Terms & Conditions

1. Agreement to Terms

These Terms and Conditions (the "Terms") govern access to and use of the ComplyFlo website, software platform, applications, reports, integrations, content, and related services (collectively, the "Services"). By accessing or using the Services, the customer, subscriber, organization, and each authorized user (collectively, "User") agrees to be bound by these Terms.

If the individual accepting these Terms is doing so on behalf of a company, utility, municipality, district, plant, or other legal entity, that individual represents and warrants that they have authority to bind that entity to these Terms.

If User does not agree to these Terms, User must not access or use the Services.

2. Nature of the Services

ComplyFlo is a software platform designed to help users collect, organize, normalize, format, store, review, and prepare wastewater and environmental reporting data for operational and regulatory workflows.

ComplyFlo may support report preparation in formats commonly used for submission to agencies such as the Texas Commission on Environmental Quality (TCEQ), the United States Environmental Protection Agency (EPA), or other agencies, but ComplyFlo does not itself determine legal compliance, certify compliance status, or guarantee that any report, filing, record, or submission satisfies applicable law or permit conditions.

3. No Compliance Guarantee

User acknowledges and agrees that:

• –Regulatory compliance depends on the accuracy, completeness, timeliness, and context of source data, sampling, laboratory work, operational conditions, permit requirements, and user review
• –ComplyFlo cannot know whether a user failed to upload a manifest, entered incorrect values, omitted required documentation, used the wrong parameter mapping, failed to validate a calculation, or misunderstood a permit requirement
• –Any output generated by the Services depends on information and instructions provided by the User or third-party systems and may be incomplete or inaccurate if those inputs are incomplete or inaccurate
• –Use of the Services does not replace the professional judgment, oversight, and legal obligations of plant owners, permittees, operators, laboratories, consultants, engineers, or compliance staff

4. User Responsibility for Data and Regulatory Submissions

User is solely responsible for:

• –The accuracy, completeness, legality, quality, and timeliness of all data submitted to, imported into, synced with, calculated by, or exported from the Services
• –Reviewing all alerts, calculations, summaries, reports, exports, and filings before relying on them
• –Maintaining all required supporting records, manifests, chain-of-custody records, laboratory reports, calibration data, operator logs, and backup documentation
• –Determining whether data has been properly sampled, measured, tested, aggregated, and interpreted under applicable permits, regulations, methods, and guidance
• –Reviewing and validating any report or filing before certification, signature, or submission
• –Making all required submissions to TCEQ, EPA, or any other authority unless ComplyFlo expressly offers a separate written submission service under a signed agreement
• –Compliance with all applicable federal, state, and local environmental laws, permits, licenses, reporting obligations, and operational requirements

User must not rely exclusively on the Services in place of independent review, operator oversight, laboratory review, permit analysis, or professional advice.

Rights to Customer Data

User represents and warrants that it owns, or has obtained and will maintain, all rights, licenses, consents, and permissions necessary to upload, import, synchronize, transmit, store, and otherwise provide Customer Data through the Services and to authorize ComplyFlo's processing of that Customer Data as permitted by these Terms.

User further represents and warrants that Customer Data, and ComplyFlo's authorized use of it to provide the Services, does not infringe, misappropriate, or otherwise violate any third party's intellectual property, privacy, confidentiality, contractual, or other proprietary rights.

User must not upload or provide information, documents, images, software, database content, or other materials that User does not own or have lawful authority to use and provide. User is responsible for any restrictions imposed by third-party licenses or agreements.

ComplyFlo may restrict access to or remove disputed Customer Data when reasonably necessary to respond to a rights complaint, comply with law, or protect the Services. Where legally permitted and reasonably practicable, ComplyFlo will notify User of the restriction or removal.

5. No Professional, Legal, Engineering, Laboratory, or Regulatory Advice

The Services, and any support, onboarding, implementation assistance, templates, examples, content, notifications, dashboards, or educational materials provided through the Services, are for general informational and workflow-support purposes only.

ComplyFlo does not provide legal advice, environmental consulting, engineering advice, operator services, laboratory services, or regulatory advice. User should consult qualified professionals regarding permit interpretation, reporting obligations, treatment operations, analytical methods, investigations, enforcement issues, and any state-specific or facility-specific compliance questions.

6. Texas Operator and Permit Holder Responsibilities

Certain wastewater facilities and activities in Texas are subject to operator licensing, permit, reporting, and recordkeeping requirements administered by TCEQ and related authorities.

TCEQ provides electronic reporting through NetDMR for certain discharge monitoring reports, but permit holders and authorized signatories remain responsible for the content and submission of those reports.

ComplyFlo does not replace or satisfy any requirement that a facility maintain licensed operators, certified signatories, permit coverage, operational oversight, laboratory compliance, or independent records.

7. Integrations and Third-Party Data Sources

The Services may interoperate with third-party software, SCADA systems, historians, laboratories, spreadsheets, cloud storage providers, email systems, government systems, and other data sources.

