Bosspac Beta Terms of Service
Last updated: October 14, 2018
WELCOME TO BOSSPAC ONLINE SERVICE
Thank you for selecting the Services offered by Windy Solutions Limited and/or its subsidiaries and affiliates (referred to as “Bosspac”, “we”, “our”, or “us”). Review these Terms of Service (“Agreement”) thoroughly. This Agreement is a legal agreement between you and Bosspac. By accepting electronically (for example, clicking “I accept”), installing, accessing or using the Services, you agree to these terms. If you do not agree to this Agreement, then you may not use the Services.
A. GENERAL TERMS
This Agreement describes the terms governing your use of the Bosspac online services provided to you on this website, including content, updates and new releases, (collectively, the “Services”). It includes by reference:
- Bosspac’s Privacy Statement provided to you in the Services available on the website or provided to you otherwise.
- Additional Terms and Conditions, which may include those from third parties.
- Any terms provided separately to you for the Services, including product or program terms, ordering, activation, payment terms, etc.
2. YOUR RIGHTS TO USE THE SERVICES
- The Services are protected by copyright, trade secret, and other intellectual property laws. You are only granted the right to use the Services and only for the purposes described by Bosspac. Bosspac reserves all other rights in the Services. Until termination of this Agreement and as long as you meet any applicable payment obligations and comply with this Agreement, Bosspac grants to you a personal, limited, non-exclusive, nontransferable right and license to use the Services.
- You agree to use the Services only for genuine purposes.
- You agree not to use, nor permit any third party to use, the Services or content in a manner that violates any applicable law, regulation or this Agreement. You agree you will not:
- Provide access to or give any part of the Services to any unauthorized third party.
- Reproduce, modify, copy, deconstruct, sell, trade or resell the Services.
- Make the Services available on any file-sharing or application hosting service.
Bosspac does not grant any license or other authorization to any user of its trademarks, registered trademarks, service marks, or other copyrightable material or other intellectual property, by placing them on this Website.
By using the Service, you acknowledge and agree:
- We own or licence the Intellectual Property Rights in our brand, name, the software and associated technology, the Service and all related materials. Except as expressly set out in these terms and conditions, you have no rights in or to the Intellectual Property Rights or in any improvements or variations that may be made to the Service or any related materials;
- nothing in these terms and conditions is to be construed as granting you any right to use any Intellectual Property Rights without the prior written consent of us or our licensors;
- that you will not reverse engineer, decompile, disassemble, modify or create derivative works of the Service;
- to provide feedback on the Service.
By using our services you agree that you are a sole trader business, use standard balance date, cash basis accounting, do not hold stock or inventory for your business, do not receive overseas income, government support, pensions, income from investments, rental properties and are tax resident in New Zealand, at least 18 years old, if you are GST registered, you must be on a GST payments basis. If any of this changes, you must tell us straight away.
For Services offered on a payment or subscription basis, the following terms apply, unless Bosspac or its vendor(s) notifies you otherwise in writing. This Agreement also incorporates by reference and includes program ordering and payment terms provided to you on the website for the Services:
- Payments will be billed to you by Bosspac and/or its vendor(s) in New Zealand Dollars, or other currencies which may be made available (plus any and all applicable taxes, including without limitation GST) as shown in the product ordering and subscription terms, and your account will be debited when you subscribe and provide your payment information, unless stated otherwise in the program ordering or payment terms on the website for the Services.
- You must pay with one of the following:
- A valid credit card acceptable to Bosspac and/or its vendor(s);
- A valid debit card acceptable to Bosspac and/or its vendor(s);
- In countries where accepted by Bosspac, sufficient funds in a savings or checking account to cover an electronic debit of the payment due; or
- By another payment option Bosspac and/or its vendor(s) provides to you in writing.
- If your payment and registration information is not accurate, current, and complete and you do not notify us promptly when such information changes, we may suspend or terminate your account and refuse any use of the Services.
- If you do not notify us of updates to your payment method (e.g., credit card expiration date), to avoid interruption of your service, Bosspac and/or its vendor(s) may participate in programs supported by your card provider (e.g., updater services, recurring billing programs, etc.) to try to update your payment information, and you authorize us to continue billing your account with the updated information that we obtain.
- Bosspac and/or its vendor(s) will automatically renew your monthly, quarterly, or annual Services at the current rates, unless the Services are cancelled or terminated under this Agreement.
- Additional cancellation or renewal terms may be provided to you on the website for the Services.
- All authorized refunds will be made in the original form of payment to Bosspac or its vendor(s).
4. USE WITH YOUR MOBILE DEVICE
Use of these Services may be available through a compatible mobile device using Internet access and may require software. You agree that you are solely responsible for these requirements, including any applicable changes, updates and fees for SMS messages, data plans, and general usage, as well as the terms of your agreement with your mobile device and telecommunications provider.
Bosspac makes no warranties or representations of any kind, express, statutory or implied as to:
- the availability of telecommunication services from your provider and access to the services at any time or from any location;
- any loss, damage, or other security intrusion of the telecommunication services; and
- any disclosure of information to third parties or failure to transmit any data, communications or settings connected with the services.
