Terms of Service

These Terms of Service (“Terms”) are entered into between you and Flowlyn Labs Pte. Ltd. (“Flowlyn Labs,” “we,” “our,” or “us”), which owns and operates the ValeKit platform and related services (the “Service”). By creating an account, clicking “I Agree,” or otherwise accessing or using the Service, you agree to be bound by these Terms on behalf of yourself and, if applicable, the organization you represent. If you do not agree, do not use the Service.

If your organization has signed a separate Master Service Agreement and Order Form with Flowlyn Labs Pte. Ltd. directly, that signed agreement governs your use of the Service instead of these Terms.

These Terms apply to you as a business customer. Your guests, patients, or other end users who interact with the Service through a guest status portal or SMS notification are governed by our separate Guest Terms of Service, not these Terms.

1. Definitions

• “Customer Data” means any data, content, or information you submit to the Service, including vehicle records, guest or patient information, photographs, and operational records.
• “Authorized Users” means your employees, contractors, or staff (including valet runners) who you authorize to access the Service.
• “Subscription Term” means the period during which you have active access to the Service, as set out in your selected plan.

2. Limited License

Subject to these Terms and timely payment of fees, we grant you a non-exclusive, non-transferable, revocable license to access and use the Service during your Subscription Term, solely for your internal business operations.

• You acquire no ownership interest in the Service. The Service is licensed, not sold.
• You may not reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Service.
• You may not copy, resell, sublicense, rent, lease, or distribute the Service to any third party without our prior written consent.
• You may not use the Service to build a competing product or service.

3. Ownership of Intellectual Property

We and our licensors own all right, title, and interest in and to the Service, including all software, source code, user interfaces, workflows, designs, trademarks (including the ValeKit name and logo), documentation, and any future updates, improvements, or modifications, whether developed by us independently or based on your feedback. Nothing in these Terms transfers any ownership of these rights to you.

3.1 Feedback

If you provide suggestions, feature requests, or other feedback regarding the Service, we may use such feedback without restriction or compensation to you, and any resulting improvements remain our sole property.

3.2 Publicity

We may identify you as a user of the Service, including using your name and logo, in our marketing materials, website, sales presentations, and customer lists. You may revoke this right at any time by providing us thirty (30) days' written notice, after which we will remove your name and logo from public-facing marketing materials going forward.

We may also prepare and publish written, audio, video, or visual case studies describing your implementation, operational improvements, and results, and may reproduce and publish testimonials, reviews, survey responses, and other feedback you provide regarding the Service. We may identify you as a reference account and may request that prospective customers contact you regarding your experience with the Service. You may opt out of any of the rights described in this paragraph at any time by providing us thirty (30) days' written notice.

3.3 Protection of Workflows and Methods

You may not use the Service, including through screenshots, recordings, exports, or systematic observation, for the purpose of recreating, replicating, or building a competing product or service based on the workflows, user journeys, business logic, or operational methods embodied in the Service. This Section does not restrict your ordinary internal use, discussion, or documentation of the Service for your own operational purposes.

4. Customer Data

As between you and us, you retain all right, title, and interest in and to Customer Data. You grant us a limited license to access, process, and store Customer Data solely for the purposes of: (a) providing and maintaining the Service, (b) providing customer support, (c) improving and developing the Service, including through aggregated or de-identified analytics that do not identify you or any individual, and (d) complying with applicable law.

4.1 Machine Learning and Model Training

You grant us the right to use vehicle images, license plate data, and related vehicle information submitted to the Service, in de-identified or aggregated form, to train, tune, test, and improve machine learning and artificial intelligence models used to provide and enhance the Service, including any proprietary models we may develop now or in the future. Such use will not identify you, your guests, or any individual, and is not limited to any single underlying AI provider or model.

• We will not sell Customer Data to third parties.
• We will not share Customer Data with third parties except: (i) subprocessors necessary to operate the Service (such as SMS, hosting, or payment providers), (ii) as required by law, or (iii) with your consent.
• We may use aggregated, anonymized, or de-identified data derived from Customer Data for analytics, benchmarking, and product improvement purposes, provided such data does not identify you or any individual.