ComplyFlo does not control and is not responsible for:

• –The availability, accuracy, uptime, security, formatting, configuration, or legality of any third-party system
• –Data corruption, latency, mapping errors, failed syncs, duplicate records, missing records, unit conversion errors, or other issues caused by third-party systems, customer infrastructure, or user configuration
• –Changes made by third parties to APIs, file formats, tag structures, authentication methods, or reporting portals

User is responsible for validating all imported and synchronized data before relying on it.

8. Account Security and Access Controls

User is responsible for maintaining the confidentiality of account credentials and for all activities occurring under its accounts. User must:

• –Use commercially reasonable measures to protect credentials
• –Promptly notify ComplyFlo of suspected unauthorized access
• –Ensure that only authorized personnel access the Services
• –Configure user permissions appropriately

ComplyFlo may suspend or restrict access where necessary to protect the Services, customer data, other users, or system security.

9. Acceptable Use

User may not:

• –Use the Services for any unlawful, fraudulent, misleading, or unauthorized purpose
• –Misrepresent the capabilities, outputs, or status of the Services to regulators, customers, auditors, or third parties
• –Use the Services to avoid, conceal, falsify, or circumvent legal or regulatory obligations
• –Reverse engineer, copy, modify, distribute, resell, or create derivative works from the Services except as expressly permitted in writing
• –Interfere with the operation, integrity, or security of the Services

10. Customer Data

As between the parties, User retains ownership of Customer Data submitted to the Services, subject to the rights granted to ComplyFlo to host, process, transmit, analyze, back up, and display that data as necessary to provide, secure, support, and improve the Services.

User represents and warrants that it has all rights and permissions necessary to provide Customer Data to ComplyFlo and to authorize ComplyFlo to process that data.

11. Privacy and Security

ComplyFlo will maintain and apply commercially reasonable administrative, technical, and organizational safeguards designed to protect Customer Data.

User remains responsible for maintaining independent backups of records and for preserving source documentation outside the Services.

12. Service Availability

ComplyFlo may update, modify, suspend, or discontinue all or part of the Services from time to time. Scheduled and unscheduled downtime may occur.

Unless otherwise stated in a separate signed service level agreement, the Services are provided on an "as available" basis, and ComplyFlo does not guarantee uninterrupted availability or availability at times critical to User reporting deadlines.

User is responsible for planning ahead and maintaining contingency processes for deadlines, reporting periods, and operational continuity.

13. Fees and Payment

If User purchases a paid subscription or service package, User agrees to pay all fees described in the applicable order form, pricing page, quote, or subscription terms.

Unless otherwise stated:

• –Fees are non-refundable
• –Fees do not include taxes, duties, levies, or government assessments
• –User is responsible for all applicable taxes except taxes based on ComplyFlo's net income
• –Late payments may result in suspension or termination of access

14. Intellectual Property

ComplyFlo and its licensors retain all right, title, and interest in and to the Services, including all software, interfaces, workflows, designs, text, graphics, report templates, know-how, and related intellectual property, except for Customer Data.

No rights are granted except those expressly set forth in these Terms.

15. Beta Features and Early Access

From time to time, ComplyFlo may offer beta, preview, pilot, trial, or early access features. Those features may be incomplete, unstable, unavailable, or changed at any time.

16. Disclaimer of Warranties

Without limiting the foregoing, ComplyFlo does not warrant that the Services will:

• –Meet User requirements or regulatory expectations
• –Produce legally sufficient submissions in every circumstance
• –Detect every missing, inconsistent, or inaccurate input
• –Prevent enforcement actions, notices of violation, missed deadlines, or penalties
• –Operate without interruption, delay, defect, or error
• –Be compatible with every third-party system or future regulatory change

17. Limitation of Liability

Some jurisdictions do not allow certain exclusions or limitations. In those jurisdictions, liability will be limited to the fullest extent permitted by law.

18. Indemnification

User shall defend, indemnify, and hold harmless ComplyFlo and its affiliates, officers, directors, employees, agents, licensors, and service providers from and against any third-party claims, actions, proceedings, damages, judgments, losses, liabilities, penalties, fines, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• –User's use of the Services
• –Customer Data
• –User's violation of these Terms
• –User's violation of law, permit requirements, or third-party rights
• –Any inaccurate, incomplete, misleading, stale, or unlawful data entered, uploaded, or synchronized by or on behalf of User
• –Any submission, certification, statement, filing, or report made by User or based on User's use of the Services

19. Suspension, Termination, and Data Retention

Suspension and termination. ComplyFlo may suspend or terminate access to the Services if User violates these Terms, creates a security risk, fails to pay required fees, or uses the Services in a manner that may expose ComplyFlo or others to harm or liability, subject to any applicable notice and cure requirements in a controlling signed agreement. Immediate suspension may occur where reasonably necessary to address an active security threat, unlawful activity, or imminent harm.

