Last Updated: August 16, 2026
Effective Date: February 11, 2026
These Terms of Service ("Terms," "Agreement") constitute a legally binding agreement between you ("User," "you," "your") and Open Mind Archives LLC, a Florida limited liability company ("Company," "we," "us," "our"), governing your access to and use of the TransactionFlow product of Nalepa Labs™ platform ("Platform," "Service") available at omtransactionflow.com and all associated subdomains, APIs, and services.
By creating an account, accessing, or using the Platform in any manner, you acknowledge that you have read, understood, and agree to be bound by these Terms, our End User License Agreement, and any policies referenced herein. If you do not agree to these Terms, you must not access or use the Platform.
If you are using the Platform on behalf of a business, organization, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms, and "you" and "your" shall refer to that entity.
For the purposes of these Terms, the following definitions apply:
TransactionFlow product of Nalepa Labs™ is a cloud-based bookkeeping assistance platform that provides:
THE PLATFORM IS A BOOKKEEPING ASSISTANCE TOOL. IT IS NOT A SUBSTITUTE FOR PROFESSIONAL ACCOUNTING, TAX, LEGAL, OR FINANCIAL ADVICE. Specifically:
The Platform supports three categories of users:
To use the Platform, you must create an account by providing accurate, current, and complete information. You agree to update your information promptly if it changes. You must be at least 18 years of age to create an account.
You are solely responsible for:
We are not liable for any loss or damage arising from your failure to secure your account credentials.
You are solely responsible for the accuracy, completeness, and legality of all Financial Data you upload to, enter into, or manage through the Platform. You acknowledge that the Platform processes Financial Data based on the inputs you provide, and the quality of outputs depends directly on the quality of inputs.
The Platform offers the following subscription tiers (prices subject to change with notice):
Additionally, the Platform offers Write-Up Packages for periodic bookkeeping assistance:
Features available under each plan are described on the Platform and may change. We will provide reasonable notice of material changes to plan features or pricing.
All payments are processed through Stripe, Inc. ("Stripe"). By subscribing, you agree to Stripe's Terms of Service and Privacy Policy. We do not directly store, process, or have access to your full credit card or payment card numbers. All payment information is handled and secured by Stripe in accordance with PCI DSS standards.
Subscription fees are billed in advance on an annual basis. Your Subscription will automatically renew at the end of each billing cycle unless you cancel before the renewal date. You authorize us to charge the payment method on file for all recurring fees.
We reserve the right to change Subscription prices. Any price change will take effect at the start of the next billing cycle following at least thirty (30) days' written notice to you via email or in-Platform notification. Your continued use of the Platform after a price change constitutes acceptance of the new pricing.
Subscription fees are generally non-refundable. However, if you cancel your Subscription within fourteen (14) days of your initial purchase or a renewal and have not materially used the Platform during that period, you may request a refund by contacting us at info@openmindarchive.org. Refund requests are evaluated on a case-by-case basis at our sole discretion. Write-Up Package fees are non-refundable once work has commenced on the deliverables.
If a payment fails, we may attempt to process the charge again. If payment cannot be collected after reasonable attempts, we reserve the right to suspend or restrict your access to the Platform until payment is resolved. You remain responsible for all outstanding fees.
We may offer a free trial period to allow you to evaluate the Platform. During the trial period, your access is subject to the following restrictions:
Transactions beyond the trial limitations will be visible but blocked, with an option to upgrade to a paid Subscription to access them. We reserve the right to modify, limit, or discontinue trial offerings at any time.
Upon expiration of your free trial, if you do not convert to a paid Subscription:
If you upgrade to a paid Subscription during the 30-day retention window, you will be given the choice to either retain your existing trial data ("Keep My Data") or start with a clean slate ("Start Fresh"). This choice is irreversible once confirmed.
The Platform integrates with and relies upon multiple third-party services to deliver its functionality. You acknowledge and agree that we do not own, operate, or control these third-party services, and we cannot guarantee their availability, accuracy, security, or performance.
If you choose to connect your QuickBooks Online account, you authorize the Platform to access, read, and write data to your QBO account via Intuit's OAuth 2.0 API. You acknowledge that:
If you choose to link bank accounts through Plaid, you acknowledge that:
All payment processing is handled by Stripe. We are not responsible for payment processing errors, delays, or failures caused by Stripe, your payment provider, or your financial institution. We do not store your full payment card information on our servers.
The Platform uses Anthropic's Claude API for bank statement parsing, AI-assisted categorization, and assistant chat functionality. You acknowledge that:
The Platform uses OpenAI's Whisper API for voice transcription in the Business Assistant. Audio recordings submitted through the voice assistant are transmitted to OpenAI for processing. We are not responsible for errors in transcription or OpenAI's handling of audio data.
The Platform uses ElevenLabs' API for text-to-speech functionality in the Business Assistant. Text submitted for speech synthesis is transmitted to ElevenLabs for processing. We are not responsible for ElevenLabs' handling of submitted text data.