4.2 Data Controller and Processor

As between you and us, you are the data controller and we are the data processor with respect to personal data contained in Customer Data, including any guest, patient, or end-user information. You are responsible for obtaining all necessary consents and notices, and for compliance with applicable data privacy and retention laws governing such personal data. We will process personal data only as necessary to provide the Service and in accordance with your instructions and these Terms.

4.3 International Data Transfer

You acknowledge that Customer Data may be processed, stored, or transferred internationally, including in Singapore and other jurisdictions used by our infrastructure and subprocessor vendors, in connection with providing the Service.

5. No Guarantee of Uninterrupted Service

You acknowledge that the Service may occasionally be unavailable due to scheduled maintenance, updates, or factors outside our reasonable control, including internet outages, cloud infrastructure failures, or third-party service disruptions (such as SMS or payment gateway outages). Except as expressly set out in a separately purchased Service Level Agreement, we do not guarantee uninterrupted or error-free operation of the Service. Where we offer a Service Level Agreement with service credits, such credits constitute your sole and exclusive remedy for service availability issues.

5.1 Your Hardware and On-Site Environment

You are solely responsible for providing and maintaining suitable hardware (including mobile devices, cameras, and related equipment) and adequate network or internet connectivity at your premises. We are not liable for any failure, error, or limitation of the Service caused by your hardware malfunction, inadequate camera quality or positioning, local network outages, or connectivity issues at your location.

6. Limitation of Liability

To the maximum extent permitted by applicable law, our total aggregate liability arising out of or related to these terms, whether in contract, tort, or otherwise, shall not exceed the total fees you paid us in the three (3) months preceding the event giving rise to the claim.

This limitation does not apply to: (a) your payment obligations under these Terms, (b) either party's indemnification obligations under Section 15, (c) breaches of confidentiality under Section 22, or (d) liability arising from a party's gross negligence, willful misconduct, or fraud.

Our liability for any security incident or data breach remains subject to the limitation set out in this Section.

7. Exclusion of Consequential Damages

To the maximum extent permitted by applicable law, in no event will either party be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including without limitation lost profits, lost revenue, loss of business, reputational damage, guest or patient dissatisfaction, operational disruption, or loss of future business, arising out of or related to these terms or the service, even if advised of the possibility of such damages.

8. No Liability for Vehicle Loss or Damage

We supply software only. We do not provide, supervise, or operate valet parking services, and the Service does not constitute a vehicle tracking, security, surveillance, custody, insurance, theft prevention, vehicle recovery, parking enforcement, or vehicle protection service of any kind. As between you and us, you remain solely responsible for the physical handling, custody, security, and safety of vehicles and their contents, and for the actions of your employees and contractors (including valet runners).

As between you and us, and except where caused solely by our gross negligence or willful misconduct, liability for any claim relating to vehicle theft, vehicle damage, personal injury, death, loss of property, or valet operations rests solely with you. We are not responsible or liable for: lost vehicles, stolen vehicles, damaged vehicles, theft from vehicles, or any act or omission of your valet personnel. The Service is a tool to support your operations and does not replace your own operational, supervisory, or insurance responsibilities.

8.1 AI and Automated Recognition Disclaimer

The Service may include AI, machine learning, optical character recognition, license plate recognition, or vehicle image matching functionality. Such functionality is provided for operational assistance only, may contain errors, and may misidentify or fail to identify a vehicle, plate, or related detail correctly. You must independently verify any AI-generated or automated output before relying on it operationally. We are not liable for any claim arising from an incorrect AI match, misread plate, or other automated recognition error.

8.2 Customer Insurance

You will maintain adequate commercial general liability insurance, garage keepers liability insurance, workers' compensation insurance, cyber liability insurance (where applicable), and any other insurance required by applicable law for your valet operations. We are not required to maintain insurance covering vehicles parked, stored, or handled by you.

9. Your Responsibility for Compliance

You are solely responsible for ensuring your use of the Service complies with all applicable laws and regulations, including local parking and valet regulations, labor and employment regulations, data privacy laws applicable to your collection and use of guest or patient data, and any internal policies of your organization. We do not provide legal, regulatory, or compliance advice, and nothing in the Service or these Terms should be construed as such.

