Subscription Agreement
1. OVERVIEW:
WELCOME TO BALANCE BOOK AND TAX, LLC (BBT). WE PROVIDE CLOUD-BASED BOOKKEEPING AND CONSULTANCY SERVICES. OUR SERVICES DON’T SUBSTITUTE FOR THE PROFESSIONAL AND FINANCIAL ADVICE PROVIDED BY A LICENSED PERSON OR ENTITY. PLEASE READ THE FOLLOWING TERMS AND CONDITIONS (“SUBSCRIPTION AGREEMENT”) CAREFULLY BEFORE SUBSCRIBING TO OUR SERVICES (AS DEFINED HEREINAFTER AS “SERVICES”). YOUR USE OF THE SERVICES IS GOVERNED BY THIS SUBSCRIPTION AGREEMENT WHICH CONSTITUTES A BINDING LEGAL AGREEMENT BETWEEN YOU AND BBT. YOU ACKNOWLEDGE THAT YOU HAVE BEEN GIVEN SUFFICIENT OPPORTUNITY TO READ THE PROVISIONS OF THE SUBSCRIPTION AGREEMENT AND CONSULT THE PERSON WITH LEGAL EDUCATION BACKGROUND. IF YOU USE OR CONTINUE TO USE THE SERVICES, YOUR ACT WILL CONSTITUTE A VALID ACCEPTANCE OF THE SUBSCRIPTION AGREEMENT.
2. DEFINITIONS:
Unless otherwise expressly defined hereunder, all words and expressions with the first letter in capital used in this Subscription Agreement shall have the same meaning as defined in the Terms of Use, Membership Terms, and Conditions, Privacy Policy, or any other representation or content on this Website.
i. “Confidential Information” refers to any information relating to your business that reasonably constitutes your confidential information, trade secret or sensitive business information that may be collected externally from you, provided, or received by you within the Services.
ii. “Ordinary Means of Communications” include the contact information of the Subscriber and
BBT exchanged between the Parties for the purpose of communications under this Subscription Agreement.
iii. “Parties” include both Subscriber and BBT.
iv. “Platform” means a group of technologies that are employed as a base upon and through which the Services are provided, rendered, and performed to you.
v. “Subscription Fee” refers to the fee for the use of the Services for a particular Term.
vi. “Third Party Service Provider(s)” refers to the licensor(s), partner(s), service provider(s), and software owner(s) or such other business entities whose services, programs and software form part of the Services.
vii. “Third Party User Agreement” refers to the agreement governing the Third Party Services.
viii. “User Manual” refers to the documents describing the instructions, guidelines, and scope of the Services provided to the Subscriber.
ix. “We”, “our”, “us” and “BBT” refers to Balance Book and Tax, LLC D.B.A as BBT and our owner(s), director(s), employee(s), licensor(s), partner(s), agent(s), service provider(s), affiliate(s) and assign(s).
x. “You”, “your”, “Subscriber”, or “User” refer to the subscriber of our Services or any person acting or using the Services on the behalf of the subscriber.
3. DESCRIPTION OF SERVICES:
In consideration of the Subscription Fee, we will provide you with the Services. You are responsible to maintain the appropriate equipment, software, and internet connectivity required to use the Services. Subject to the subscription option you have selected, we provide you with the Services solely for your business. Under no case can you allow any other business entities to access and use the Services under your Subscription.
The scope of the Services is described along with each subscription option. In addition, the User Manual
We may add, modify or remove any part of the Services with prior notice, provided that such modification or removal shall not constitute a material part of the Services.
4. SUBSCRIPTION FEE AND PAYMENT:
The Subscription Fee will be prepaid on the monthly basis. The Subscription Fee for the first month will be paid at the time of commencement of the subscription. The Subscription Fee for each subsequent month will fall due upon the issuance of the invoice. You agree to allocate a payment method that we may use for the monthly Subscription Fee.
You agree that all Services you receive in any particular month will be considered delivered and completed and cannot be disputed on any ground whatsoever after the expiry of a period of forty-five (45) days commencing from the date of payment. Should an issue arise with reference to our Services, you may dispute the payment within the aforesaid period in accordance with the dispute resolution provisions of this Subscription Agreement.
Due to the nature of the Services, you agree that no refunds are made once the Subscription Term for Premium Services has been renewed. You are recommended to cancel your subscription before the renewal of the same for the following Term.
5. AGREEMENT:
This Subscription Agreement, along with the Terms of Use, Member Terms, and Privacy Policy, constitutes an entire agreement between you and us (User Agreement). You hereby give your consent to all provisions of the User Agreement and, where applicable, to the third-party user agreement.
