD, AND AGREES TO BE LEGALLY BOUND BY THESE TERMS OF SERVICE.