9.1 End-User Communications

You represent and warrant that you have obtained all necessary consents, opt-ins, and permissions from your guests, patients, and end users required under applicable telecommunications and privacy laws (including without limitation the U.S. Telephone Consumer Protection Act, where applicable) prior to using the Service to send automated SMS messages or other communications. You bear sole liability for any claims, fines, or penalties arising from unsolicited or non-compliant communications sent through the Service.

9.2 SMS Communications

The Service sends transactional SMS notifications to valet guests to provide vehicle status updates during an active valet session. By providing a mobile phone number to a Service-trained valet attendant at check-in, the guest consents to receive these notifications for that session.

Messages sent through the Service are transactional only; no marketing or promotional messages are sent under this program. Guests may opt out at any time by replying STOP to any message. Standard message and data rates may apply. For full details on how guest information is handled and how consent is obtained, see our SMS Messaging Policy.

10. Your Responsibility for User Accounts

You are responsible for all activity occurring under your Authorized Users' accounts, including maintaining the confidentiality of login credentials. You must promptly notify us of any unauthorized access or use of an account. We are not liable for any loss arising from your failure to safeguard account credentials.

11. Payment Processing and Card Data

Where you enable online or card-based payment collection through the Service, payment processing is performed by third-party payment processors (such as Stripe or Square), not by us. We do not store raw payment card data; such data is handled directly by the applicable payment processor in accordance with its own terms and applicable Payment Card Industry Data Security Standard (PCI DSS) requirements. We are not liable for the acts, omissions, errors, or outages of any third-party payment processor.

12. Third-Party Service Disclaimer

The Service relies on third-party providers, including SMS messaging providers, cloud hosting providers, payment gateways, AI model providers, and email delivery providers. We are not responsible for interruptions, errors, or failures caused by these third-party providers, and will make commercially reasonable efforts to notify you of any known material disruption.

13. No Reliance

You acknowledge that you have not relied upon, and these Terms supersede, any representation, promise, forecast, projection, demonstration, sales statement, marketing material, or verbal statement not expressly contained in these Terms in entering into this agreement.

14. Audit Limitation

Except as expressly required by applicable law, you have no right to inspect our source code, infrastructure, security systems, internal policies, financial records, or subcontractor agreements.

14.1 Customer Cooperation

You will provide reasonable cooperation, access, information, personnel, and assistance reasonably necessary for us to provide support, perform the Service, and investigate reported issues.

14.2 Security Questionnaires and Vendor Assessments

We will make our standard security and compliance documentation available to you upon request. Completion of customer-specific security questionnaires, vendor risk assessments, procurement forms, or legal review processes beyond our standard documentation may be subject to additional fees, to be agreed in advance.

15. Indemnification

15.1 Indemnification by You

You will defend, indemnify, and hold harmless Flowlyn Labs Pte. Ltd., its officers, directors, employees, and affiliates from and against any third-party claims, damages, liabilities, and expenses (including reasonable legal fees) arising out of or related to: (a) your misuse of the Service, (b) acts or omissions of your Authorized Users, (c) your violation of applicable law, (d) Customer Data, including any claim that Customer Data infringes or misappropriates a third party's rights, or (e) any third-party claim arising from vehicle theft, vehicle damage, vehicle misplacement, personal injury, death, towing activity, or any other claim relating to parking or valet operations, except to the extent such claim is caused solely by our gross negligence or willful misconduct.

15.2 Indemnification by Us

We will defend, indemnify, and hold harmless you from and against any third-party claims, damages, liabilities, and expenses (including reasonable legal fees) arising out of a claim that the Service, as provided by us and used in accordance with these Terms, infringes a third party's intellectual property rights, except to the extent the claim arises from Customer Data, your modifications, or use of the Service in combination with products not provided by us.

16. Suspension Rights

We may suspend your access to the Service, in whole or in part, without liability, in the following circumstances: non-payment of fees after notice, suspected fraud or illegal activity, security threats to the Service or other customers, or activity we reasonably believe violates these Terms or poses a risk to the Service's integrity. We will make reasonable efforts to notify you before or promptly after any such suspension, except where doing so would compromise security.

