These Terms of Service ("Terms") govern your access to and use of the CPAReadyBooks bookkeeping-cleanup service, website, and related applications (collectively, the "Service"), provided by CPAReadyBooks ("CPAReadyBooks," "we," "us," or "our"). By creating an account, clicking to accept these Terms, or otherwise accessing or using the Service, you ("you" or "User") agree to be bound by these Terms. If you do not agree to these Terms, do not access or use the Service.
PLEASE READ THESE TERMS CAREFULLY. THEY CONTAIN A BINDING ARBITRATION PROVISION, A CLASS ACTION AND REPRESENTATIVE ACTION WAIVER, A WAIVER OF CONSEQUENTIAL AND OTHER DAMAGES, DISCLAIMERS OF WARRANTIES, AND INDEMNIFICATION OBLIGATIONS THAT AFFECT YOUR LEGAL RIGHTS.
1. Eligibility and Acceptance
You must be at least 18 years old and capable of forming a binding contract to use the Service. If you use the Service on behalf of a business or other entity, you represent that you are authorized to bind that entity to these Terms, and "you" refers to that entity. Your acceptance of these Terms forms a binding agreement between you and CPAReadyBooks.
2. Description of the Service
The Service is a software tool that helps users organize transaction data from bank and credit-card statements and other financial records they provide, and generate reports, summaries, and export packages suitable for review by an accountant, bookkeeper, or tax preparer. The Service assists with the organization and categorization of user-provided information. It does not perform accounting, auditing, tax preparation, or attestation services, and it is not a substitute for a certified public accountant, enrolled agent, bookkeeper, attorney, or other professional.
3. Business and Commercial Use Only
You represent and warrant that you are accessing and using the Service solely for business or commercial purposes, and not for personal, family, or household purposes. The Service is designed for businesses, sole proprietors, freelancers, and other commercial users. You acknowledge that this representation is a material inducement to CPAReadyBooks providing the Service to you, that CPAReadyBooks is relying on it, and that consumer-protection statutes applicable to personal, family, or household transactions are not intended to apply to your use of the Service.
4. Not Financial, Tax, Legal, or Accounting Advice
The Service helps organize financial transactions and generate reports based on information you provide. It does not provide tax, legal, accounting, or financial advice. Any categories, treatments, summaries, or suggestions generated by the Service are informational organizational aids only and do not constitute professional advice or a recommendation as to how any item should be reported or treated.
You are solely responsible for reviewing all reports and outputs carefully and for consulting a qualified tax, accounting, legal, or financial professional before filing taxes, submitting information to any taxing authority or third party, or making any financial decision. Nothing produced by the Service should be relied upon as professional advice, and no professional-client relationship is formed by your use of the Service.
5. User Responsibility for Accuracy; Review and Confirmation
You acknowledge and agree that the Service organizes and processes data that you supply, and that its outputs depend entirely on the completeness and accuracy of that data and of your responses during the cleanup process. You represent, warrant, and covenant that you will independently review, verify, and confirm the accuracy of all data, categorizations, figures, reports, and outputs produced by the Service before relying on them or providing them to any accountant, bookkeeper, tax preparer, taxing authority, lender, or other third party.
You further acknowledge and agree that the ultimate and sole responsibility for the accuracy, completeness, and correctness of any figures, reports, or information reported to any certified public accountant, tax preparer, the Internal Revenue Service, any state or local taxing authority, or any other person or entity rests with you, and not with CPAReadyBooks. CPAReadyBooks does not audit, verify, or independently confirm the data you provide or the outputs the Service generates, and you assume all risk arising from your reliance on those outputs.
6. User Accounts and Security
You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You agree to provide accurate account information, to keep it current, and to notify us promptly of any unauthorized use of your account. We are not liable for any loss arising from unauthorized use of your account.
7. User Content and Data
You retain ownership of the statements, transaction data, and other content you upload or provide ("User Content"). You grant CPAReadyBooks a limited, non-exclusive license to host, process, transmit, and display User Content solely to provide and improve the Service and as described in our Privacy Policy. You represent and warrant that you have all rights necessary to provide the User Content and that your provision and our processing of it do not violate any law or the rights of any third party.
