Rotely Terms of Service

Effective date: October 1, 2026

These Terms are an agreement between Rotely LLC, a Texas limited liability company ("Rotely", "we", "us"), and the business that signs up for Rotely ("Customer", "you"). The person who accepts these Terms confirms they are allowed to sign up for the business.

You accept these Terms when you check the box or click to agree at sign-up, or when you first use Rotely, whichever comes first. If you don't agree, don't use Rotely.

Rotely is for businesses only. It is not for personal, family or household use.

1. What Rotely does

Rotely helps a bar or restaurant run its stock and ordering. It includes:

• inventory counts on a phone or computer, already filled in with what we expect you to have;
• reading supplier invoices you send us (photos by text, email, or upload);
• reading the daily sales report your POS emails to us;
• drafting supplier orders for you to approve;
• a weekly summary and alerts by text;
• price comparison across stores; and
• a "Savings Rotely found" list of possible savings.

We may improve, change or remove features over time. If we remove a feature you pay for and it matters to you, you can cancel (Section 9).

2. Your account

• You pick who gets access (owners, managers, staff). You are responsible for everything done under your account.
• Sign-in is by a code or link sent by text or email. Keep your phone and email secure. Tell us right away at support@rotely.co if you think someone got into your account.
• Give us accurate information and keep it current.

3. Estimates, AI and advice - please read

• Rotely's numbers are estimates. Expected stock, suggested pars, order suggestions, savings figures, price comparisons and "Savings Rotely found" amounts are calculated from your invoices, sales reports and counts. They can be wrong - for example, if an invoice photo is blurry, a sales report is late, or a count is off.
• Rotely uses artificial intelligence (a third-party AI model) to read invoice photos, emails and text replies. AI can misread a number, a product or a price.
• Check before you rely on it. You are responsible for reviewing counts, invoices, orders and figures before you act on them.
• Not professional advice. Rotely is not accounting, bookkeeping, tax, legal, or alcohol-licensing advice, and it is not your system of record for taxes or regulators.

4. Orders to suppliers

• Rotely drafts orders. Nothing is sent to a supplier until you approve it.
• Rotely only texts a supplier rep who has confirmed their own number.
• Your purchase is between you and your supplier. We are not a party to it. We are not responsible for a supplier's prices, stock, delivery, substitutions, or errors, or for an order you approved.
• Before you add a supplier rep's name and number, you confirm you have a business relationship with them and may share their contact details with us for this purpose.

5. Your data

• You own your data - your invoices, sales reports, counts, prices, costs, and the names and numbers you add ("Customer Data").
• You give us permission to use Customer Data to provide, support, secure and improve Rotely for you, and as described in our Privacy Policy.
• Aggregated data. We may combine data from many customers in a form that does not identify you, your business, or any person (for example, average price of a product in a region). We may use that aggregated, de-identified data to improve Rotely and to create benchmarks and insights. We will never publish or share your business's prices, costs, or margins in a form that identifies you.
• You are responsible for the accuracy of Customer Data and for having the right to give it to us.
• Don't send us things we don't need: no card numbers, bank account numbers, Social Security numbers, passwords, or patron (guest) personal information. If an invoice includes an account number, we'll try to hide it, but please cover it when you can.
• We protect Customer Data with reasonable security measures. If we learn of a security incident affecting your Customer Data, we'll tell you without undue delay and as the law requires.

6. Acceptable use

Don't:

• use Rotely for anything illegal, or to send spam or texts to people who haven't agreed to get them;
• add someone's phone number without their permission;
• try to break, overload, reverse engineer, or get around the security of Rotely;
• copy or resell Rotely, or use it to build a competing product;
• upload malware or content you don't have the right to share.

We may suspend access that breaks these rules or puts Rotely, other customers, or text delivery at risk. We'll tell you why and, where it's reasonable, give you a chance to fix it first.