5. YOUR PERSONAL INFORMATION
You can view Bosspac’s Privacy Statement provided with the Services and on the website for the Services. You agree to the applicable Bosspac Privacy Statement, and any changes published by Bosspac. You agree that Bosspac may use and maintain your data according to the Bosspac Privacy Statement, as part of the Services. You give Bosspac permission to combine information you enter or upload for the Services with that of other users of the Services and/or other Bosspac services. For example, this means that Bosspac may use your and other users’ non-identifiable, aggregated data to improve the Services or to design promotions and provide ways for you to compare business practices with other users. Bosspac is a global company and may access or store personal information in multiple countries, including countries outside of your own country to the extent permitted by applicable law.
- You are responsible for your content. You are responsible for all materials (“Content”) uploaded, posted or stored through your use of the Services. Archive your Content frequently. You grant Bosspac a worldwide, royalty-free, non-exclusive license to host and use any Content provided through your use of the Services. You are responsible for any lost or unrecoverable Content. You must provide all required and appropriate warnings, information and disclosures. Bosspac is not responsible for the Content or data you submit through the Services.
You agree not to use, nor permit any third party to use, the Services to upload, post, distribute, link to, publish, reproduce, engage in or transmit any of the following, including but not limited to:
- Illegal, fraudulent, defamatory, obscene, pornographic, profane, threatening, abusive, hateful, harassing, offensive, inappropriate or objectionable information or communications of any kind, including without limitation conduct that would encourage “flaming” others, or criminal or civil liability under any civil, criminal, local or foreign law;
- Content that would impersonate someone else or falsely represent your identity or qualifications, or that constitutes a breach of any individual’s privacy;
- Except as permitted by Bosspac in writing, investment opportunities, solicitations, chain letters, pyramid schemes, other unsolicited commercial communication or engage in spamming or flooding;
- Virus, trojan horse, worm or other disruptive or harmful software or data; and
- Any information, software or Content which is not legally yours and without permission from the copyright owner or intellectual property rights owner.
- Community forums. The Services may include a community forum or other social features to exchange Content and information with other users of the Services and the public. Bosspac does not support and is not responsible for the content in these community forums. Please use respect when you interact with other users. Do not reveal information that you do not want to make public. Users may post hypertext links to content of third parties for which Bosspac is not responsible.
- Bosspac may freely use feedback you provide. You agree that Bosspac may use your feedback, suggestions, or ideas in any way, including in future modifications of the Services, other products or services, advertising or marketing materials. You grant Bosspac a perpetual, worldwide, fully transferable, sublicensable, non-revocable, fully paid-up, royalty-free license to use the feedback you provide to Bosspac in any way.
- Bosspac may monitor your Content. Bosspac may, but has no obligation to, monitor content on the Services. We may disclose any information necessary or appropriate to satisfy any law, regulation, our legal obligations, other governmental request, protect Bosspac or its customers, or operate the Services properly. Bosspac, in its sole discretion, may refuse to post, remove, or refuse to remove, any Content, in whole or in part, alleged to be unacceptable, undesirable, inappropriate, or in violation of this Agreement.
7. ADDITIONAL TERMS
- Bosspac does not give professional advice. Bosspac is not in the business of providing legal, financial, accounting, tax, health care, real estate or other professional services or advice. Consult the services of a competent professional when you need this type of assistance.
- We may tell you about other Bosspac services. You may be offered other services, products, or promotions by Bosspac (“Bosspac Services”). Additional terms and conditions and fees may apply. With some Bosspac Services you may upload or enter data from your account(s) such as names, addresses and phone numbers, purchases, etc., to the Internet. You grant Bosspac permission to use information about your business and experience to help us to provide the Bosspac Services to you and to enhance the Services. You grant Bosspac permission to combine your business data, if any, with that of others in a way that does not identify you or any individual personally. You also grant Bosspac permission to share or publish summary results relating to research data and to distribute or license such data to third parties.
- Communications. Bosspac may be required by law to send you communications about the Services or Third Party Products. You agree that Bosspac may send these communications to you via email or by posting them on our websites.
- Please send any communications to Bosspac at email@example.com. If we receive a communication (including an apparent instruction) relating to your account other than via the Online Service, we may choose to either act or not on that communication, or to impose further requirements as we see fit. We may take such action and impose such requirements as we see fit. You accept that when you send a communication outside of the Online Service, that communication may not be secure, and that we will not be liable if we act on that communication.
- Unless otherwise indicated for a particular communication, any communications or material of any kind that you e-mail, post or otherwise transmit through this Website, including data, questions, comments or suggestions (“your Communications”) will be treated as non-confidential and nonproprietary. In addition, Bosspac is free to use any ideas, concepts, know-how or techniques contained in your Communications for any purpose including, but not limited to, developing and marketing products using such information without compensation to you.
- You will manage your passwords and accept updates. You are responsible for securely managing your password(s) for the Services and to contact Bosspac if you become aware of any unauthorized access to your account. The Services may periodically be updated with tools, utilities, improvements, third-party applications, or general updates to improve the Services. You agree to receive these updates.
- We will assume we are dealing with you, and will be entitled to rely on any instructions you give us if dealing with us via the Bosspac Online Service. You must take all reasonable steps to keep your Account secure and prevent any fraudulent use of it. This includes things like (but is not limited to):
- changing any passwords regularly;
- taking care to ensure that no one sees you enter your security details when you log in to access the Online Service;
- keeping the details we hold about you up to date; and
- if you use the Bosspac Online Service, keeping your mobile device safe and not storing your security details on it where they may be accessed by someone coming into possession of it.
