WALKTHRU LABSTerms of Service
These Terms are the agreement between GullStack Trust, a Utah trust doing business as Walkthru Labs, and the business that accepts a proposal, signs an order, or pays an invoice that references this page. Checking I accept the Terms of Service on a Walkthru Labs proposal, or paying that invoice, is acceptance. Josh Cohen acts only as Trustee. Hosted products such as Cinch are also governed by the Cinch Terms of Service.
1. Services
We perform the work in the accepted proposal, statement of work, or order (each an “SOW”): websites, software, integrations, marketing, data connections, and operations support. The SOW controls if it conflicts with these Terms for that engagement only.
2. Your systems and data
If we connect to your accounts (Stripe, ads, email, CRM, banks via Plaid, SMS, hosting), you warrant you have the right to grant that access, including consents from your own customers. You may revoke access at any time. You own your data. We process it to do the work. We do not sell it. We do not sell Plaid-derived consumer data. High-risk connectors need a written authorization (email is enough).
3. Fees
Fees are as stated in the SOW. Recurring fees bill in advance. Unpaid amounts after 30 days may accrue 1.5% per month or the lawful max, and we may pause work after notice. You pay applicable sales tax. Collection costs, including attorneys’ fees, are yours if we have to chase a past-due invoice.
4. Term
Either party may end an SOW for convenience on 30 days’ notice (you still pay for work done and non-cancellable commitments), or immediately for an uncured material breach. We deliver paid work product; credentials are revoked; your data is deleted per our retention policy (generally 30 days after offboard).
5. Intellectual property
On full payment, you own the deliverables made specifically for you. We keep our tools, templates, frameworks, and know-how, licensed to you as part of those deliverables. Cinch, ShiftHQ, Walkthrough, and Plato’s Wallet stay ours and are licensed, not sold. We may name you in our portfolio unless you opt out in writing.
6. Disclaimers
Work is provided as-is except that we will perform it in a professional manner and maintain the published security program. We do not warrant uninterrupted systems, SOC 2, or that a third-party platform (Stripe, Meta, Google, Vercel, Plaid) will not fail. We are not your lawyer, accountant, insurer, or broker-dealer. AI-assisted work is reviewed by us; you still review anything that goes to your customers.
7. Your indemnity
You will defend and indemnify GullStack Trust, the Trustee, and our people against claims arising from your data, your premises and operations, your marketing/SMS/email (including TCPA and 10DLC), your ads and pixels, your employees, and your breach of a third-party platform’s terms or of these Terms.
8. Our indemnity
We will defend you against a third-party claim that work product we delivered (not your materials, not a third-party platform, not your modifications) infringes a U.S. copyright or trademark. That duty is subject to the cap below.
9. Liability cap
Neither party is liable for consequential, incidental, special, or punitive damages, or lost profits or lost data. Our total liability is the greater of the fees you paid us in the prior 12 months or $5,000. That is one cap — it is not multiplied for a security incident. It does not limit your payment obligations or your indemnity.
10. Communications
If we send or enable SMS, email, or ads for you, you own consent and opt-outs. You are the initiator of those campaigns.
11. Trustee
You look only to the assets of GullStack Trust. You waive personal claims against Josh Cohen as Trustee except as a statute forbids that waiver.
12. Law
Utah law. Exclusive venue in the state and federal courts in Salt Lake County, Utah. Class actions waived to the extent law allows. Jury trial waived. Claims must be filed within one year except your nonpayment.
13. General
These Terms plus the SOW and any signed data addendum are the entire agreement. Your PO terms are void. Electronic acceptance is binding. We may assign to an affiliate or a successor of the business. Notices to us: josh@gullstack.com with a copy to bryce@gullstack.com.