7. Price, billing and taxes

• Price. Your price is shown at sign-up or in your order confirmation (currently $149 per month per location for new customers). All prices are in US dollars.
• No setup fee. No contract. Month to month.
• Billing. We charge monthly, in advance, on your billing date, to the card or bank account you choose. You authorize us (through our payment processor, Stripe) to charge that payment method each month until you cancel. We don't add a processing fee.
• When billing starts. You won't be charged until your bar is set up. Your first charge is on the day your bar's setup is working with no major problems and your first full count is finished in Rotely, unless you and we agree in writing (email or text is fine) to start billing on an earlier date. Billing then repeats monthly on that date.
• Sales tax. Prices don't include tax. We add Texas sales and use tax as required by law and show it on each invoice. (Texas currently taxes this kind of service on 80% of the price.)
• Price changes. We'll give you at least 30 days' notice by email or text before a price change. It starts on your next billing date after the notice period. If you don't want the new price, cancel before then.
• Late or failed payments. If a payment fails, we'll tell you and try again. If it's still unpaid 14 days after we tell you, we may pause your account until it's paid. Your data is kept while paused.
• Refunds. Payments are non-refundable, and we don't give partial-month refunds when you cancel, except where the law requires or we charged you by mistake. If we charged you by mistake, we'll refund it.
• Disputes. Please contact us before disputing a charge with your bank - we'll work it out.

8. Text messages (SMS Terms)

Program name: Rotely Account Alerts

What you'll get: texts about your Rotely account - sign-in codes, counts and count reminders, the weekly summary, alerts (for example, low stock or a price change), and order drafts for you to approve. Supplier reps who confirm their number get order texts you approved.

How you sign up: by texting START and your code to our number, or by checking the optional text box on our sign-up form. Consent is not a condition of purchase.

Message frequency varies. It depends on how you use Rotely - typically a few texts a week.

Message and data rates may apply.

Help: Text HELP to our number, email support@rotely.co, or call (325) 221-4683.

Opt out: Text STOP to our number at any time. You'll get one text confirming you're unsubscribed, and no more texts after that. You can also opt out by telling us any other reasonable way (email or phone). To rejoin, text START.

Carriers are not liable for any delayed or undelivered messages.

If you stop texts, some features that work by text (like sign-in codes by text or order approvals by text) won't work for that number. You can still use the web app with email sign-in where available.

Your mobile information and opt-in data are handled as described in our Privacy Policy. We do not sell or share your SMS opt-in data or personal information with third parties for marketing purposes.

Your responsibility for your team's numbers: when you add a manager, staff member or supplier rep, you confirm they agreed to get Rotely texts. Each person also confirms by text before we send them anything other than the confirmation request itself.

9. Cancelling and ending the service

• You can cancel anytime by texting or emailing us at support@rotely.co, or in the app when available. Cancellation takes effect at the end of the month you've already paid for. You keep access until then.
• You can pause for up to 3 months by texting or calling (325) 221-4683. You're not charged while it's paused, and all of your information is retained.
• We can end the service for any reason with 30 days' notice, or sooner if you break these Terms and don't fix it within 10 days after we tell you, or right away if needed to stop fraud, illegal use, or harm. If we end the service without cause, we'll refund any prepaid fees for the time after it ends.
• Your data after the end. For 30 days after your service ends, you can ask us for an export of your Customer Data (for example, as a spreadsheet). After that we delete it from our live systems within 60 days, and from backups as they roll off on their normal schedule. We may keep aggregated, de-identified data, and records we must keep for tax or legal reasons (like invoices we sent you).

10. Our ownership

Rotely - the software, design, and everything we build - belongs to us. Subject to these Terms and while you're paid up, we give you a limited, non-transferable right to use Rotely for your business. If you send us ideas or feedback, we may use them freely without paying you.

11. Our promise and disclaimer

We'll provide Rotely with reasonable care and skill, and we'll work to fix problems we control once we know about them.

EXCEPT FOR THAT PROMISE, ROTELY IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT THE LAW ALLOWS, WE DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT PROMISE THAT ROTELY WILL BE UNINTERRUPTED OR ERROR-FREE, THAT ESTIMATES OR AI READINGS WILL BE ACCURATE, OR THAT YOU WILL SAVE ANY AMOUNT OF MONEY. TEXT MESSAGES DEPEND ON CARRIERS AND MAY BE DELAYED OR NOT DELIVERED.

