Terms of Service

Effective date: August 26, 2026 · Version: 2026-08-26

1. Acceptance of Terms

QuarryFi is operated by Smashed Studios LLC, a California limited liability company. An authenticated user must accept these Terms and the versioned Privacy Policy through the account interface before accessing the Service. If you use QuarryFi for a company, you represent that you are an adult authorized to bind that company. Contributors accept the account-use terms for their own access; the company owner remains responsible for the company eligibility affirmation. If you do not agree, do not use the Service.

2. US Business Offering

The Service is offered only to businesses organized and principally operating in the 50 states or the District of Columbia for support of US federal research-credit work. It is not offered to consumers, businesses established or principally operating outside that territory, or for non-US research-credit regimes. Public educational pages may be read from anywhere, but advertisements, account offers, activation, and checkout are directed only to the supported US territory. You must notify us and stop using the Service if these eligibility facts cease to be true.

3. Description of Service

QuarryFi is software for preparing R&D tax-credit support records from development metadata. The Service may include public pages, preview workspaces, dashboards, GitHub integrations, editor-plugin heartbeats, AI classification, project and team management, date-effective compensation tracking, contractor payment allocations, owner payment planning estimates, R&E expense review, export readiness checks, generated support documents, draft Form 6765 inputs, deadline-readiness materials, subscription billing, in-app and email customer-support intake, AI-assisted support triage, and operator/admin tools. QuarryFi does not file, submit, sign, or amend tax returns or credit claims for you, and does not provide CPA collaboration services, accountant workflow management, assisted onboarding, multi-entity tax services, or state-credit services unless separately agreed in writing.

4. Not Tax, Legal, Payroll, Filing, or Accounting Advice

QuarryFi is not a tax advisor, CPA firm, law firm, payroll provider, registered tax preparer, or tax-filing service. The Service provides software, calculations, readiness checks, and documentation drafts for informational and record-preparation purposes only.

You are solely responsible for your tax filings, credit claims, payroll treatment, entity classification, owner-compensation treatment, expense categorization, and supporting records. Consult a qualified CPA, tax attorney, or payroll professional before claiming any credit, filing any form, submitting any amended return, or relying on owner draw or contractor-payment estimates.

5. No Guarantee of Qualification or Acceptance

QuarryFi classifications, credit estimates, owner-payment estimates, contractor-allocation treatment, R&E expense suggestions, Form 6765 data, Section 41 QRE calculations, Section 174/R&E support, and technical narratives are best-effort outputs based on the information available in your account. We do not guarantee that any activity, wage, owner payment, contractor payment, expense, project, document, or credit amount will be accepted by the IRS, a state tax authority, your CPA, or any auditor.

6. Customer Responsibilities

  • Provide accurate company, team, project, compensation, contractor, owner, tax-year, and expense information.
  • Connect only repositories, plugins, accounts, payment records, and expenses that you are authorized to use.
  • Review and correct AI classifications, project narratives, expense suggestions, compensation coverage, owner payment estimates, and export readiness warnings before using any output.
  • Maintain your own books, payroll records, contracts, invoices, draw records, payment records, and tax files outside QuarryFi.
  • Use QuarryFi outputs only as support materials for review by you and your qualified tax professional.

7. Accounts, Admin Access, and API Keys

You must keep account credentials, OAuth access, and plugin API keys secure. Plugin API keys are seat-scoped and may submit heartbeat metadata and read status summaries for the assigned team member.

New or staged accounts may be placed in Preview Mode. In Preview Mode, you may be able to set up team members, repository connections, projects, support contact, and tracking plugins while calculation, upload, deadline, checkout, export, and generated-document workflows remain unavailable or shown as non-functional previews until activation.

Admin and operator access may expose company-level metrics, billing settings, plugin health, R&E expense mode controls, preview-account activation controls, and managed admin delegates. You are responsible for choosing trustworthy admins and promptly revoking access that should no longer exist.

8. Your Data and Our Processing Rights

You retain ownership of data you provide to QuarryFi. You grant us a limited license to host, process, transform, classify, summarize, store, transmit to service providers, and display that data as needed to provide, secure, troubleshoot, and improve the Service. We do not sell your data or use it for third-party advertising. The Privacy Policy explains what we collect and how we handle it.

9. Integrations and Third-Party Services

QuarryFi depends on third-party services including GitHub, Google, Stripe, Cloudflare, and support email infrastructure. Marketplace integrations apply only after a public listing is actually available and verified. Your use of those integrations may also be governed by their terms and privacy policies. We are not responsible for third-party outages, policy changes, access restrictions, billing errors, or data handling outside QuarryFi’s control.

You may connect an integration only if you are authorized to act for the GitHub account and the QuarryFi company. Installing through a marketplace does not create a separate QuarryFi product or evidence store. Disconnecting an integration stops future collection but does not automatically delete evidence or documents already created in QuarryFi.

