Terms of Service — QuickBooks Payouts Sync

Effective August 13, 2026.

1. Agreement

These Terms are a contract between you (the merchant that installs the app) and Groundwire Systems LLC (“we,” “us”). By installing or using QuickBooks Payouts Sync (the “Service”), you accept them. If you are installing on behalf of a business, you confirm you are authorized to bind it. If you do not accept these Terms, uninstall the app.

Shopify is not a party to this agreement and is not affiliated with, endorsing, or acting for us. Intuit is likewise not a party to it. Your Shopify account and your billing relationship are governed by your agreement with Shopify, and your QuickBooks company is governed by your agreement with Intuit.

2. What the Service Does, and What You Are Responsible For

QuickBooks Payouts Sync reads your sales and payouts from the sales platform you connect and posts them into the QuickBooks Online company you connect. You choose how much detail it posts:

• Daily summary — summarized journal entries: one entry per payment method per day and one entry per payout, or a single combined daily entry.
• Per order — one journal entry per order, plus an entry per payout.
• Receipt and invoice posting — one sales receipt or invoice per order, plus a journal entry per payout. This mode is off until you turn it on, and it is the only mode that sends customer information to QuickBooks; Section 7 describes what it holds and sends.

The platforms this app currently supports, and how each one bills you, are listed in Section 4.

The Service posts on a schedule once you have connected QuickBooks and mapped your accounts. What you control is the mapping and the settings, and you can stop it at any time by disconnecting QuickBooks or uninstalling the app. Nothing posts before you have connected QuickBooks and mapped the accounts it needs.

The entries are only as correct as the mapping you choose. We do not audit your chart of accounts and we cannot tell a correct mapping from a plausible one. The Service keeps records; it is not accounting or tax advice. Please review what it posts before you rely on it, close a period, or file anything based on it, and keep your own accountant. If an entry is wrong, correct it in QuickBooks — we cannot reverse it for you, and re-syncing a day updates the entry we posted rather than undoing an edit you made.

The Service can only do what the permissions you granted at install allow, and anyone with access to your Shopify admin can use it as you.

3. Plans and Limits

The plans available to you, their prices, their features, and their limits are the ones shown on the app’s pricing page in your Shopify admin at the time you subscribe. That page is authoritative; these Terms fix no price and no limit. In outline:

• Starter — up to 500 orders per billing cycle.
• Growth — up to 2,500 orders per billing cycle.
• Pro — up to 7,500 orders per billing cycle.
• Scale — up to 20,000 orders per billing cycle.

Every feature is on every plan. Plans differ only by how many orders the Service syncs in a billing cycle, and there are no overage fees. Above the top plan’s limit, write to us and we will arrange a plan.

Going over your plan’s included orders does not stop that cycle’s syncing and does not charge you extra. The Service keeps posting and tells you, in the app and by email, that you are over. If the next cycle begins and the plan has not changed, syncing pauses and says so plainly rather than failing quietly; upgrading resumes it immediately and nothing is lost.

4. Platforms and Billing

Platforms this app supports. Shopify. When we add another sales platform, it is added to this section and to the app’s listing; nothing else in these Terms changes.

How Shopify installs are billed. Shopify bills you, not us. Your plan, price, trial, proration, refunds, and receipts are handled by Shopify under your Shopify agreement. We never see, handle, or store your payment details, and we never charge your card. Change or cancel your plan in your Shopify admin; cancellation and refund timing follow Shopify’s rules for app subscriptions, and uninstalling does not by itself refund a charge already made.

New installs get a 14-day free trial, administered by Shopify. You are not charged during it. During the trial, historical syncing is limited to the most recent 31 days; choosing a plan unlocks the full five years. When a trial ends, syncing pauses unless you choose a paid plan; the settings and mapping you built are kept, and choosing a plan resumes syncing where it left off.

We may change plans, prices, features, and limits. Shopify requires your explicit approval before any subscription price increase takes effect, so a price change can never be applied to you silently.

5. Honest Use

Use the Service for your own business records, on stores you own.

Do not split one business across stores or accounts to obtain limits you have not paid for, and do not manipulate the inputs the Service uses to measure your usage. Order volume is counted from the sales platform’s own records, so there is little here you could do by accident — any amount of ordinary trading is fine, and no volume of real orders is a violation.

Do not use the Service to post entries you know to be wrong, or to any QuickBooks company you are not authorized to act on.