12. Limit on liability

TO THE FULLEST EXTENT THE LAW ALLOWS:

(a) NEITHER PARTY IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST SALES, LOST OR SPOILED INVENTORY, OR BUSINESS INTERRUPTION, EVEN IF WARNED THEY WERE POSSIBLE.

(b) EACH PARTY'S TOTAL LIABILITY FOR ALL CLAIMS ABOUT ROTELY OR THESE TERMS IS LIMITED TO THE AMOUNT YOU PAID ROTELY IN THE 12 MONTHS BEFORE THE EVENT THAT CAUSED THE CLAIM.

(c) THESE LIMITS APPLY TO ALL CLAIMS, INCLUDING CLAIMS BASED ON CONTRACT, WARRANTY, OR NEGLIGENCE (INCLUDING A PARTY'S OWN NEGLIGENCE). They do not limit: your duty to pay fees; your obligations under Section 13; or liability for fraud, gross negligence, or willful misconduct, or any other liability that the law does not allow to be limited.

13. Your responsibility for claims

YOU WILL DEFEND AND PAY FOR (INDEMNIFY) ROTELY AND ITS OWNERS AGAINST THIRD-PARTY CLAIMS, AND RELATED REASONABLE COSTS AND ATTORNEYS' FEES, ARISING FROM: (a) CUSTOMER DATA YOU PROVIDE; (b) PHONE NUMBERS YOU ADD WITHOUT THE PERSON'S PERMISSION; (c) ORDERS YOU APPROVE AND YOUR DEALINGS WITH SUPPLIERS; OR (d) YOUR BREAKING THESE TERMS OR THE LAW. THIS DOES NOT COVER CLAIMS CAUSED BY ROTELY'S OWN NEGLIGENCE OR MISCONDUCT. We'll tell you promptly about a claim and let you control the defense (you can't settle in a way that admits fault for us without our OK).

14. Things outside our control

Neither party is responsible for delays or failures caused by events beyond its reasonable control - for example, outages at internet, hosting, carrier, or AI providers, power failures, severe weather, or government action. This doesn't excuse paying fees for service already provided.

15. Disputes

• Talk first. If there's a problem, email us at support@rotely.co. Both sides agree to try in good faith to resolve it for 30 days before going to court.
• Texas law. Texas law governs these Terms, without regard to conflict-of-law rules.
• Where. Any lawsuit goes in the state or federal courts located in the county in Texas where Rotely's principal office is located when the claim is filed, and both parties agree to those courts. Either party may bring a claim in a Texas justice court (small claims) if it qualifies.
• Individual claims. Claims must be brought in a party's individual capacity, not as a plaintiff or class member in a class or representative action.
• JURY WAIVER. EACH PARTY KNOWINGLY AND VOLUNTARILY WAIVES ITS RIGHT TO A JURY TRIAL IN ANY LAWSUIT ABOUT ROTELY OR THESE TERMS.

16. Electronic communications

You agree we can send you these Terms, notices, invoices and receipts electronically - by email, text, or in the app - and that electronic agreement and signatures count as written ones. Notices to us go to support@rotely.co. Notices to you go to the email or mobile number on your account.

17. Changes to these Terms

We may update these Terms. For changes that matter, we'll give you at least 30 days' notice by email or text. Changes apply going forward only, starting after the notice period. If you don't agree, you can cancel before they take effect. Keeping on using Rotely after that means you accept them. Price changes follow Section 7.

18. General

• Assignment. You may not transfer this agreement without our written OK. We may transfer it to an affiliate or to a buyer of our business or assets, and will tell you if we do.
• Entire agreement. These Terms, our Privacy Policy, and any order confirmation are the whole agreement. If there's a conflict, a signed order form wins, then these Terms.
• No waiver. Not enforcing a term isn't giving it up.
• Severability. If a court finds any part unenforceable, that part is limited as little as needed and the rest stays in effect.
• Independent parties. We are independent businesses; this isn't a partnership, franchise, or employment.
• Survival. Sections 3, 5 (data after the end), 7 (unpaid fees), 10-15 and 18 survive after the service ends.

19. Contact

Rotely LLC Email: support@rotely.co Phone: (325) 221-4683 Website: rotely.co