Where an uploaded statement contains no readable text, or where you explicitly request optical character recognition, the complete document is transmitted to Amazon Web Services and processed by Amazon Textract, with the file staged in Amazon S3 for the duration of processing. You acknowledge that Amazon's default terms permit AWS to use document and image inputs to improve its machine learning technologies, as described in Section 3.2 of our Privacy Policy, and that we are not responsible for AWS's handling of submitted documents.
The Platform is hosted on Railway.app and uses Cloudflare R2 for file storage. You acknowledge that:
TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL LIABILITY FOR ANY LOSS, DAMAGE, OR HARM ARISING FROM THE ACTS, OMISSIONS, FAILURES, OR CONDUCT OF ANY THIRD-PARTY SERVICE PROVIDER. WE DO NOT WARRANT THAT ANY THIRD-PARTY SERVICE WILL BE AVAILABLE, ACCURATE, SECURE, TIMELY, OR ERROR-FREE. You assume all risk associated with your use of Third-Party Services, and your sole remedy for dissatisfaction with a Third-Party Service is to cease use of that feature.
The Platform uses artificial intelligence to parse bank statement PDF documents and extract transaction data. AI parsing is not infallible. You acknowledge that:
The Platform may automatically categorize transactions based on AI analysis, user-created rules, or historical patterns. These categorizations are suggestions and must be reviewed by the user. We are not liable for tax or financial consequences arising from incorrect categorizations.
The Business Assistant is an AI-powered navigation and guidance tool. The Business Assistant provides general Platform guidance only. The Business Assistant does not provide tax advice, accounting advice, legal advice, or financial planning services. Responses from the Business Assistant may be inaccurate, incomplete, or outdated. You should not rely on the Business Assistant's responses for financial or business decisions.
All tax-related calculations performed by the Platform, including but not limited to:
are informational estimates only. These calculations are not tax advice, are not guaranteed to be accurate or current, and should not be used as the sole basis for any tax filing, financial decision, or legal action. You must consult a qualified Certified Public Accountant (CPA), Enrolled Agent (EA), or tax attorney before relying on any calculation produced by the Platform.
Estimated tax calculations use an external third-party tax computation engine. The accuracy of results depends on the accuracy of inputs provided and the tax engine's own computational methods. Tax laws, rates, and thresholds change frequently. We do not warrant that the tax engine reflects the most current tax law at any given time.
The Platform uses AI to read documents you upload — including checks, bills, receipts and payroll reports — and to extract values such as payee, amount, date, account number and employee pay detail. Extraction is a reading aid, not a verification. Handwriting, poor scans, unusual layouts and overlapping text all produce errors. You must verify every extracted value against the original document before relying on it, and you must not treat an extracted figure as confirmation that the underlying document says what the Platform reports.
Every categorization, extraction, calculation, reconciliation and narrative produced by an AI Feature is a proposal until you accept it. You are responsible for reviewing and verifying each one before you rely on it, post it to a general ledger, file anything based on it, or deliver it to a client or any third party. Where you are an accounting professional using the Platform to serve your own clients, the work product and the professional judgment behind it remain yours.
Certain features may be enabled by an administrator on your team to apply AI results without individual review, including automatic posting of categorized transactions to the general ledger and automatic vendor identification. These features are disabled by default. If you enable one, you accept responsibility for the resulting records, you remain obligated to review them, and you acknowledge that you have chosen a reduced level of human review in exchange for speed. You may disable these features at any time.
AI Features may produce the same or substantially similar output for other customers presented with similar inputs. Output is generated from patterns in language and data, and may be fluent, specific and confident while still being wrong. Do not treat the confidence or detail of an AI response as evidence of its accuracy. As between you and us, and to the maximum extent permitted by applicable law, you own the output generated from your inputs and are the author of it; you are responsible for holding the rights necessary to submit those inputs.
AI Features are delivered using third-party processors identified in our Privacy Policy, which describes what is sent to each one. We do not use your data or your clients' data to train, fine-tune or improve any artificial intelligence model of our own, and we do not pool one customer's data to influence results shown to another. The training commitments of our processors, and the one exception that currently applies to optical character recognition of scanned documents, are set out in Section 3 of the Privacy Policy. We may change processors and will update that disclosure when we do.
You may not use AI Features to generate records you know to be false or misleading, to produce output for a person or entity you have no right to act for, to submit data you lack the rights to submit, to train or develop a competing model or dataset, or to reverse engineer the Platform, its prompts or its underlying models.
AI Features may be offered on a beta or preview basis and depend on third-party services outside our control. We may modify, limit, suspend or discontinue any AI Feature at any time. Where an AI Feature is unavailable, the corresponding Platform functions remain available for manual use.
To the maximum extent permitted by applicable law, and in addition to the limitations in Section 11, we are not liable for any decision made or action taken in reliance on AI output, including any misstated financial statement, misclassified transaction, misfiled or late tax return, missed deadline, penalty or interest assessment, or reliance by your client or any third party on work product you delivered. This allocation of risk is a material part of the pricing of the Platform.