8. Acceptable Use
You agree not to: (a) use the Service for any unlawful purpose or in violation of any applicable law or regulation; (b) upload content you are not authorized to provide; (c) attempt to gain unauthorized access to the Service, other accounts, or our systems; (d) interfere with or disrupt the integrity or performance of the Service; (e) reverse engineer, decompile, or attempt to derive the source code of the Service except to the extent permitted by law; or (f) resell, sublicense, or provide the Service to third parties except as expressly permitted by us in writing.
9. Fees and Payment
Certain features of the Service require payment. Fees, including one-time cleanup passes and subscription plans, are described at the point of purchase. You authorize us and our payment processor to charge the applicable fees using your selected payment method. Except as expressly stated at the point of purchase or required by applicable law, fees are non-refundable. We may change our fees prospectively upon notice; changes do not affect purchases already made.
10. Disclaimer of Warranties
The service, including all content, reports, outputs, and materials, is provided "as is" and "as available," without warranty of any kind.
TO THE FULLEST EXTENT PERMITTED BY LAW, CPAREADYBOOKS AND ITS OWNERS, OFFICERS, EMPLOYEES, AGENTS, AND SUPPLIERS (COLLECTIVELY, THE "CPAREADYBOOKS PARTIES") EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
THE CPAREADYBOOKS PARTIES DO NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICE OR THE SERVERS THAT MAKE IT AVAILABLE ARE FREE OF HARMFUL COMPONENTS. THE CPAREADYBOOKS PARTIES MAKE NO WARRANTY OR REPRESENTATION REGARDING THE ACCURACY, COMPLETENESS, RELIABILITY, OR CORRECTNESS OF ANY DATA, CATEGORIZATION, CALCULATION, REPORT, OR OUTPUT GENERATED BY THE SERVICE, ALL OF WHICH DEPEND ON INFORMATION YOU PROVIDE AND WHICH YOU ARE SOLELY RESPONSIBLE FOR REVIEWING AND CONFIRMING.
Some jurisdictions do not allow the exclusion of certain warranties, so some of the above exclusions may not apply to you to the extent prohibited by applicable law.
11. Limitation of Liability; Waiver of Consequential Damages
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE CPAREADYBOOKS PARTIES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, BUSINESS OPPORTUNITY, OR FOR ANY TAXES, PENALTIES, INTEREST, FINES, OR ASSESSMENTS IMPOSED BY ANY TAXING AUTHORITY, ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF OR INABILITY TO USE THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE CPAREADYBOOKS PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
TO THE FULLEST EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF THE CPAREADYBOOKS PARTIES FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT YOU PAID TO CPAREADYBOOKS FOR THE SERVICE IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).
The limitations in this Section apply to the maximum extent permitted by applicable law and will survive any failure of essential purpose of any limited remedy. You acknowledge that the fees for the Service reflect this allocation of risk and that the Service would not be provided on these terms without these limitations.
12. Indemnification
You agree to indemnify, defend, and hold harmless the CPAReadyBooks Parties from and against any and all claims, demands, actions, proceedings, losses, liabilities, damages, judgments, settlements, costs, and expenses (including reasonable attorneys' fees and costs) arising out of or relating to: (a) your access to or use of the Service; (b) your User Content; (c) your breach or alleged breach of these Terms or of any representation or warranty herein; (d) your violation of any law or the rights of any third party; and (e) any figures, reports, returns, or information you submit to any accountant, tax preparer, taxing authority, lender, or other third party in reliance on the Service. CPAReadyBooks reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you, in which event you will cooperate with CPAReadyBooks in asserting any available defenses.
13. Binding Arbitration
PLEASE READ THIS SECTION CAREFULLY --- IT AFFECTS HOW DISPUTES ARE RESOLVED AND REQUIRES THEM TO BE RESOLVED BY BINDING INDIVIDUAL ARBITRATION.
Any dispute, claim, or controversy arising out of or relating to these Terms or the Service, including their formation, interpretation, breach, or termination, and including whether a claim is subject to arbitration (except as provided below), will be resolved by final and binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules then in effect, before a single arbitrator. The arbitration will be seated in Hartford, Connecticut, and any in-person hearing will take place there. Judgment on the award may be entered in any court of competent jurisdiction. This agreement to arbitrate is governed by the Federal Arbitration Act.