8. DISCLAIMER OF WARRANTIES
- Your use of the Services and content is entirely at your own risk. Except as described in this agreement, the Services are provided “as is” and “as available.” To the maximum extent permitted by applicable law, Bosspac, its affiliates, and its third-party providers, licensors, distributors or suppliers (collectively, “suppliers”) disclaim all warranties, express or implied, including any warranty that the Services are fit for a particular purpose, title, merchantability, data loss, non-interference with or non-infringement of any intellectual property rights, or the accuracy, reliability, quality or content in or linked to the Services. Bosspac and its affiliates and suppliers do not warrant that the Services are secure, free from bugs, viruses, interruption, errors, theft or destruction. If the exclusions for implied warranties do not apply to you, any implied warranties are limited to 30 days from the date of purchase or delivery of the Services, whichever is sooner.
- Bosspac, its affiliates and suppliers disclaim any representations or warranties that your use of the Services will satisfy or ensure compliance with any legal obligations or laws or regulations.
You are solely responsible for ensuring that your use of the Services is in accordance with applicable law. Notwithstanding the foregoing, no provision of this agreement shall exclude or limit liability to the extent that such exclusion or limitation is prohibited by the applicable laws of New Zealand and for the avoidance of doubt Bosspac does not exclude liability for:
- death or personal injury caused by its negligence or the negligence of its officers, employees, contractors or agents;
- fraud or fraudulent misrepresentation;
- any other liability which cannot be lawfully excluded by contractual agreement of the parties.
9. LIMITATION OF LIABILITY AND INDEMNITY
To the maximum extent permitted by applicable law, the entire liability of Bosspac, its affiliates and suppliers for all claims relating to this agreement shall be limited to the amount you paid for the Services during the twelve (12) months prior to such claim. Subject to applicable law, Bosspac, its affiliates and suppliers are not liable for any of the following:
- indirect, special, incidental, punitive or consequential damages;
- damages relating to failures of telecommunications, the internet, electronic communications, corruption, security, loss or theft of data, viruses, spyware, loss of business, revenue, profits or investment, or use of software or hardware that does not meet Bosspac systems requirements. The above limitations apply even if Bosspac and its affiliates and suppliers have been advised of the possibility of such damages. This agreement sets forth the entire liability of Bosspac, its affiliates and your exclusive remedy with respect to the Services and its use.
You agree to indemnify and hold Bosspac and its Affiliates and Suppliers harmless from any and all claims, liability and expenses, including reasonable attorneys’ fees and costs, arising out of your use of the Services or breach of this Agreement (collectively referred to as “Claims”). Bosspac reserves the right, in its sole discretion and at its own expense, to assume the exclusive defence and control of any Claims. You agree to reasonably cooperate as requested by Bosspac in the defence of any Claims.
Neither Bosspac nor any of its employees, agents, successors, assigns, affiliates, website co-branding providers or content or service providers shall be liable to you or other third party for any direct, indirect, incidental, special or consequential damages arising out of use of Service or inability to gain access to or use the service or out of any breach of any warranty.
We reserve the right to change this Agreement at any time, and the changes will be effective when posted through the Services, on our website for the Services or when we notify you by other means. We may also change or discontinue the Services, in whole or in part. Your continued use of the Services indicates your agreement to the changes.
Bosspac reserves the right to change any information on this Website including but not limited to revising and/or deleting features or other information without prior notice. Clicking on certain links within this Website might take you to other web sites for which Bosspac assumes no responsibility of any kind for the content, availability or otherwise. The content presented at this Site may vary depending upon your browser limitations.
Links from and to this Website. You acknowledge and agree that Bosspac and any of its website co-branding providers have no responsibility for the accuracy or availability of information provided by linked sites. Links to external web sites do not constitute an endorsement by Bosspac or its website co-branding providers of the sponsors of such sites or the content, products, advertising or other materials presented on such sites.
Information in the many web pages that are linked to Bosspac’s Website comes from a variety of sources. Some of this information comes from official Bosspac licensees, but much of it comes from unofficial or unaffiliated organizations and individuals, both internal and external to Bosspac. Bosspac does not author, edit, or monitor these unofficial pages or links. You acknowledge and agree that Bosspac and its Website co-branding providers shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on such external sites or resources.
Bosspac may immediately, in its sole discretion and without notice terminate this Agreement or suspend the Services if you fail to comply with this Agreement, if we suspect unusual activity or if you no longer agree to receive electronic communications. Upon termination, you must immediately stop using the Services and any outstanding payments will become due. Any termination of this Agreement shall not affect Bosspac’s rights to any payments due to it. Bosspac may terminate a free account at any time. Sections 2.2, 3 through 15, 16 will survive and remain in effect even if the Agreement is terminated.
12. EXPORT RESTRICTIONS
You acknowledge that the Services, including the mobile application, and the underlying software may include New Zealand technical data subject to restrictions under export control laws and regulations administered by the New Zealand government. You agree that you will comply with these laws and regulations, and will not export or re-export any part of the Services, in violation of these laws and regulations, directly or indirectly.
