Here at SalesAttach we are very serious about providing great services to you and your business that improve your life and are safe, reliable and constantly improving. Use of our online accounting software, our web site and any other services we offer (“Service”) are subject to the following conditions Terms of Service (“Terms”).
These Terms are binding on any use of the Service and apply to You from the time that SalesAttach provides You with access to the Service.
SalesAttach reserves the right to vary these Terms from time to time.
If there are changes to charges then they will be effective at least 14 days from posting to this same page. Use of the service after that date constitutes acceptance of the amended Terms of Service.
These Terms of Service supersede prior agreements.
In all our agreements the use of product names (including but not limited to SalesAttach or other product or service names listed on our website at www.salesattach.com) refer to the company SalesAttach Pty Ltd and its wholly owned subsidiaries.
By registering to use the Service you acknowledge that You have read and understood these Terms and have the authority to act on behalf of any person for whom You are using the Service. You are deemed to have agreed to these Terms on behalf of any entity for whom you use the Service.
These terms were last revised 13st October 2013.
"Access Fee" – means the monthly fee (excluding any taxes and duties) payable by You in accordance with the fee schedule set out on the Website (which SalesAttach may change from time to time on notice to You).
"Confidential Information" – includes all information exchanged between the parties to this Agreement, whether in writing, electronically or orally, including the Service but does not include information which is, or becomes, publicly available other than through unauthorised disclosure by the other party.
"Data" – means any data inputted by You or with Your authority into the Website.
"Intellectual Property Right" – means any patent, trade mark, service mark, copyright, moral right, right in a design, know-how and any other intellectual or industrial property rights, anywhere in the world whether or not registered.
"Service" – means the online accounting and personal finance management services made available (as may be changed or updated from time to time by SalesAttach) via the Website.
"Website" – means the Internet site at the domain www.salesattach.com or any other site operated by SalesAttach.
"Subscriber" – means the person who registers to use the Service, and, where the context permits, includes any entity on whose behalf that person registers to use the Service.
“Access Authority” – means the Subscriber and/or individuals who the Subscriber prescribes levels of access to your SalesAttach Online Account and where the Subscriber has made available to those individuals the Email Address/Sign-in ID, Password and Organisation to allow them access for data entry, viewing data or obtaining reports.
“Password” – means a confidential alphanumeric, which when used with other Access Authority information, gives access to Services
“User” – means any person you nominate (if you choose to do so), from time to time, as part of any invite process or request via email to SalesAttach to use the services available through the website.
We, us and/or our – means SalesAttach and its subsidiaries.
You and/or your – means the Subscriber to the Services and includes a User when applicable.
SalesAttach Logo’s – means any logo, brand, trademark, image or other material we provide containing the SalesAttach and all other associated trademarks, trading names, URLs be they registered or otherwise.
2. Your obligations
1. General obligations
You must only use the Service and Website for Your own lawful internal business purposes, in accordance with these Terms and any notice sent by SalesAttach or condition posted on the Website. You may use the Service and Website on behalf of others or in order to provide services to others but if You do so you must ensure that You are authorised to do so and that all persons for whom or to whom services are provided comply with and accept all terms of this Agreement that apply to You.
2. Access conditions
You must ensure that all usernames and passwords required to access the Service are kept secure and confidential. You must immediately notify SalesAttach of any unauthorised use of Your passwords or any other breach of security and SalesAttach will reset Your password and You must take all other actions that SalesAttach reasonably deems necessary to maintain or enhance the security of SalesAttach's computing systems and networks and Your access to the Services.
As a condition of these Terms, when accessing and using the Services, You must:
not attempt to undermine the security or integrity of SalesAttach's computing systems or networks or, where the Services are hosted by a third party, that third party's computing systems and networks;
not use, or misuse, the Services in any way which may impair the functionality of the Services or Website, or other systems used to deliver the Services or impair the ability of any other user to use the Services or Website;
not attempt to gain unauthorised access to any materials other than those to which You have been given express permission to access or to the computer system on which the Services are hosted;
not transmit, or input into the Website, any: files that may damage any other person's computing devices or software, content that may be offensive, or material or Data in violation of any law (including Data or other material protected by copyright or trade secrets which You do not have the right to use);
not attempt to modify, copy, adapt, reproduce, disassemble, decompile or reverse engineer any computer programs used to deliver the Services or to operate the Website except as is strictly necessary to use either of them for normal operation.