6. INFORMATION, STATEMENT, AND DOCUMENTS:
To provide you with the Services, we may need a variety of information and data about your business and business operations such as nature of business (i.e. sole proprietorship, partnership, company, nonprofit organizations, etc.), profit, expenses, costs, assets, liabilities, tax liabilities, employees details, insurance coverage, cash balances, statements relating to business payments and transactions such as bank statements and payment transfer service providers (hereinafter referred as “Information”). You are responsible to ensure the timely provision of the information which is current, accurate, complete, and in a usable form. We will provide you with the Services based on the information you may provide. We own no liabilities for any mistaken, erroneous, and incomplete results caused by any defect in the Information provided by you.
7. USER’S OBLIGATIONS:
It is your responsibility to maintain secure Internet connectivity, appropriate hardware, operating system and any software for the performance and delivery of the Services.
You must use the Services in strict compliance with the applicable laws including, but not limited to, data protection and privacy laws. You must not use the Services beyond the scope defined and the manners provided in this Agreement. You will indemnify us in accordance with the indemnity provisions for any damages or expenses incurred by us resulting from your violation of this Subscription Agreement.
You shall not use the Services to post, communicate, or transmit any information that is offensive, harassing, defamatory, libelous, discriminatory, obscene, threatening, or would violate any third party intellectual property rights or is otherwise contrary to the law, or any User Content which constitutes or encourages induces or abet any conduct that may constitute an offense or felony under the applicable law.
8. CONFIDENTIALITY:
The Parties agree to maintain the confidentiality of the Confidential Information of each other. We will use the Information for the purpose of providing you with the Services or any matter incidental thereto.
The Confidential Information will be stored in our server(s) at one or more locations accessible by authorized networks of the User in accordance with the provision provided hereunder and Privacy Policy.
Unless otherwise expressly provided, neither Party shall disclose, transfer, furnish or make accessible to any third party any Confidential Information of the other Party at any time whether before or after this Subscription Agreement ceases to exist. You agree that we may use your name and logo in our corporate and marketing literature.
Your Confidential Information may be accessed by the employees or service provider(s) of BBT who access and use the Confidential Information only when they need it for the provision of the Services or any matter relevant thereto.
We may disclose your Confidential Information to any legitimate authority in the following cases:
i. When such authority has reasonably requested to disclose your Confidential Information and;
ii. When we reasonably suspect any fraudulent activity or infringement of any third party rights with reference to your use of the Services.
9. TERM AND TERMINATION:
This Subscription Agreement shall be effective for a renewable period of one (1) month (“Term” or “Subscription Term”). The Term will be automatically renewed for another month if not, in the prescribed manner, notified to us for the termination of the same. You may at any time unsubscribe from the Services by notifying us thirty (30) days before the date of intended discontinuation of the Services through the Ordinary Means of the Communication. We may increase the Subscription Fee after serving thirty (30) day notification to you through the Ordinary Means of Communications.
We may suspend the Services in the following cases:
i. Your failure to pay the Subscription Fee after five (5) working days of the due date; provided that the suspension of the Services will not amount to the waiver of our right to claim the Subscription Fee for the Services we have rendered.
ii. Your use of the Services is potentially harmful to our Services or any part thereof;
iii. Your business becomes the subject to any proceeding of bankruptcy or insolvency;
iv. We are directed to suspend the Services by the legitimate authority and;
v. You are found to be in material breach of any provisions of the Subscription Agreement or any third party user agreement; and
vi. An event of Force Majeure takes place making the delivery of the Service to you impossible.
In the cases of (ii), (iii), (iv), (v), and (vi), you will not be entitled to any refund of the Subscription Fee. You agree that we are not liable for any liabilities, loss,es or expenses arising from the suspension of the Services under the foregoing provisions.
10. WARRANTIES:
We use our best efforts in providing you with the Services so that you may receive the same consistent with the current industry standards and meet your business needs. We warrant and represent that the Services will be delivered in the manner provided in the User Manual.
Unless otherwise provided in the Subscription Agreement, no part of the Services shall be considered professional and financial advice.
11. INTELLECTUAL PROPERTY RIGHTS AND LICENSE:
All parts of the Services such as software, programs, content, text, information, design, drawings, images, graphics, tools, applications, trademark, logos, service marks, and similar other works are subject to the copyrights of BBT and its third-party service provider(s) protected under the applicable laws (“Intellectual Property”).
Unless otherwise expressly provided in this Subscription Agreement, no part of the Intellectual Property may be used, employed, modified, copied, changed, converted, or created the derivative works based on the Intellectual Property.
In consideration of the Subscription Fee, we grant you a revocable, worldwide, non-transferable, non-sublicense-able, and non-exclusive license to use the Intellectual Property for the purposes defined in this Subscription Agreement for the period of the Term. You agree that you shall not transfer, sell, rent, lease, license, or otherwise exploit the Services or Intellectual Property for any purpose and in any manner not intended in this Subscription Agreement.