13. GOVERNING LAW AND JURISDICTION
This Agreement will be governed by the laws of New Zealand, without regard to its conflicts of law principles. Notwithstanding the foregoing, you acknowledge that your breach (or an apprehension of breach) of any provisions of this Agreement, or any infringement (or apprehension of infringement) of Bosspac’s or its Suppliers’ intellectual property rights may cause Bosspac irreparable damage for which recovery of money damages would be inadequate. Accordingly, you agree that Bosspac shall be entitled, in addition to any other remedies available to it, to seek (in any court of competent jurisdiction, notwithstanding the previous sentence) any relief (whether equitable or otherwise) to prevent or restrain any such breach or apprehended breach by you or otherwise to protect Bosspac’s rights under this Agreement. The parties hereby submit to the exclusive jurisdiction of the courts of New Zealand and you agree that you will procure that any third party making a claim against Bosspac arising out of this Agreement shall bring such claim exclusively in the New Zealand courts and subject to the limitations and exclusions of liabilities provided for in this Agreement.
Bosspac does not represent that the Services and/or content within the Services is appropriate or available for use in all jurisdictions or countries. Bosspac prohibits accessing content from within countries where such content is illegal. You are responsible for compliance with all applicable laws pertaining to your use and access to the Services in your jurisdiction.
Any translation of this Agreement is done for local requirements and in the event of a dispute between the English and any non-English version, the English version of this Agreement shall govern. In the event of a dispute, the parties confirm that they have requested that this Agreement and all related documents be drafted in English.
This Agreement, including the Additional Terms below, is the entire agreement between you and Bosspac and replaces all prior understandings, communications and agreements, oral or written, regarding its subject matter. If any court of law, having jurisdiction, rules that any part of this Agreement is invalid, that section will be removed without affecting the remainder of the Agreement. The remaining terms will be valid and enforceable. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. You cannot assign or transfer ownership of this Agreement to anyone without the written approval of Bosspac. However, Bosspac may assign or transfer it without your consent to (a) an affiliate, (b) a company through a sale of assets by Bosspac or (c) a successor by merger. Any assignment in violation of this Section shall be void. If you want to request a transfer of this Agreement, contact Bosspac via an email to firstname.lastname@example.org.
16. NOT A FINANCIAL PLANNER, BROKER OR TAX ADVISOR
Bosspac is NOT intended to provide legal, tax or financial advice. Bosspac is not a financial planner, broker or tax advisor. Bosspac is intended only to assist you in your financial organization and decision-making and is broad in scope. Your personal financial situation is unique, and any information and advice obtained through Bosspac may not be appropriate for your situation. Accordingly, before making any final decisions or implementing any financial strategy, you should consider obtaining additional information and advice from your accountant or other financial advisers who are fully aware of your individual circumstance.
Bosspac is taking reasonable and appropriate measures, including encryption, to ensure that your personal information is disclosed only to those specified by you. However, the Internet is an open system and we cannot and do not guarantee that the personal information you have entered will not be intercepted by others and decrypted.
If you wish to make purchases through the Website, you may be asked by the merchant or information or service provider from whom you are making the purchase to supply certain information, including credit card or other payment mechanism information. You agree not to hold Bosspac liable for any loss or damage of any sort incurred as a result of any such dealings with any merchant or information or service provider through the Website. You agree that all information you provide any merchant or information or service provider through the Website for purposes of making purchases will be accurate, complete and current. The merchants and information and service providers offering merchandise, information and services through the Website set their own prices and may change prices or institute new prices at any time. You agree to pay all charges incurred by users of your account and credit card or other payment mechanism at the prices in effect when such charges are incurred. You also will be responsible for paying any applicable taxes relating to purchases through the Website.
Last updated: 23 February 2019
B. ADDITIONAL TERMS AND CONDITIONS FOR THE SERVICES
Your use of the Services provided by Bosspac is subject to the general Terms of Service above including these Additional Terms and Conditions which govern your use of the Services indicated below. To the extent of any conflict or inconsistency with the general Terms of Service above, these Additional Terms and Conditions shall prevail.
Bosspac Online Supplemental Agreement and Terms of Service
Thank you for selecting Bosspac (“Bosspac Online Service”). This licence agreement in addition to the Bosspac Terms of Service (the “Agreement”) is a legal agreement between the User, a single legal entity identified in the registration process provided as part of the start-up process (“User”, “you”), and Windy Solutions Limited and/or its subsidiaries and affiliates (“Bosspac,” “we”, “our” or “us”).
By selecting “I accept,” You indicate that you have read and understood, and assent to be bound by, the terms of this Agreement. If the person selecting “I accept” is an individual working for you (“Agent”), such person is agreeing to the terms and conditions of this Agreement on behalf of you and represents and warrants to Bosspac that he/she has full power and authority to enter into this Agreement on your behalf.
If you do not agree to the terms of the Agreement, you are not granted any rights whatsoever in the Services. If you are not willing to be bound by these terms and conditions, you should not select “I accept,” and may not access or otherwise use the Bosspac Online Services.
The Bosspac Online Service is licenced on a monthly, quarterly or yearly subscription basis, as selected by you or your agent.
2. BETA WEBSITE, TRIAL VERSION AND BETA FEATURES
Bosspac is still in the Beta phase. The Website licensed hereunder is still in testing phase and is provided on an “as is” and “as available” basis and is believed to contain defects and a primary purpose of this license is to obtain feedback on software performance and the identification of defects. Licensee is advised to safeguard important data, to use caution and not to rely in any way on the correct functioning or performance of the beta Website and/or accompanying materials.
If you registered for a trial use of the Bosspac Online Service (“Trial Period”), you must decide to purchase a license to the Bosspac Online Service, at the current rate, within the Trial Period in order to retain any Content that you have entered through the Bosspac Online Services, created within the data file, posted or uploaded during the Trial Period. If you do not purchase a license to the Bosspac Online Services by the end of the Trial Period, your Content will no longer be available to you. To be very clear, after using the Bosspac Online Service during the trial period, if you decide not to purchase the license to the full version of the Bosspac Online Service, you will not be able to access or retrieve any of the data you added or created with the Services during the trial.
From time to time, Bosspac may, at its sole discretion, include new and/or updated beta features (“Beta Features”) in the Bosspac Online Service for your use and which permit you to provide feedback (fees may apply). You understand and agree that your use of the Beta Features is voluntary and Bosspac is not obligated to provide you with any Beta Features. You understand that once you use the Beta Features, you may be unable to revert back to the earlier non-beta version of the same or similar feature. Additionally, if such reversion is possible, you may not be able to return or restore data created within the Beta Feature back to the earlier non-beta version. The Beta Features are provided on an “as is” and “as available” basis and may contain errors or inaccuracies that could cause failures, corruption or loss of data and/or information from any connected device. You acknowledge and agree that all use of the Beta Features is at your sole risk.
3. PERMITTED DISCLOSURES AND USE OF DATA
You acknowledge and agree that in order to provide you with access to and use of the Bosspac Online Services, Bosspac may provide your access information and account data to (i) your employee or agent who is identified in the registration data as the current system administrator for your account (the “Current Administrator”), and (ii) such other employee or agent who may be designated by you as a replacement administrator for the your account by following the procedures required by Bosspac to effectuate such replacement. Any other person You identified as an authorized user of the Bosspac Online Services will have access to the account data subject to the access permissions you or the system administrator assigned to them.
4. ACCESS TO YOUR FINANCIAL INSTITUTION SERVICES DATA
- General. In connection with your use of the Bosspac Online Service and as part of the functionality of certain versions of the Bosspac Online Services, you may wish to have access to your online account(s) and financial information, including your account access number(s), password(s), security question(s) and answer(s), account number(s), login information, and any other security or access information used to access your financial institution(s) (collectively, your “FI Login Data”) and the data made available by your financial institutions(s) with such data, which may include bank balances, transaction activity, credit card charges, debits and deposits, and any messages or notices between you and the financial institution(s) (“FI Account Data”). The Bosspac Online Services are designed to allow you to access and download your FI Account Data through the Bosspac Online Services, to allow Bosspac to access your financial institution account(s) using your FI Login Data, to allow Bosspac to download and use your FI Account Data, and to allow Bosspac to aggregate and combine your FI Account Data with other data. If you lose or forget your username or password, it will be necessary for you to return to the appropriate financial institution if you have any problems with respect to that username or password.
You acknowledge and agree that except as set forth this Agreement, Bosspac has no control over your FI Login Data and no control over the access to your FI Account Data, does not guarantee that you will be able to use the Bosspac Online Service with your financial institution(s), and will have no liability whatsoever for any actions or inactions on the part of the financial institution(s) resulting in your inability to use the Bosspac Online Service to access your accounts, obtain data, download transactions, or otherwise use or access your FI Account Data.
- Collection of FI Login Data and FI Account Data. By agreeing to these terms and conditions, you:
- acknowledge that in accessing your financial institution account(s) through the Bosspac Online Service, your FI Login Data and FI Account Data may be collected, converted, stored in encrypted form and used by Bosspac in the New Zealand for the purpose of providing the Bosspac Online Service;
- authorize Bosspac to
- collect and store in encrypted form your FI Login Data,
- access the financial institution(s)’ websites using your FI Login Data, from time to time;
- download and store your FI Account Data;
- reformat and manipulate your FI Account Data;
- create and provide hypertext links to your financial institution(s) FI Account Data;
- enhance the type of data and services we can provide to you in the future, and
- take such other actions as are reasonably necessary to perform the actions described in this Agreement as it relates to your use of the Bosspac Online Service;
- hereby represent that the financial institution(s)’ account(s) and FI Login Data belong to you, you have the right to use the FI Login Data and FI Account Data as set out above and that you have the authority to appoint, and hereby expressly do appoint, Bosspac as your agent with all necessary power and authority to use your FI Login Data and to access and retrieve your FI Account Data, as described above, on your behalf;
- acknowledge that Bosspac does not review your FI Account Data and agree that Bosspac is not responsible for its completeness or accuracy;
- acknowledge that any transactions or informational activities performed at any financial institution(s)’ website are not made through the Bosspac Online Service and Bosspac assumes no responsibility for any such transactions or activities; and
- acknowledge that you are solely responsible for any charges, fees or costs associated with your financial institution account(s) when accessed through the Bosspac Online Service by you or by Bosspac.
- Information from Financial Institutions’ Websites. You acknowledge that:
- some financial institution(s) may not permit Bosspac or other third parties to have access to FI Login Data or to allow the Bosspac Online Service to access your FI Account Data;
- financial institution(s) may make changes to their websites, with or without notice to you or Bosspac, that may affect the overall performance of the Bosspac Online Service and prevent or delay aggregation of data from such websites; and
- the Bosspac Online Service refreshes your Bosspac Online Service account data by collecting the FI Account Data automatically or manually (depending on your financial institution(s) or any changes by you that may require an update), so your most recent transactions may not always be reflected in the account balances or other account information presented to you by Bosspac through the Bosspac Online Services.
- If you see a discrepancy in your Bosspac Online Service account data as compared to your FI Account Data, and in any case before making any transactions or decisions based on such account data presented in the Bosspac Online Services, you should check the last refresh date for your financial institution account(s) and confirm the accuracy of the Bosspac Online Service account data against your FI Account Data and manually update such data as necessary.
5. ONLINE DATA TRANSFER (NOT APPLICABLE TO VERSIONS THAT DO NOT INCLUDE ACCESS TO THE ONLINE DATA TRANSFER FEATURE)
You may have the option for Bosspac to transfer your data files from the Bosspac Online Service in order to facilitate certain interoperability, data integration, and data access between the Bosspac Online Service and certain supported ancillary services (the “Ancillary Services”) you may sign up for and use in connection with the Bosspac Online Service (the “Online Data Transfer”). In order for you to select the Online Data Transfer option, you must:
- have registered select versions of the Bosspac Online Service,
- have Internet access,
- have an active subscription to the Bosspac Online Service; and
- may need to be an active subscriber to the Ancillary Services.
If you select the Online Data Transfer option, a copy of all or part of your company data files will be transferred via the Internet to Bosspac’s servers; where you grant Bosspac the right and license to:
- host and maintain your data,
- use and transfer your data to the Ancillary Services and
- reformat and manipulate your data as reasonably necessary for the data to function with the Ancillary Services.
6. BOSSPAC ONLINE SERVICE USE, STORAGE AND ACCESS
Bosspac shall have the right, in its sole discretion and with reasonable notice posted on the Bosspac Online Service site and/or sent to you at the Current Administrator’s email address provided in the Registration Data, to revise, update, or otherwise modify the Bosspac Online Service and establish or change limits concerning use of the Bosspac Online Service, temporarily or permanently, including but not limited to:
- the amount of storage space you have on the Bosspac Online Service at any time, and
- the number of times (and the maximum duration for which) you may access the Bosspac Online Service in a given period of time.
Bosspac reserves the right to make any such changes effective immediately to maintain the security of the system or User Access Information or to comply with any laws or regulations, and to provide you with electronic or written notice within thirty (30) days after such change. You may reject changes by discontinuing use of the Bosspac Online Service to which such changes relate. Your continued use of the Bosspac Online Service will constitute your acceptance of and agreement to such changes. Bosspac may, from time to time, perform maintenance upon the Bosspac Online Service resulting in interrupted service, delays or errors in the Bosspac Online Service. Bosspac will attempt to provide prior notice of scheduled maintenance but cannot guarantee that such notice will be provided.
Upon cancellation, you will be able to access the Bosspac Online Service only through the end of the subscription term, as specified in the product or product program pages. After the subscription term ends, you will not have any access to the Bosspac Online Service. There are no refunds upon cancellation. Please follow product instructions to cancel your account.
8. SOCIAL MEDIA SITES
9. THIRD PARTY PRODUCTS AND SERVICES
Bosspac may tell you about third party products or services, including via the Service. Bosspac may offer products and services on behalf of third parties who are not affiliated with Bosspac (“Third Party Products”) and/or provide access or links to third party websites (“Third Party Sites”). If you decide to use any Third Party Products or access any Third Party Sites, you are solely responsible for your selection, review of separate product terms, website terms and privacy policies. Bosspac is not affiliated with these Third Party Products or Third Party Sites and does not endorse or recommend Third Party Products even if such products are marketed or distributed via our products, website or associated with Bosspac in any way. You agree that the third parties, and not Bosspac, are solely responsible for the Third Party Product’s performance (including technical support), the content on their websites and their use or disclosure of your data. Bosspac will not be liable for any damages, claims or liabilities arising from the third parties, Third Party Products or Third Party Sites.
You agree that you will
- comply with all applicable laws, regulation and ordinances;
- not use the Third Party Products in any manner that would infringe or violate the rights of Bosspac or any other party; and
- not use the Third Party Products in any way in furtherance of criminal, fraudulent or other unlawful activity.
10. COUNTRY SPECIFIC TERMS
In the event of a conflict between the terms of general Terms of Service and the Country Specific Terms, the Country Specific Terms shall apply: Notwithstanding any to the contrary above, if you are accessing or using the Services in the following countries, you also agree to the following:
Affiliate Definition. An “Affiliate” means a Related Company as defined in section 2(3) of the Companies Act 1993 (read as if the expression “company” in that subsection included any body corporate of any jurisdiction).
New Zealand Consumer Guarantees Act 1993. The New Zealand Consumer Guarantees Act 1993 does not apply.
Contracts (Privity) Act 1982. For the purposes of the Contracts (Privity) Act 1982, Bosspac’s affiliates and subsidiaries are third party beneficiaries and shall be entitled to enforce the terms of this Agreement against you but any changes may be made to this Agreement by Bosspac without their consent.
Last updated: 23 February 2019
B. PARTNER TERMS AND CONDITIONS
The Bosspac Partner provides taxation, bookkeeping, accounting, and/or other advisory services to Users. The Bosspac Partner assists those Users to use Bosspac more effectively and may have access to User Accounts. These Partner Terms and Conditions govern the use of Bosspac by Bosspac Partners.
The following terms are used regularly throughout these Partner Terms and Conditions and have a particular meaning:
- Agreement means the agreement formed between the Partners and the Company under, and on the terms of, these Partner Terms.