Subscription commitments, renewal provisions, non-renewal notice requirements, and termination rights stated in a controlling signed agreement remain applicable. This Section does not grant User a right to terminate a committed subscription for convenience.

Export before termination. While the account remains active, authorized tenant administrators may export Customer Data using the export functions available in the Services. User is responsible for completing exports and preserving independent copies before the effective date of cancellation, expiration, or termination. Exports are provided in the formats supported by the Services and do not include ComplyFlo's software, proprietary system information, or data belonging to other customers.

Where an account is suspended or terminated without advance notice, User may request an export through ComplyFlo's designated support contact. ComplyFlo will provide a reasonable secure export process after verifying the requesting party's authority, unless disclosure is prohibited by law or would create a security risk. Retention of Customer Data does not guarantee continued account access.

One-year retention. Following the effective date of cancellation, expiration, or termination of a tenant account, ComplyFlo will retain a copy of that tenant's Customer Data for one (1) year. During this period, retained Customer Data will remain subject to applicable confidentiality, security, and access restrictions and will not be used to continue providing an active subscription unless separately agreed.

Deletion after retention. At the end of the one-year retention period, ComplyFlo will purge the retained Customer Data from its active and archival systems, except to the extent longer retention is required by law, a legal hold, a pending dispute, or a controlling signed agreement. Copies remaining in routine backups will be isolated from ordinary use and deleted or overwritten according to ComplyFlo's documented backup-retention schedule. Any data restored from a backup will remain subject to the applicable deletion requirements.

ComplyFlo may retain limited billing, transaction, contract, and security records to the extent reasonably necessary to comply with law, resolve disputes, or enforce agreements. Such retention does not authorize continued retention of the tenant's entire operational dataset.

Customer recordkeeping obligations. ComplyFlo's one-year post-termination retention period is not a substitute for User's own legal, regulatory, contractual, or business recordkeeping obligations. User remains responsible for preserving required records outside the Services for all applicable periods.

Survival. Provisions that by their nature should survive termination will survive, including ownership, confidentiality, disclaimers, limitations of liability, indemnification, dispute resolution, accrued payment obligations, and applicable retention and deletion provisions.

20. Changes to the Terms

ComplyFlo may revise these Terms from time to time. Updated Terms will become effective upon posting or upon the effective date stated in the revised Terms.

If User continues to use the Services after the effective date of revised Terms, User accepts the revised Terms.

21. Governing Law, Arbitration, and Venue

Texas law. These Terms are governed by the laws of the State of Texas, without regard to conflict-of-law principles. The arbitration agreement in this Section is governed by the Federal Arbitration Act to the extent applicable.

Informal resolution. Before commencing arbitration, a party must provide written notice describing the dispute and requested relief to the other party's designated legal contact. The parties will attempt in good faith to resolve the dispute for thirty (30) days after receipt of that notice. This requirement does not prevent a party from seeking permitted interim relief or making a filing necessary to preserve a claim before a limitations deadline.

Binding individual arbitration. Except as expressly provided below, any dispute arising out of or relating to these Terms, the Services, or the parties' relationship will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The arbitration will be conducted by one arbitrator. The legal seat and place of arbitration will be Harris County, Texas. Remote hearings may be conducted by agreement of the parties or as permitted by the applicable rules.

The arbitrator may award relief available under applicable law, subject to enforceable contractual limitations, and will issue a written reasoned award. Arbitration fees and costs will be allocated under the applicable rules and law. Each party will bear its own attorneys' fees unless an applicable statute or enforceable agreement provides otherwise.

Court proceedings and venue. A party may seek temporary or preliminary judicial relief when necessary to protect confidential information, intellectual property, or system security pending arbitration, without waiving arbitration. Proceedings to compel arbitration, enforce or challenge an award, or resolve claims that cannot lawfully be arbitrated must be brought exclusively in a state court in Harris County, Texas, or the United States District Court for the Southern District of Texas, Houston Division, as appropriate to its jurisdiction. Each party consents to personal jurisdiction in those courts and waives objections based on improper venue or inconvenient forum, to the extent permitted by law.

Enforceability and severability. A court of competent jurisdiction will determine challenges to the formation or enforceability of this arbitration agreement and the class-action waiver. If the class-action waiver is held unenforceable as to a particular claim, that claim will proceed in court rather than class arbitration. Other arbitrable claims will remain subject to this Section to the extent permitted by law.

Public-sector customers and controlling agreements. This Section applies only to the extent permitted by law and the customer's legal authority. Nothing in these Terms waives governmental immunity or overrides mandatory public-sector dispute procedures. A separately signed agreement that expressly establishes different dispute-resolution terms controls over this Section.

22. Entire Agreement

These Terms, together with any applicable order form, subscription terms, privacy policy, data processing addendum, and any written addenda signed by the parties, constitute the entire agreement between the parties regarding the Services and supersede prior or contemporaneous understandings on that subject.

23. Contact Information

Questions regarding these Terms should be directed to the legal or support contact designated by ComplyFlo on its website: