Terms of Service

Please read this Terms of Service (“Agreement”) carefully before using any of the services provided by FINPROZ Outsourcing Services (“Company”).  By using this website and the services of Company, you are agreeing to all the terms contained herein.  If you do not agree to this Agreement, your only recourse is to not use the website or services of Company.  Our Privacy Policy is incorporated by reference into this Agreement.

If you have any questions, comments, requests, or concerns related to this Term of Services or the information practices of this site, or if you would like to opt out of future communications, please contact us info@finproz.com

 

Services

Company is in the business of providing  for you web store development, bookkeeping, accounting, and payroll processing services (“Services”) to individuals and businesses (“Customers”). All Services that are provided to a client will be defined in a quotation and signed by both parties. Customers may engage Company for Services by contacting info@finproz.com.

FINPROZ Services

FINPROZ Services means all software, specifications, documentation, training materials and on line help documents, all processes, methods, methodologies, tools, solutions, data schema and compilations and technology, and all inventions , works of authorship, know – how, trade secrets and other intellectual property and related rights therein, as well as any addition, improvements, modifications, updates, upgrades, enhancements, new releases or revisions of or to any of the foregoing, in each case which is specified in the Client Agreement and made available by FINPROZ to Client or otherwise created, developed, improved or modified under this Agreement.  This Agreement constitutes a license, not a transfer of title in the FINPROZ Services.  Client acknowledges that the FINPROZ Services are proprietary to FINPROZ, contain confidential and unpublished material and are protected by trade secret, copyright and other proprietary rights, and that as between parties, FINPROZ is the sole owner of all rights in the FINPROZ Services.  FINPROZ reserved all rights in the FINPROZ Services not expressly granted to Client under this Agreement, and in the event that any such rights vest in Client or any of its representatives, Client hereby irrevocably and unconditionally assigns, and shall cause all such representatives to irrevocably and unconditionally assign, to FINPROZ those rights.  Client will promptly notify FINPROZ Services of any third party infringement or threatened infringement, misuse or misappropriation of any FINPROZ Services known to Client, and will provide reasonable assistance to FINPROZ in connection therewith at FINPROZ’s expense.  Client will not re-engineer, reverse engineer, or use the FINPROZ services or data to develop a competing product or to modify the FINPROZ Services.

Account Information From Third Party Sites

Through the Service, you may direct Company to retrieve certain information maintained online by third-party financial institutions or providers with which you have a customer relationship, maintain accounts or engage in financial transactions (“Account Information”). You agree to provide your username, password, PIN and other log-in information and credentials necessary to access your account with such institutions or providers (“Access Information”), and you hereby grant Company permission to use the Access Information and Account Information for the purposes contemplated by this Agreement.

By using the Service, you expressly authorize Company to access, store and use your Account Information maintained by identified third parties, on your behalf as your agent. You hereby authorize Company to store and use your Access Information to accomplish the foregoing and to configure the Service so that it is compatible with the third party sites for which you submit Account Information. This may include, without limitation, monitoring your usage (including the location of relevant clicks and links) of such third party sites (when accessed through the Service) solely to facilitate such compatibility and our contemplated access to your relevant Account Information in connection with the Service. For purposes of this Agreement, you grant Company a limited power of attorney, and appoint Company as your attorney-in-fact and agent, to access third party sites using Access Information, and to retrieve, store and use your Account Information with the full power and authority to do and perform each thing necessary in connection with such activities, as you could do in person solely in connection with Company’s provision of the Service.

YOU ACKNOWLEDGE AND AGREE THAT WHEN COMPANY ACCESSES AND RETRIEVES ACCOUNT INFORMATION FROM THIRD PARTY SITES, COMPANY IS ACTING AS YOUR AGENT, AND NOT AS THE AGENT OF OR ON BEHALF OF THE THIRD PARTY. You acknowledge and agree that the foregoing does not imply sponsorship or endorsement by any third party services accessible through the Service. You represent and warrant that neither the foregoing (or anything else in this Agreement) nor your use of the Services will violate any agreement or terms to which you are subject, including without limitation, those with respect to any third party site or service.

Fees and Payment

Fees for services performed by Company will be determined based on the Services selected and agreed to by Customer.  Payment for Services will be paid via credit card or bank transfer directly to Company bank account.  Regardless of service purchased by Customer, payment is due monthly unless otherwise agreed by Company and Customer.

  1. Monthly Engagement Services. Customer may at any point during the term after the first ninety (90) days, Company may adjust Customer Price based on services actually performed by Company during the first 90 days and/or unanticipated increase in volume of work. Company reserves the right to increase fees at the end of each term without notice to Customer. Company does not issue any refunds if work has been performed by Company during the month the refund was requested regardless of if the services are cancelled unless agreed to by Client and Company based on the services provided. In the event of non – payment or late payment, Company reserves the right to suspend services until the full amount due are paid in full.  Late payments may be subject to a late fee penalty at the maximum legal rate.
  2. One Time Engagements. Fee for the Services will be due prior to the start of work.  From time to time, there may be a fee schedule put in place for services.  Payments will be due according to the schedule.  Services will not begin without payment (or first installment) being made and reserves the right to cease services of installment payments are not paid when due.