- Client User means a User that has authorised a Partner to access their User Account.
- Company means Windy Solutions Limited trading as Bosspac.
- Fee means a fee charged by the Company for use of Bosspac and/or the Partner Account.
- Intellectual Property means all copyright, patents, inventions, trade secrets, know-how, product formulations, designs, circuit layouts, databases, registered or unregistered trademarks, brand names, business names, domain names and other forms of intellectual property.
- Livery means any logos, signs, words and/or designations nominated by the Company from time-to-time to identify authorised Bosspac Partners.
- Partner means the entity authorised to be a Bosspac Partner by the Company who is a party to this Agreement.
- Partner Account means the account type in Bosspac which Partners and Partner Users are authorised to access pursuant to this Agreement.
- Partner means the entity authorised to be a Bosspac Partner by the Company who is a party to this Agreement.
- Partner User means any individual authorised by the Partner to use the Partner Account.
- Bosspac means: The Bosspac digital platform accessible from app.bosspac.co.nz, http://www.bosspac.co.nz and any other URL the Company may use from time-to-time.
- Bosspac Partner means a bookkeeping, accounting, taxation and/or other advisory service provider authorised by the Company from time to time to be a Bosspac Partner.
- Terms of Service means the Company’s Terms of Service for Users to use Bosspac, as modified from time to time.
- User means a registered user of Bosspac, and for the purposes of this Agreement does not include the Partner or Partner User.
1. USING BOSSPAC
- Use of Bosspac as a Bosspac Partner is always subject to these Partner Terms and Conditions and the Terms of Service.
- To become a Bosspac Partner, the Partner must apply to, and be approved by, the Company. The Company may approve any person to be a Bosspac Partner in its absolute discretion.
- This Agreement comes into effect when the Partner agrees to these terms when onboarding as a Bosspac Partner.
- The Partner may be required to verify their identity by providing (without limitation) professional certifications, email, telephone, residential or business addresses, social media, referrals, references and/or formal photographic identification. The Partner agrees to provide the Company with all necessary verifications the Company requires to provide the Partner and Partner Users with access to Bosspac and the Partner Account.
- To the extent of any conflict between the terms of this Agreement and the Terms of Service, the terms of this Agreement shall prevail. For clarity, a conflict does not occur where a term is in one and not the other.
- The Partner may promote themselves as a Bosspac Partner using any Livery as authorised by the Company from time-to-time, and the Company grants the Partner a limited, revocable, non-exclusive, royalty-free licence to use the Livery for the term of this Agreement.
- The Partner agrees:
- The Livery is the Intellectual Property of the Company;
- To follow the Company’s reasonable directions in respect of the use of any Livery; and
- To immediately cease using the Livery upon the written request of the Company.
- Either party may terminate this Agreement by giving the other party written notice (which may be performed through Bosspac).
2 PARTNER ACCOUNT
a) The Partner shall be provided with a Partner Account, which (without limitation) shall allow the Partner to:
- Invite persons to establish User Accounts; and
- Be invited to access, use and administer User Accounts by their Client Users.
b) Where the Partner is authorised to access a User Account, the Company will provide support to the Partner in respect of that User Account in accordance with the Terms of Service.
c) The Partner may authorise Partner Users to access the Partner Account, subject to their adherence to these Partner Terms and the Terms of Service. The Partner agrees that it is wholly responsible and liable for any actions by their Partner Users.
d) One or more Partner Users shall be authorised to manage other Partner Users via the Partner Account. Any such Partner User warrants that they have authority to authorise other Partner Users and indemnifies the Company for all costs, losses, expenses, claims, liabilities or damages incurred by the Company in respect of the Partner User’s purported authorisation of other Partner users.
3 PARTNER RESPONSIBILITIES
a) The Partner agrees that it shall only access User Accounts under the authority of their Client Users.
b) The Partner agrees that it shall immediately cease access of any User Account if so requested, in writing or otherwise, by a Client User.
c) The Partner indemnifies the Company for any costs, losses, expenses, claims, liabilities or damages incurred by the Company in respect of the Partner’s creation of, or access to, any User Accounts.
a) The Company may from time-to-time provide the Partner with rebates, special offers, discount codes or other incentives for the Partner to promote Bosspac (Incentive).
b) Where the Partner receives any financial payment from the Company for any Incentive:
- The payment shall be deemed GST inclusive; and
- The Company may request a tax invoice from the Partner in respect of the Payment.
c) Any Fee payable by the Partner to use the Partner Account shall be charged pursuant to the Terms of Service.
d) An invoice for all the Partner’s Client Users access fees will be issued each month in accordance with the details set out in the invoice sent out by Bosspac and according to pricing published on Bosspac. Bosspac will continue invoicing the Partner for Client User access in accordance with the pricing until Bosspac is notified in writing of the cancellation of the Service for the Client User.
e) Bosspac will not provide any refund for any remaining prepaid period for a prepaid access fee subscription.
f) All Bosspac invoices will be sent to the Partner by email. Payment of all amounts specified in an invoice must be paid in accordance with the invoice. The partner is responsible for payment of all taxes and duties in addition to the access fee.
5 GENERAL CONDITIONS
- By accepting the terms and conditions of this Agreement, the Partner is granted a limited, non-exclusive and revocable licence to access and use Partner Account for the duration of this Agreement, in accordance with the terms and conditions of this Agreement.