In consideration of using the Services, you grant us a revocable, worldwide, non-transferable, non-sublicense-able, and non-exclusive license to use the Information for the purposes defined in this Subscription Agreement. You agree that we may transfer or license, or otherwise exploit the Information for all purposes and in a manner not materially harmful to you in any manner.
12. LIMITATION OF LIABILITIES:
We don’t guarantee that the Services will be free from any defect, error, omission, delay, interruption, or any problem; provided that the foregoing provision will not apply to anything constituting the material breach of this Subscription Agreement.
We are in full control of the operation of the Services at our end. At times, the data communication system may become subject to problems causing delays, interruption, and limitations with reference to the delivery of the Services to which we cannot be held responsible.
Unless otherwise expressly provided hereunder, we don’t guarantee that the Services will be performed in a timely manner, and without any virus, error, mistakes, or interruption. To the extent permitted by the applicable laws, we own no liability for any delay, error, omission, interruption, or for unauthorized activities such as alteration, theft, or misuse of any user information.
To the extent permitted by the law, we shall not be liable for any indirect, special, incidental or consequential damages, including, but not limited to, damages for the use of the Services, misuse or destruction of any data, lost business opportunity or lost potential business whether such damages is resulted from the event which is foreseeable and/or we are informed of the possibility of such damages.
To the maximum extent permitted by the Applicable Laws, our aggregate liabilities under this Subscription Agreement shall not exceed the Subscription Fee paid during the last twelve (12) months under this Subscription Agreement.
The Parties enter into this Subscription Agreement as an independent contractor and no provisions hereunder constitute any employ-employer, professional-client, agent-principal or any other relationship.
13. INDEMNIFICATION:
You shall indemnify and hold us harmless from and against any losses, expenses, costs, claims, demands, damages, penalties, awards, or injuries, including reasonable attorney’s fees, arising from your breach of the Subscription Agreement, any dispute between you (“Disputes”) and any third party or parties, any infringement of any rights of our service provider(s), licensor(s), or any third party (“Infringements”). You will defend us at your own expense with respect to any or all claims with reference to the Disputes and Infringements. In case we are made a party to any litigation relating to the agreements or policies of third-party service providers due to your act or omission, you will indemnify and reimburse the expenses caused to us.
14. DISCLAIMER:
THE SERVICES ARE PROVIDED ON THE BASIS OF "AS IS” AND “AS AVAILABLE”. TO THE PERMISSIBLE EXTENT OF THE APPLICABLE LAWS, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, WITH REFERENCE TO THE SERVICES, INCLUDING, WITHOUT LIMITATIONS, THE IMPLIED WARRANTIES OF DURABILITY, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE.
UNLESS OTHERWISE PROVIDED IN THIS AGREEMENT, NO PART OF SERVICES IS SUBSTITUTED FOR ANY PROFESSIONAL SERVICES, AND WE DISCLAIM ANY LIABILITIES ARISING FROM OUR ACT OR OMISSION IN THE PERFORMANCE OF THE SERVICES WHETHER SUCH ACT OR OMISSION FALLS WITHIN THE SCOPE FO NEGLIGENCE OR OTHERWISE.
15. USER PRIVACY:
In addition to the Confidentiality provisions hereunder, the information and any data BBT and its third-party service provider(s) receive or collect from you will be governed by the privacy policy of BBT and, where applicable, its third-party service provider(s). You are strongly recommended to review such privacy policies before using the Services.
16. GOVERNING LAWS AND DISPUTE RESOLUTION:
The Subscription Agreement is governed by the applicable laws of the State of Florida, USA. If any dispute arises from the Subscription Agreement, the same shall be resolved in accordance with the dispute resolution described in the Terms.
17. GENERAL TERMS:
Survivability. Any provisions hereunder that by their very nature intended to survive termination of this Subscription Agreement, including but not limited to, the Subscription Fee, Proprietary Rights, Confidentiality, Compliance with the applicable laws, Indemnifications, third party user agreements, shall survive termination of the Subscription Agreement or the Term as the case may be.
Severability. In case, any provisions of this Subscription Agreement is found to be invalid, illegal, void or unenforceable, the same shall be considered to be never existed without affecting any other provision of this Subscription Agreement.
Headings and numbers. The content of this Subscription may contain headings and numbers which are provided for the convenience of the reader and for the purpose of reference and do not affect the meaning, definition or interpretation of any provision of this Subscription Agreement.
18. NOTICE:
All communications with reference to the Subscription Agreement shall be made through the following address:
Email: info@balancebooktax.com
Phone: 1-866-455-0348