Termination

Customer may terminate this Agreement with Company at any time with thirty (30) days written notice of Customers intent to cancel.  Company may terminate this Agreement at any time for any reasoning, with no notice to Customer. Upon termination or expiration of this Agreement, the following provisions shall survive: Reservation of Rights, Confidential and Proprietary Information, Disclaimer of Warranty, Limited Warranty, Limitation of Liabilities, Survival, and Miscellaneous Provisions.

Reservation of Rights

  1. Company. Company expressly reserves all rights in the Service and all other materials provided by Company hereunder not specifically granted to Customer. It is acknowledged that all right, title and interest in the Service and all other materials provided by Company hereunder, any update, adaptation, translation, customization or derivative work thereof, and all intellectual property rights therein will remain with Company (or third party suppliers, if applicable) and that the Service and all other materials provided by Company hereunder are licensed on a services subscription basis and not “sold” to Customer. Names, logos, and other materials displayed on the Services constitute trademarks, tradenames, service marks or logos (“Marks”) of Company or other entities. Customer is not authorized to use any such Marks. Ownership of all such Marks and the goodwill associated therewith remains with Company or those other entities. Any use of third party software provided in connection with the Services will be governed by such third parties’ licenses and not by this Agreement.
  2. Customer. Customer expressly reserves all rights in any information, records, files or other data that Customer (or Customer Personnel) loads, enters into, or otherwise makes available to Company or the Service and all results from processing such data, including compilations, and derivative works thereof ( “Customer Data”), except that Customer grants Company a perpetual, non-exclusive, world-wide, royalty free, fully sublicenseable, fully paid-up license to use, reformat, modify, display, perform, reproduce, and create derivative works of the Customer Data: (i) in providing the Service to Customer or (ii) in connection with Company’s internal business purposes. Unless specifically agreed in writing, each Party’s rights under this clause (b) extend to any update, adaptation, translation, customization or derivative work of Customer Data, made under this Agreement.

Confidential and Proprietary Information

To the extent Confidential Information is disclosed, the Company and Customer shall protect the secrecy of the Confidential Information with the same degree of care as it uses to protect its own confidential information, but in no event with less than due care, and shall not disclose Confidential Information to anyone except as required by law.  Upon termination of the Contract, each party shall return all confidential information to its rightful owner as promptly as possible.  Company will remove all confidential, proprietary, and client files or information off its server thirty (30) days after a client ceases to be a client of firm.

This Agreement does not give Customer any rights in Company’s intellectual property or technology. Company and related trademarks and logos are the exclusive property of Company. Company and Customer agree that neither will, directly or indirectly, reverse engineer or decompile object code or execution code, nor otherwise seek to obtain source code or trade secrets of the other party. Notwithstanding the foregoing, nothing herein shall bar Company from using any knowledge, information or skills that are generally known or that can be learned or otherwise acquired in the normal course of business.

Disclaimer of Warranty

The Services provided under this Agreement are provided on an as is, as available basis. Company does not make any warranties that the Services will be successful or error free; nor do they make any warranties as to the results that may be obtained from the purchase of the Services as to accuracy, reliability or content of any information, services or merchandise contained in or provided through the services.

WE ARE NOT LIABLE AND EXPRESSLY DISCLAIMS ANY LIABILITY, FOR THE CONTENT OF ANY DATA TRANSFERRED EITHER TO OR FROM CUSTOMER. NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY ANY RELATED PERSON, WILL CREATE A WARRANTY; NOR MAY YOU RELY ON ANY SUCH INFORMATION OR ADVICE.

Indemnification

Customer agrees to indemnify, defend and hold harmless Company and its parent, subsidiary and affiliated companies, and each of their respective officers, directors, employees, shareholders, attorneys and agents (each an “indemnified party” and, collectively, “indemnified parties”) from and against any and all claims, damages, losses, liabilities, suits, actions, demands, proceedings (whether legal or administrative), and expenses (including, but not limited to, reasonable attorney’s fees) threatened, asserted, or filed by a third party against any of the indemnified parties arising out of or relating to Customer’s purchase of the offer, (ii) any breach of any representation, warranty or covenant of Customer contained in this Agreement or (iii) any acts or omissions of Customer. The terms of this section shall survive any termination of this Agreement.