You also agree not to use the Service unlawfully or to infringe anyone’s rights; not to access another merchant’s data or any part of the Service you have not been granted access to; not to probe, scan, disrupt, overload, or interfere with the Service or circumvent its security, authentication, or plan gates by technical means; and not to resell, sublicense, or provide the Service to third parties.

What we look at. We keep internal usage records — order counts, sync jobs, and posting history — to run the Service, enforce plans, and investigate a suspected breach of this section. We do not publish a volume threshold, because there is not one.

6. Warnings and Suspension

If we believe you are breaching Section 5, we will email your store’s contact address with a warning describing what we saw. If it continues, we will send a second and final warning. If it continues after that, a person here — not an automated system — will review it and may suspend your access to the Service.

If we suspend you, we cancel your Shopify subscription at the same time, so you are never charged for a Service you cannot use. If you believe we have got it wrong, reply to the warning email and a person will read it.

We may suspend or terminate immediately, without the warnings above, where your conduct is fraudulent, unlawful, or materially harmful to the Service or to other merchants.

7. Your Data

Your store data is yours, and we process it only to run the Service for you. The Service stores the working data it needs: your account mapping and posting settings, the amounts it posts (daily and per-payout totals, or per-order totals if you choose per-order posting), a record of the entries it has posted, its sync log, and your store’s access credentials for the sales platform and QuickBooks. It is held on, and processed by, our hosting and database providers under standard commercial terms; the Privacy Policy names them and describes what each one receives.

The Service reads your orders to total them. It does not store customer information, and it never sends customer information to QuickBooks or to anyone else, unless you turn on receipt and invoice posting. That mode is off until you turn it on, and Shopify asks you to approve reading your customers before you can use it. With it on, the Service keeps a link between each customer in your store and the matching customer in your QuickBooks company — the two identifiers and the display name — and it sends that display name to QuickBooks so a sales receipt or an invoice names whose it is. It does not keep or send email addresses, phone numbers, or shipping addresses in any mode. We do not sell your data, and we do not use your store’s data to build products for anyone else.

The entries the Service posts are records in your own QuickBooks company. They are yours. Uninstalling the app does not remove them, and deleting your data here does not either; remove them in QuickBooks if you want them gone.

Our Privacy Policy at groundwiresystems.com/privacy/quickbooks-payouts-sync describes what we collect, how it is used, and how long it is kept, and it forms part of these Terms. When you uninstall, we handle your data as set out in that policy and as required by Shopify’s data protection rules, including the shop redaction request Shopify sends after an uninstall. You may also request deletion in writing at Support@GroundwireSystems.com. We may use aggregated, de-identified usage information to operate and improve the Service.

Confidentiality. Each of us will protect the other’s non-public information — your business data on our side, and our non-public product, security, and pricing details on yours — with reasonable care, and use it only to perform under these Terms or as you direct. This does not cover information that is or becomes public through no fault of the receiver, was already known to it, is independently developed, or must be disclosed by law, in which case we give the other notice where the law allows.

8. Intellectual Property and Restrictions

The Service — its code, design, interface, workflows, accounting logic, and documentation — is ours and remains ours. You receive a non-exclusive, non-transferable, revocable right to use the Service on stores you own for as long as your plan is active. Anything you create with it — your data, your entries, your books — is yours.

What you may not do. You may not, yourself or through anyone else:

• copy, modify, translate, or create derivative works of the Service or any part of it;
• reverse engineer, decompile, or disassemble the Service, or otherwise try to discover or reconstruct its source code, underlying logic, algorithms, accounting rules, or data models — including by observing, recording, or systematically documenting how it behaves;
• use the Service, or the access these Terms grant you, to design, develop, train, test, or benchmark a product or service that competes with it, or to help anyone else do so;
• capture, scrape, or reproduce the Service’s screens, workflows, wording, or output formats in order to recreate them in another product; or
• resell, sublicense, rent, or provide the Service to third parties, or share one install across stores you do not own.

Confidential and trade-secret material. The non-public parts of the Service — including how it classifies and summarizes sales, how it matches payouts to activity, and its posting rules — are our trade secrets and confidential information. The confidentiality obligations in Section 7 apply to them and survive termination.

If you build competing software. If you make, or intend to make, a product that competes with the Service, you may not install or use the Service without our prior written consent, on any plan. Installing it anyway is a breach of these Terms and we may terminate your access immediately under Section 6.