17. Payment Terms

• Fees are as specified in your selected plan and are billed in advance for the base subscription fee, with usage-based overage charges billed in arrears.
• Fees are non-refundable except as expressly stated in these Terms.
• Invoices are due within fifteen (15) days of the invoice date unless otherwise stated. Late payments may accrue interest at the lesser of 1.5% per month or the maximum rate permitted by law, and may result in suspension under Section 16.
• You are responsible for any sales, use, value-added, or similar taxes applicable to your subscription, excluding taxes on our net income.
• Unless otherwise specified, your Subscription Term automatically renews on a monthly basis unless terminated by either party in accordance with Section 19.
• You will not initiate a chargeback or payment reversal for an undisputed invoice. Initiating a chargeback does not relieve you of your payment obligations under these Terms.

17.1 Cross-Border Tax Gross-Up

All fees are exclusive of applicable taxes, levies, or duties. If you are required by local law to withhold any tax from your payments to us, you will gross up the payment such that the net amount we receive, after all such withholdings, equals the full amount invoiced. You bear all risk and liability for foreign currency exchange rate fluctuations affecting payments under these Terms.

17.2 Usage and Overage Disputes

Any dispute regarding usage-based overage charges (including ticket or SMS overage) or quota calculations must be raised in writing within ten (10) days of the applicable invoice date, after which the invoice will be deemed final and accepted by you. Our system logs and usage analytics will serve as the presumptive record of your usage, absent manifest error.

17.3 Collection Costs

You will reimburse us for reasonable attorneys' fees, collection agency fees, court costs, and other reasonable expenses we incur in recovering overdue amounts under these Terms.

18. Feature Changes

We may modify, replace, discontinue, or remove features of the Service at any time, provided the core functionality of your subscribed plan remains materially available. We will use reasonable efforts to notify you in advance of any material feature removal.

19. Term and Termination

These Terms remain in effect for your Subscription Term and will continue on a month-to-month basis thereafter unless terminated as set out below.

• You may terminate for convenience by providing fifteen (15) days' notice, with termination effective at the end of the then-current billing cycle.
• We may terminate or suspend your account for non-payment, material breach not cured within fifteen (15) days of notice, fraud, or illegal activity.
• Either party may terminate immediately upon the other party's insolvency, bankruptcy, or cessation of business operations.

20. Data Retention After Termination

Upon termination, you may export Customer Data for a period of thirty (30) days following the termination date. After this period, we may retain Customer Data for up to an additional sixty (60) days for backup and recovery purposes. Once this combined ninety (90) day period has elapsed, you will no longer be able to request export or deletion of Customer Data, and we may continue to retain it thereafter. We have no obligation to delete Customer Data following this period.

21. Security Commitment

We will maintain commercially reasonable administrative, technical, and physical safeguards designed to protect Customer Data, consistent with industry-standard practices. We do not represent or warrant that the Service is fully secure, hack-proof, or immune from unauthorized access, and no security measure is guaranteed to prevent all possible breaches.

21.1 Data Breach Notification

In the event we become aware of a confirmed security breach resulting in unauthorized access to Customer Data, we will notify you without undue delay, and in any event within seventy-two (72) hours of confirming the breach, and will provide reasonably available information regarding the nature and scope of the breach.

21.2 Usage Monitoring

We may monitor usage patterns, system activity, API calls, logins, and other operational metrics for purposes of security, customer support, billing, abuse prevention, and product improvement.

22. Confidentiality

Each party agrees to protect the other party's confidential information, including business information, pricing, operational details, and technical information disclosed under these Terms, using the same degree of care it uses to protect its own confidential information of similar nature, and not less than reasonable care. This obligation does not apply to information that is publicly available, independently developed, or required to be disclosed by law, provided the disclosing party gives reasonable notice where legally permitted.

23. Warranty Disclaimer

Except as expressly stated in these terms, the service is provided “as is” and “as available,” without warranties of any kind, whether express, implied, or statutory, including without limitation implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the service will be error-free or operate without interruption.

24. No Agency or Partnership

We are an independent software vendor. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between the parties. We are not an operator of your valet service and have no authority to bind you in any respect, and vice versa.

25. Force Majeure

Neither party will be liable for any failure or delay in performance (other than payment obligations) caused by events beyond its reasonable control, including natural disasters, internet or telecommunications failures, governmental action, war, civil unrest, epidemic, power outages, cyberattacks or distributed denial-of-service attacks, or outages of third-party infrastructure or service providers we rely on (including cloud hosting, AI model, or SMS messaging providers).

26. Export Control and Sanctions Compliance

Each party will comply with applicable export control and economic sanctions laws and regulations. You represent that you are not located in, or owned or controlled by a person located in, any country subject to comprehensive sanctions, and are not otherwise a prohibited party under applicable law.

27. Beta and Experimental Features

We may from time to time make beta, pilot, or experimental features available to you. Such features are provided without warranty of any kind, may be modified or discontinued at any time without notice, and may be supported on a limited or best-efforts basis only. Beta or experimental features must not be used in life safety, emergency response, medical decision-making, or other critical operational situations.

28. Usage Restrictions

You will not, and will not permit any Authorized User to: attempt to gain unauthorized access to the Service or related systems; conduct security testing or penetration testing without our prior written authorization; scrape, crawl, or extract data from the Service other than through our supported export functionality; resell or sublicense access to the Service; build or attempt to build a competing product using the Service; use artificial intelligence systems or automated tools to recreate competing functionality based on observation of the Service; or use the Service for any unlawful purpose.

29. Claim Limitation Period

Any claim arising out of or related to these Terms must be brought within one (1) year after the cause of action arose, or such claim is permanently barred, to the maximum extent permitted by applicable law.

30. Class Action Waiver

To the maximum extent permitted by applicable law, claims arising out of or related to these Terms must be brought individually and not as part of a class action, representative action, or consolidated proceeding.

31. No Personal Liability

You agree that any claim arising out of or related to these Terms will be brought solely against Flowlyn Labs Pte. Ltd. and not against its founders, directors, shareholders, officers, employees, contractors, or advisors in their personal capacity.

32. Changes to these Terms

We may update these Terms, including pricing, features, or security policies, from time to time. We will provide at least thirty (30) days' written notice of any material change, including by posting an updated version on our website. If you do not agree to a material change, you may terminate your account prior to the change taking effect, in accordance with Section 19. Continued use of the Service after a change takes effect constitutes acceptance of the updated Terms.

33. Assignment

You may not assign these Terms without our prior written consent. We may assign these Terms without your consent in connection with a merger, acquisition, or sale of substantially all of our assets, provided the assignee agrees to be bound by these Terms.

34. Severability

If any provision of these Terms is held to be invalid or unenforceable, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will continue in full force and effect.

35. Notices

Notices under these Terms must be in writing and delivered by email (with confirmation of receipt) to the email address associated with your account, or such other address as either party may designate in writing.

36. Electronic Signatures and Records

These Terms, and any related agreements, may be accepted or executed by electronic signature, scanned signature, clickwrap acceptance, or other electronic means, and such acceptance or execution will have the same legal effect as an original handwritten signature. Electronic records of these Terms are deemed originals for all purposes.

37. Survival

Sections relating to Intellectual Property, Customer Data ownership, Limitation of Liability, Exclusion of Consequential Damages, No Liability for Vehicle Loss or Damage, Indemnification, Payment Terms (for amounts accrued prior to termination), Data Retention, Confidentiality, Warranty Disclaimer, Claim Limitation Period, Class Action Waiver, No Personal Liability, and Governing Law will survive termination of these Terms.

38. Entire Agreement

These Terms constitute the entire agreement between you and us regarding the Service and supersede all prior or contemporaneous understandings, representations, or agreements, whether written or oral, including any representations made during sales discussions or demonstrations.

39. Governing Law and Venue

These Terms are governed by the laws of the Republic of Singapore, without regard to conflict of law principles. The parties agree to first attempt to resolve any dispute through good-faith negotiation. Any dispute not resolved within thirty (30) days will be subject to the exclusive jurisdiction of the courts of Singapore, unless the parties separately agree in writing to arbitration.

Contact Us

If you have any questions about these Terms, please contact us at:

Flowlyn Labs Pte. Ltd.

Email: sales@valekit.com