10. AI Classification and Automated Outputs

AI classification, generated narratives, support-ticket summaries, suggested support replies, and other automated outputs are probabilistic and may be wrong, incomplete, stale, or unsupported by the full facts. Support triage is used to help route issues and draft operator responses; it does not make account changes, authorize refunds, or provide definitive tax, legal, or accounting advice. Paid plans may include broad classification capacity for normal use, but all plans remain subject to fair-use, rate-limit, abuse-prevention, scope, concurrency, and batch-size controls. We may pause or review unusual automated usage, broken loops, or attempts to classify data outside your authorized company, tracked repositories, or linked projects.

11. Compensation, Contractor, and Owner Features

Compensation history, contractor allocations, and owner payment/draw workflows are planning and documentation tools. Owner draws and non-W-2 owner payments can be especially fact-specific and entity-specific. QuarryFi may flag records as planning estimates, review-needed, or claim-ready based on your inputs, but you and your professional advisors remain responsible for confirming tax treatment, payroll treatment, entity treatment, substantiation, and whether an amount should be included in a claim-ready export.

12. R&E Expenses and Test Mode

R&E expense upload and review may operate in Test Mode, Live Mode, or other staged release states. In Test Mode, non-admin users may see scaffolding and may be blocked from using expense uploads or from including user-entered expenses in paid reports. Admin users may receive fuller access for QA. Expense suggestions are not final tax determinations; you must review imported or manually entered expense records before relying on them.

13. Generated Documents and Exports

Generated documents are drafts and support materials, not filed tax returns, signed forms, or submitted claims. Export readiness checks may block, warn, or omit data when compensation coverage, owner review, expense mode, project status, or other support records are incomplete. You are responsible for reviewing every generated document before sharing it with a CPA, tax advisor, government agency, investor, lender, or other third party.

14. Recurring Subscriptions and Billing

Free accounts may use the Service within the limits shown in the product. Before purchase, checkout presents the price, billing interval, included capacity, and any applicable promotion. A paid subscription renews automatically at the displayed interval until canceled. The public self-serve paid offer is Core, available monthly or annually and billed through Stripe unless a supported marketplace is publicly available and used or a separate written agreement applies. QuarryFi permits only one active paid billing source per company. Core may include a limited number of tracked contributors and repositories, with optional extra tracked-seat add-ons. Internal, test, comped, discounted, beta, or manually arranged access is not a public offer.

While displayed as active, QuarryFi’s public annual introductory offer is applied automatically to one eligible direct Stripe subscription per company and account owner. During the founding phase, the Core base price is $199 for the first annual term. The first successful paid live subscription using that price starts a 60-day availability window measured by QuarryFi’s server records. After that window, the public introductory price becomes $249 for the first annual term and remains available until QuarryFi changes or withdraws it. Both offers renew at the then-disclosed standard annual price, currently $299 per year. Monthly Core and extra tracked-seat charges are excluded.

The public countdown is informational and is calculated from the server-recorded expiration timestamp. Stripe Checkout presents the controlling amount before purchase; an unexpired Checkout Session may honor the introductory price selected when that session was opened. Opening or abandoning checkout does not consume an offer. Eligibility is consumed when the first discounted invoice is successfully paid. An introductory offer cannot be transferred, combined, reset by changing cadence, or claimed again through a new or different company account controlled by the same owner.

You must manage or cancel through the billing provider where the subscription originated. A direct Stripe cancellation takes effect at the end of the current paid period, so access continues through the displayed date and the subscription does not renew after it. You may reverse that scheduled cancellation before the term ends and keep the same subscription. Once cancellation becomes effective, the introductory offer is forfeited and cannot be claimed again. QuarryFi does not offer subscription pauses at launch.

Monthly-to-annual and annual-to-monthly changes are scheduled for a renewal boundary without mid-period proration. Annual-to-monthly changes take effect at the annual renewal and do not create new promotion eligibility. Same-cadence tracked-seat changes may be prorated by Stripe. Accounts already redeeming the retired monthly CORELAUNCH20 promotion continue under the duration presented when they purchased, but new monthly subscriptions are not promotion-eligible.

For transparency, QuarryFi intends to email the company owner about 30 days before an annual renewal, about seven days before the first standard-price monthly invoice after launch pricing, and about 30 days before a scheduled cadence change. Delivery is not guaranteed and does not replace your responsibility to review the billing date shown in Settings. Starting account closure schedules cancellation for a supported direct Stripe subscription, but a marketplace or other originating provider may require you to complete cancellation there. Account closure does not create a refund, shorten a committed billing period, or transfer the subscription to another provider. After paid access ends, the workspace downgrades to Free unless account closure is active. Except where required by law or agreed in writing, payments are non-refundable and partial billing periods are not refunded. QuarryFi charges no success fee based on a credit amount.

15. Prohibited Uses

You may not: (a) use the Service to prepare or support fraudulent, misleading, or unauthorized tax claims; (b) connect repositories, accounts, expenses, or payment records you do not have permission to use; (c) submit source code, secrets, government IDs, payment card data, or other unnecessary sensitive data where the product does not request it; (d) share API keys with unauthorized parties; (e) circumvent authentication, authorization, rate limits, billing gates, feature modes, or security controls; (f) reverse-engineer or attack the Service; or (g) use the Service in violation of law.