Where the law overrides this. If the law where you are gives you a right to reverse engineer for interoperability that a contract cannot waive, the restrictions above apply only as far as that law allows. Ask us first — we may be able to give you what you need directly.

9. Availability and No Warranty

We aim to keep the Service running and will fix what breaks, but we do not promise an uptime number, and this agreement includes no service level guarantee. The Service also depends on third-party services we do not control — the APIs of the sales platform you connect, Intuit’s APIs, and the hosting and database providers named in our Privacy Policy. An outage, change, or failure in any of them can disrupt the Service, and we are not responsible for their acts or omissions. Support is by email at Support@GroundwireSystems.com, and we answer as promptly as we reasonably can.

Nothing in this section limits any liability that cannot be limited under applicable law, including liability for fraud, fraudulent misrepresentation, willful misconduct, or an intentional tort.

10. Limitation of Liability

10.1 — No indirect damages. To the fullest extent the law allows, and whether a claim is made in contract, tort (including negligence), strict liability, statute, or otherwise, we are not liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, lost revenue, lost or corrupted data, or lost goodwill, even if we were told they were possible.

10.2 — Cap on total liability. Our total liability for all claims relating to the Service is capped at the greater of (a) the fees you actually paid us for the Service in the 12 months before the claim arose, or (b) one hundred dollars (US $100).

10.3 — What these limits do not cover. Nothing in Section 10.1 or 10.2 limits liability for fraud, fraudulent misrepresentation, willful misconduct, gross negligence, an intentional tort, or any other liability that cannot be limited under applicable law.

10.4 — Your indemnity. You agree to indemnify us against claims arising from your use of the Service, your data, or your breach of these Terms. This does not require you to indemnify us against a claim to the extent it arises from our own negligence or willful misconduct.

10.5 — How these terms are read. Sections 10.1 through 10.4 are separate and independent. If any one of them is found unenforceable, the others remain in effect, and the unenforceable one applies as far as it legally can and no further. You and we agree that the fees for the Service reflect this allocation of risk, and that these limits are an essential basis of our agreement.

11. Changes to These Terms

We may update these Terms. If a change materially affects you, we will give you at least 30 days’ notice by email or in the app before it takes effect. Continuing to use the Service after that means you accept the updated Terms. If you would rather not, uninstall before the effective date.

12. Ending This Agreement

You may leave at any time by uninstalling the app in your Shopify admin and cancelling your subscription through Shopify. We may end this agreement on 30 days’ notice, or immediately for a breach of Section 5 or where the law requires it. If we end it for any reason other than your breach, we will cancel your subscription so that you stop being billed.

Sections 7 through 10, Section 13, and any payment obligation already incurred survive termination.

13. Legal Details

Governing law. These Terms are governed by the laws of Florida, United States, without regard to conflict-of-law rules.

Talk to us first. Before either of us files anything, whoever has the complaint will describe it to the other in writing — you to Support@GroundwireSystems.com, us to your store’s contact address — and we will both try in good faith to resolve it. Neither of us may start a court action until 30 days after that notice, except to ask for the urgent relief described below. Nearly every dispute we can imagine is faster to settle by email than by filing.

Where disputes go. If we cannot resolve it that way, claims will be brought exclusively in the state courts of competent jurisdiction located in Pinellas County, Florida or, for a claim within the federal courts’ jurisdiction, in the United States District Court for the Middle District of Florida, Tampa Division. We both consent to that jurisdiction and venue and waive any objection to it.

Urgent relief. Either of us may ask a court for an injunction or other equitable relief at any time, without waiting out the 30 days, to stop a breach of Section 5 or Section 8 — the honest-use and intellectual-property terms — or any other misuse that money could not put right.

Jury trial. To the fullest extent the law allows, each of us knowingly, voluntarily, and intentionally waives the right to a trial by jury in any dispute arising out of these Terms or the Service.

No class actions. Each of us agrees to bring claims only in our own name, and not as a plaintiff or class member in any class, collective, consolidated, or representative action. If this paragraph is found unenforceable, the rest of this section still stands.

The rest. These Terms and the Privacy Policy are the whole agreement between us. If a court finds one part unenforceable, the rest stands. Not enforcing something once does not waive it. You may not transfer this agreement without our written consent; we may transfer it as part of a sale of the business.

14. Contact

Groundwire Systems LLC — Support@GroundwireSystems.com, 11125 Park Blvd Suite 104-358, Seminole, FL 33772.