You own your data. All Financial Data, bank statements, transaction records, and other Content you upload to or create within the Platform remains your property. We do not claim ownership of your data. By using the Platform, you grant us a limited, non-exclusive, worldwide license to process, store, transmit, and display your data solely as necessary to provide the Service to you.
We process your data for the following purposes:
You may export your data from the Platform at any time while your account is active using available export features (such as Excel exports from waiting rooms and report downloads). We encourage you to maintain your own backups.
We implement commercially reasonable technical and organizational measures to protect your data, including encrypted data transmission (TLS/SSL), encrypted data storage where applicable, and access controls. However, no method of electronic transmission or storage is completely secure, and we cannot guarantee absolute security.
Upon termination of your account, we will delete your Client data, Financial Data, and associated records within a commercially reasonable time frame, subject to:
The Platform, including but not limited to its software code, algorithms, user interface design, graphics, logos, trademarks ("TransactionFlow product of Nalepa Labs™," "OMT," "Business Assistant"), documentation, and all proprietary methodologies, is owned by Open Mind Archives LLC and protected by United States and international intellectual property laws. All rights not expressly granted to you in these Terms are reserved by us.
Subject to these Terms and your active Subscription, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform for your internal business purposes. This license does not include the right to:
If you provide us with feedback, suggestions, or ideas regarding the Platform ("Feedback"), you grant us a perpetual, irrevocable, worldwide, royalty-free license to use, modify, and incorporate that Feedback into the Platform without obligation to you.
You agree not to use the Platform to:
Violation of this Acceptable Use Policy may result in immediate suspension or termination of your account.
THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. WE SPECIFICALLY DISCLAIM ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
Without limiting the foregoing, we do not warrant that:
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL OPEN MIND ARCHIVES LLC, ITS OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:
REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE PLATFORM SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT YOU PAID TO US IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100.00 USD).
You acknowledge that these limitations of liability are an essential element of the agreement between you and us, and that the Platform would not be provided to you at the current pricing without these limitations.
You agree to indemnify, defend, and hold harmless Open Mind Archives LLC, its officers, directors, members, employees, agents, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or relating to:
We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of such claims.
You may cancel your Subscription at any time through your account settings or by contacting us at info@openmindarchive.org. Cancellation will take effect at the end of the current billing period. You will retain access to paid features until the end of your current billing cycle. No prorated refunds will be issued for partial billing periods, except as provided in Section 4.5.
We may suspend or terminate your access to the Platform, in whole or in part, at any time and for any reason, including but not limited to:
Upon termination:
These Terms shall be governed by and construed in accordance with the laws of the State of Florida, United States of America, without regard to its conflict of law provisions. You consent to the exclusive jurisdiction and venue of the state and federal courts located in Palm Beach County, Florida for the resolution of any disputes arising under or relating to these Terms.
Before initiating any formal dispute resolution proceeding, you agree to first contact us at info@openmindarchive.org and attempt to resolve the dispute informally for at least sixty (60) days. Most disputes can be resolved through good-faith negotiation.
If informal resolution fails, any controversy or claim arising out of or relating to these Terms, or the breach thereof, shall be settled by binding arbitration administered by the American Arbitration Association ("AAA") in accordance with its Commercial Arbitration Rules. The arbitration shall take place in Palm Beach County, Florida. The arbitrator's decision shall be final and binding, and judgment upon the award rendered may be entered in any court having jurisdiction thereof.
YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. If for any reason a claim proceeds in court rather than in arbitration, you waive any right to a jury trial.
Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights.
We reserve the right to modify these Terms at any time. If we make material changes, we will provide notice through one or more of the following methods:
Material changes will become effective thirty (30) days after notice is provided. Non-material changes (such as formatting or clarifications that do not change the substance of the Terms) are effective immediately upon posting. Your continued use of the Platform after the effective date of any changes constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using the Platform and cancel your Subscription.
These Terms, together with our End User License Agreement and any other policies referenced herein, constitute the entire agreement between you and Open Mind Archives LLC with respect to the Platform and supersede all prior or contemporaneous agreements, representations, and understandings.
If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving its original intent.
Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. Any waiver must be in writing and signed by an authorized representative of Open Mind Archives LLC.
You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without restriction, including in connection with a merger, acquisition, sale of assets, or by operation of law. Any attempted assignment in violation of this section is void.
We shall not be liable for any failure or delay in performance resulting from causes beyond our reasonable control, including but not limited to natural disasters, acts of war or terrorism, epidemics, government actions, power failures, internet or telecommunications failures, or failures of Third-Party Services.
All notices to you may be made via email to the address associated with your account or by posting on the Platform. Notices to us should be directed to:
Open Mind Archives LLC
Attn: Legal
Boynton Beach, Florida, USA
Email: info@openmindarchive.org
These Terms do not create any third-party beneficiary rights. No person or entity other than you and Open Mind Archives LLC has any rights under these Terms.
The section headings in these Terms are for convenience only and have no legal or contractual effect.
If you have questions about these Terms of Service, please contact us:
Open Mind Archives LLC
Boynton Beach, Florida, USA
Email: info@openmindarchive.org
Website: omtransactionflow.com