16. Confidentiality and Security

We design QuarryFi to avoid collecting source code and to protect private customer records, but no online service is perfectly secure. You are responsible for configuring integrations carefully, limiting access to authorized users, preserving your own records, and notifying us promptly of suspected unauthorized access.

17. Suspension and Termination

We may suspend or terminate access if we believe your account violates these Terms, creates security risk, causes platform abuse, creates legal risk, or fails to pay amounts due. You may stop using the Service at any time.

The company owner may start account closure from the bottom of authenticated Settings after recent sign-in and typed confirmation. Closure immediately stops new activity collection and normal workspace access, suspends QuarryFi plugin keys and connected-work tracking, and begins the recovery period shown in the product. During the 14-day recovery window, the owner may restore the resources that were active when closure began. Restoration does not guarantee that a third-party billing provider will reverse a cancellation; the owner must review the provider billing state.

After the recovery window, QuarryFi may begin verified deletion. Deletion is ordinarily completed within 30 days of the authenticated request, subject to backup cycles and narrowly required billing, security, legal-hold, tax, or dispute records described in the Privacy Policy. De-identified totals that no longer identify the company may remain. You are responsible for downloading records you need before the recovery deadline and maintaining your own tax, payroll, accounting, and source records outside QuarryFi.

18. Disclaimer of Warranties

To the maximum extent permitted by law, the Service is provided “as is” and “as available.” Smashed Studios LLC disclaims all express, implied, and statutory warranties, including warranties of merchantability, fitness for a particular purpose, title, non-infringement, accuracy, and reliability. We do not warrant that the Service will be uninterrupted, error-free, secure, audit-proof, accepted by tax authorities, or that classifications, calculations, generated documents, expense suggestions, owner-payment estimates, or readiness checks will be accurate.

19. Limitation of Liability

To the maximum extent permitted by law, Smashed Studios LLC and its members, managers, employees, contractors, and agents will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, including lost profits, lost tax credits, disallowed credits, penalties, interest, audit costs, lost data, business interruption, or professional-fee costs arising from or related to the Service.

Their total aggregate liability for all claims arising from or related to the Service or these Terms, under any legal theory, will not exceed the greater of $100 or the amount you paid Smashed Studios LLC for the Service during the 12 months before the event giving rise to the claim. These limits apply only to the extent permitted by law and do not limit liability that cannot lawfully be limited.

20. Indemnification

You will defend, indemnify, and hold harmless Smashed Studios LLC and its members, managers, employees, contractors, and agents from third-party claims, damages, liabilities, penalties, and reasonable costs and expenses, including reasonable attorneys’ fees, arising from your data, integrations, tax filings, payroll or owner-compensation treatment, generated documents, unauthorized or unlawful use of the Service, violation of these Terms, or violation of another person’s rights.

We will give you reasonably prompt notice of a covered claim and reasonable cooperation at your expense. You may control the defense, but you may not settle a claim in a way that admits fault by, imposes obligations on, or fails to fully release a protected Smashed Studios LLC party without our written consent. We may participate through counsel of our choice at our own expense.

21. Informal Dispute Resolution

Before filing a lawsuit arising from these Terms or the Service, the complaining party must send a written notice describing the dispute and requested resolution. The parties will then try in good faith to resolve the dispute for 30 days. This step is not required when immediate court relief is reasonably necessary to prevent unauthorized access, misuse of intellectual property, or other imminent harm, or when waiting would cause a legal filing deadline to expire.

22. Changes to Terms

We may update these Terms as the product, pricing, vendors, or legal requirements change. Material changes will be communicated by email or in-app notice when practical. When we designate a new acceptance version, product access will remain blocked until an authenticated user accepts that exact version; continued use alone does not replace required clickwrap acceptance.

23. Governing Law and Forum

These Terms are governed by the laws of the State of California, without regard to conflict-of-law rules. Any dispute will be brought in the state or federal courts located in California unless applicable law requires another forum. This choice of law does not expand the territory in which the Service is offered or displace rights that cannot lawfully be waived.

24. Service Interruptions

We are not responsible for delay or failure caused by events outside our reasonable control, including internet or utility failures, third-party platform outages, government action, natural disasters, labor disputes, or attacks on service providers. This section does not excuse payment obligations that accrued before the event.

25. General Terms

These Terms, the Privacy Policy, the order or checkout terms presented to you, and any written agreement signed by both parties form the entire agreement for the Service and replace prior discussions about the same subject. If a conflict exists, a signed written agreement controls, followed by the checkout or order terms, these Terms, and the Privacy Policy.

You may not assign these Terms without our written consent. We may assign them as part of a merger, financing, reorganization, sale of the Service, or transfer to an affiliate. If any provision is unenforceable, it will be limited to the minimum extent necessary and the rest will remain effective. A failure to enforce a provision is not a waiver. Sections concerning customer responsibilities, data rights, payment obligations, disclaimers, liability, indemnification, disputes, and general terms survive termination.

26. Contact and Notices

Questions about these Terms may be directed to legal@quarryfi.com or support@quarryfi.com. Formal dispute notices to Smashed Studios LLC must be sent to legal@quarryfi.com. We may send account notices to the email associated with your account.