Miscellaneous

Entire Agreement; Amendments. This Agreement, including documents incorporated herein by reference, supersedes all prior discussions, negotiations and agreements between the parties with respect to the subject matter hereof, and this Agreement constitutes the sole and entire agreement between the parties with respect to the matters covered hereby. In case of a conflict between this Agreement and any purchase order, service order, work order, confirmation, correspondence or other communication of Customer or Company, the terms and conditions of this Agreement shall control. No additional terms or conditions relating to the subject matter of this Agreement shall be effective unless approved in writing by any authorized representative of Customer and Company. This Agreement may not be modified or amended except by another agreement in writing executed by the parties hereto; provided, however, that these Terms of Service may be modified from time to time by Company in its sole discretion, which modifications will be effective when posting to Company Web site or on any subsequent date as may be set forth in any required notice provided by us in connection therewith.

Severability. All rights and restrictions contained in this Agreement may be exercised and shall be applicable and binding only to the extent that they do not violate any applicable laws and are intended to be limited to the extent necessary so that they will not render this Agreement illegal, invalid or unenforceable. If any provision or portion of any provision of this Agreement shall be held to be illegal, invalid or unenforceable by a court of competent jurisdiction, it is the intention of the parties that the remaining provisions or portions thereof shall constitute their agreement with respect to the subject matter hereof, and all such remaining provisions or portions thereof shall remain in full force and effect.

Notices. All notices and demands required or contemplated hereunder by one party to the other shall be in writing and shall be deemed to have been duly made and given upon date of delivery if delivered in person or by an overnight delivery or postal service, upon receipt if delivered by facsimile the receipt of which is confirmed by the recipient, or upon the expiration of five days after the date of posting if mailed by certified mail, postage prepaid, to the addresses or facsimile numbers set forth below the parties’ signatures. Either party may change its address or facsimile number for purposes of this Agreement by notice in writing to the other party as provided herein.  Company may give written notice to Customer via electronic mail to the Customer’s electronic mail address as maintained in Company’s billing records.

Waiver. No failure or delay by any party hereto to exercise any right or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or remedy by any party preclude any other or further exercise thereof or the exercise of any other right or remedy. No express waiver or assent by any party hereto to any breach of or default in any term or condition of this Agreement shall constitute a waiver of or an assent to any succeeding breach of or default in the same or any other term or condition hereof.

Assignment; Successors. Customer may not assign or transfer this Agreement or any of its rights or obligations hereunder, without the prior written consent of Company. Any attempted assignment in violation of the foregoing provision shall be null and void and of no force or effect whatsoever. Company may assign its rights and obligations under this Agreement, and may engage subcontractors or agents in performing its duties and exercising its rights hereunder, without the consent of Customer. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.

Limitation of Actions. No action, regardless of form, arising by reason of or in connection with this Agreement may be brought by either party more than two years after the cause of action has arisen.

Violation of the Terms. You understand and agree that in the sole discretion of Company and without prior notice, Company may terminate your access to the Site, cancel your order or exercise any other remedy available and remove any unauthorized User Content, if  Company believes that the User Content you provided has violated or is inconsistent with these Terms of Use violated the rights of Company, another User or the law. You agree that monetary damages may not provide a sufficient remedy to Company for violations of these terms and conditions and you consent to injunctive or other equitable relief for such violations. Company may release user information about you if required by law or subpoena, or if the information is necessary or appropriate to release to address an unlawful or harmful activity. Company is not required to provide any refund to you if you are terminated as a User because you have violated these Terms of Use.

Copyright Policy. We will terminate the privileges of any user who uses this Site to unlawfully transmit copyrighted material without a license, express consent, valid defense or fair use exemption to do so. In particular, users who submit Content to this Site, whether articles, images, stories, software or other copyrightable material must ensure that the Content they upload does not infringe the copyrights or other rights of third parties (such as privacy or publicity rights). After proper notification by the copyright holder or it agent to us, and confirmation through court order or admission by the user that they have used this Site as an instrument of unlawful infringement, we will terminate the infringing users’ rights to use and/or access to this Site. We may, also in our sole discretion, decide to terminate a user’s rights to use or access to the Site prior to that time if we believe that the alleged infringement has occurred.

Links. The Site may automatically produce search results that reference or link to third party sites throughout the global Internet. Company has no control over these sites or the content within them. Company cannot guarantee, represent or warrant that the content contained in the sites is accurate, legal and/or inoffensive. Company does not endorse the content of any third party site, nor do we warrant that they will not contain viruses or otherwise impact your computer. By using the Site to search for or link to another site, you agree and understand that you may not make any claim against Company for any damages or losses, whatsoever, resulting from your use of the Site to obtain search results or to link to another site. If you have a problem with a link from the Site, please notify us, and we will investigate your claim and take any actions we deem appropriate at our sole discretion.

 

Changes to This Terms of Service

If this Terms of Service changes, the revised policy will be posted on this site. Please check back periodically, and especially before you provide any personally identifiable information. This Terms of Service was last updated on June 16, 2019.

 

 

 

 

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