Notwithstanding the foregoing, either party may bring an individual action in small-claims court, and either party may seek injunctive or other equitable relief in a court of competent jurisdiction to protect its intellectual property or confidential information pending arbitration. The arbitrator, and not any court, has exclusive authority to resolve disputes about the interpretation, applicability, enforceability, or formation of these Terms, except that a court of competent jurisdiction, and not the arbitrator, will decide any dispute about the enforceability of the class action and representative action waiver in Section 14.
14. Class Action and Representative Action Waiver
YOU AND CPAREADYBOOKS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. NO ARBITRATION OR PROCEEDING MAY BE JOINED OR CONSOLIDATED WITH ANOTHER WITHOUT THE WRITTEN CONSENT OF ALL PARTIES. THE ARBITRATOR MAY NOT PRESIDE OVER ANY FORM OF CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING. NO PERSON MAY BRING A CLAIM AS A PRIVATE ATTORNEY GENERAL OR IN A REPRESENTATIVE CAPACITY ON BEHALF OF OTHERS.
If this class action and representative action waiver is found to be unenforceable as to a particular claim, then that claim will be severed and adjudicated in a court of competent jurisdiction as provided in Section 16, but the remainder of the arbitration agreement will continue to apply to all other claims.
15. Governing Law and Venue
These Terms and any dispute arising out of or relating to them or the Service are governed by the laws of the State of Connecticut, without regard to its conflict-of-laws principles, except that the Federal Arbitration Act governs the interpretation and enforcement of the arbitration provision in Section 13. Subject to the arbitration provision, the exclusive venue for any litigation or arbitration arising out of or relating to these Terms or the Service is Hartford, Connecticut, and you consent to the personal jurisdiction of the state and federal courts located in Hartford County, Connecticut for all purposes, including any action to compel arbitration or enforce an award.
16. Severability
If any provision of these Terms is held to be invalid, illegal, or unenforceable by an arbitrator or court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions of these Terms will remain in full force and effect. The invalidity of any provision in any jurisdiction will not affect the validity of that or any other provision in any other jurisdiction.
17. Changes to These Terms
We may modify these Terms from time to time. When we make changes, we will update the "Last updated" date above and may provide additional notice. Any future version of these Terms supersedes and controls over prior versions to the extent of any conflict. Your continued use of the Service after the effective date of a revised version constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must stop using the Service.
18. Termination
You may stop using the Service and delete your account at any time as described in our Privacy Policy. We may suspend or terminate your access to the Service, in whole or in part, at any time and for any reason, including if we believe you have violated these Terms. Upon termination, your right to use the Service ceases. Sections that by their nature should survive termination --- including Sections 4, 5, 7, and 10 through 21 --- survive.
19. Entire Agreement; Merger and Integration
These Terms, together with the Privacy Policy and any order or purchase terms presented at the point of purchase, constitute the entire and exclusive agreement between you and CPAReadyBooks regarding the Service, and supersede and merge all prior and contemporaneous agreements, proposals, understandings, and communications, whether written or oral, regarding the Service. The rights and obligations of the parties are contained solely within the four corners of these Terms and the documents expressly incorporated by reference.
20. No Reliance on Extrinsic Representations
You acknowledge and agree that you are not relying, and have not relied, on any statement, representation, warranty, promise, or inducement --- whether in any advertisement, marketing material, website copy, sales communication, or otherwise --- that is not expressly set forth within these Terms. Any such extrinsic statements are superseded by these Terms and form no part of the agreement between you and CPAReadyBooks, and no such statement may be used to interpret, supplement, or contradict these Terms.
21. Miscellaneous
These Terms are personal to you and you may not assign or transfer them without our prior written consent; we may assign these Terms freely, including in connection with a merger, acquisition, or sale of assets. No waiver of any term will be deemed a further or continuing waiver of that or any other term, and our failure to assert any right under these Terms does not constitute a waiver of it. Nothing in these Terms creates any partnership, joint venture, agency, or employment relationship between you and CPAReadyBooks. The section headings in these Terms are for convenience only and have no legal effect. Notices to you may be provided through the Service or to the email associated with your account.
22. Contact Us
Questions about these Terms may be directed to:
CPAReadyBooks
Email: info@cpareadybooks.com
Address: P.O. Box 765, Simsbury, CT 06070