- The Company may issue the licence to the Partner on the further terms or limitations (including the number of Partner Users and/or Client Users) as it sees fit.
- The Company may revoke or suspend the Partner’s licence(s) in its absolute discretion for any reason that it sees fit, including for breach of the terms and conditions in this Agreement by the Partner.
- As a hosted and managed service, the Company reserves the right to upgrade, maintain, tune, backup, amend, add or remove features, redesign, improve or otherwise alter the function of the Partner Account.
- The Company provides user support for the Partner via:
- The email address email@example.com.
- The Company shall endeavour to respond to all support requests within 3 working days.
d) Use & Availability
- The Partner agrees that it shall only use Bosspac, the Partner Account and any User Account for legal purposes and shall not use it to engage any conduct that is unlawful, immoral, threatening, abusive or in a way that is deemed unreasonable by the Company in its discretion.
- The Partner, and each Partner User, is solely responsible for the security of their username and password for access to Bosspac and the Partner Account. The Partner shall notify the Company as soon as it becomes aware of any unauthorised access of the Partner Account.
- The Partner agrees that the Company shall provide access to the Partner Account to the best of its abilities, however:
- Access to the Partner Account may be prevented by issues outside of its control; and
- It accepts no responsibility for ongoing access to the Partner Account.
f) Liability & Indemnity
- The Partner agrees that it uses Bosspac at its own risk.
- The Partner acknowledges that the Company is not responsible for the conduct or activities of any Partner User or User and that the Company is not liable for such under any circumstances.
- The Partner agrees to indemnify the Company for any loss, damage, cost or expense that the Company may suffer or incur as a result of or in connection with the Partner’s use of or conduct in connection with Bosspac, including any breach by the Partner of this Agreement.
- In no circumstances will the Company be liable for any direct, incidental, consequential or indirect damages, damage to property, loss of property, loss or corruption of data, loss of profits, goodwill, bargain or opportunity, loss of anticipated savings or any other similar or analogous loss resulting from the Partner’s access to, or use of, or inability to use Bosspac or the Partner Account, whether based on warranty, contract, tort, negligence, in equity or any other legal theory, and whether or not the Company knew or should have known of the possibility of such damage, or business interruption of any type, whether in tort, contract or otherwise.
- To the extent permitted by law, the Company’s liability for breach of any implied warranty or condition that cannot be excluded is restricted, at the Company’s option to:
- The re-supply of services or payment of the cost of re-supply of services; or
- The replacement or repair of goods or payment of the cost of replacement or repair.
- Termination of this agreement is without prejudice to and does not affect the accrued rights or remedies of any of the parties arising in any way out of this agreement up to the date of expiry or termination.
h) Dispute Resolution
- If any dispute arises between the parties in connection with this Agreement (Dispute), then either party may notify the other of the Dispute with a notice (Dispute Notice) which:
- Includes or is accompanied by full and detailed particulars of the Dispute; and
- Is delivered within 10 working days of the circumstances giving rise to the Dispute first occurring.
- Within 10 working days after a Dispute Notice is given, a representative of each party with the authority to resolve the dispute, must meet (virtually or otherwise) and seek to resolve the Dispute.
- Subject to the next clause, a party must not bring court proceedings in respect of any Dispute unless it first complies with the requirements of the dispute resolution mechanism outlined in this clause.
- Nothing in this clause prevents either party from instituting court proceedings to seek urgent injunctive, interlocutory or declaratory relief in respect of a Dispute.
- Despite the existence of a Dispute, the parties must continue to perform their respective obligations under this document and any related agreements.
i) Electronic Communication, Amendment & Assignment
- The Partner can direct notices, enquiries, complaints and so forth to the Company as set out in this Agreement. The Company will notify the Partner of a change of details from time-to-time.
- The Company will send the Partner notices and other correspondence to the details that the Partner submits to the Company, or that the Partner notifies the Company of from time-to-time. It is the Partner’s responsibility to update its contact details as they change.
- A consent, notice or communication under this Agreement is effective if it is sent as an electronic communication unless required to be physically delivered under law.
- Notices must be sent to the parties’ most recent known contact details.
- The Partner may not assign or otherwise create an interest in this Agreement.
- The Company may assign or otherwise create an interest in its rights under this Agreement by giving written notice to the Partner.
- Special Conditions. The parties may agree to any Special Conditions to this Agreement in writing.
- Prevalence. To the extent this Agreement is in conflict with, or inconsistent with any Special Conditions made under this Agreement, the terms of those Special Conditions shall prevail.
- Disclaimer. Each party acknowledges that it has not relied on any representation, warranty or statement made by any other party, other than as set out in this Agreement.
- Relationship. The relationship of the parties to this Agreement does not form a joint venture or partnership.
- Waiver. No clause of this Agreement will be deemed waived and no breach excused unless such waiver or consent is provided in writing.
- Further Assurances. Each party must do anything necessary (including executing agreements and documents) to give full effect to this Agreement and the transaction facilitated by it.
- Governing Law. This Agreement is governed by the laws of New Zealand. Each of the parties hereby submits to the non-exclusive jurisdiction of courts with jurisdiction there.
- Severability. Any clause of this Agreement, which is invalid or unenforceable, is ineffective to the extent of the invalidity or unenforceability without affecting the remaining clauses of this Agreement.