3. Usage Limitations
Use of the Service may be subject to limitations, including but not limited to monthly transaction volumes and the number of calls You are permitted to make against SalesAttach’s programming interface. Any such limitations will be advised.
You indemnify SalesAttach against: all claims, costs, damage and loss arising from Your breach of any of these Terms or any obligation You may have to SalesAttach, including (but not limited to) any costs relating to the recovery of any Access Fees that are due but have not been paid by You.
3. Communication Conditions
As a condition of these Terms, if You use any communication tools available through the Website (such as any forum, chat room or message centre), You agree only to use such communication tools for lawful and legitimate purposes. You must not use any such communication tool for posting or disseminating any material unrelated to the use of the Services, including (but not limited to): offers of goods or services for sale, unsolicited commercial e-mail, files that may damage any other person's computing devices or software, content that may be offensive to any other users of the Services or the Website, or material in violation of any law (including material that is protected by copyright or trade secrets which You do not have the right to use).
When You make any communication on the Website, You represent that You are permitted to make such communication. SalesAttach is under no obligation to ensure that the communications on the Website are legitimate or that they are related only to the use of the Services. As with any other web-based forum, You must exercise caution when using the communication tools available on the Website. However, SalesAttach does reserve the right to remove any communication at any time in its sole discretion.
You may Subscribe to SalesAttach Services by using the SalesAttach website sign up page.
The sign up page asks you to provide correct information about yourself or company, to list the users who will have Access Authority and to maintain and update such information to keep it accurate and complete.
You may designate a number of users to have Access Authority and you may provide and assign access and passwords to such users.
We may suspend or terminate your account and refuse use of Services if you provide any information (including a valid contact email address and phone number) that is false, misleading, inaccurate, not current or incomplete, or if SalesAttach has reasonable grounds to believe that such information is false, misleading, inaccurate, not current or incomplete or any terms in this agreement are breached.
We may suspend or terminate your account and refuse use of Services if you are deemed to be abusive (including using language that is deemed to be abusive to staff, such deeming shall be at the sole discretion of SalesAttach).
You authorise SalesAttach to use extracts from service related communication on our web site (typically on the testimonials page) and other material in text form and SalesAttach may include your organisation name, market segment and a link to your website if you have provided one. This use is conditional on SalesAttach excluding any material that may be deemed confidential, such deeming shall be at the sole discretion of SalesAttach but will explicitly focus on service quality and Subscriber experience in use of our products and exclude financial or other transaction related information.
You agree to pay all Service Subscription fees SalesAttach charges you for the Services when you Register.
You also agree to pay all Consulting Service Fees for staff services if any are specifically requested by you and provided by our staff.
You agree to pay all foreign, Commonwealth, State and Local Government, state taxes applicable to your access, use or receipt of the Service, these will always be disclosed to you clearly in advance.
If SalesAttach are required to collect overdue fees from you, you agree to pay all reasonable costs (including legal fees), if any, incurred by SalesAttach in collecting those overdue fees from you, and to pay a late charge on any overdue fees at our bank’s business cheque account overdraft rates.
If you fail to pay your fees for Services by any Expiry or Due date, SalesAttach reserves the right to restrict access to all files that belong to the unpaid Subscription.
You accept that when a Subscription is locked, all users of the affected files will be unable to view, edit or add any data to the file.
6. Information Confidentiality.
You accept responsibility for maintaining confidentiality of any password and other access information used by yourself and your authorised users who have Access Authority.
You acknowledge that the Internet is an open system and SalesAttach cannot and does not warrant or guarantee that third parties cannot intercept your information.
7. Your Regulatory Responsibilities are not SalesAttach’s
Your Regulatory Responsibilities will vary from country to country and are your responsibility to identify and comply.
You accept that SalesAttach may not comply, support, update or be registered for requirements specified by tax and regulatory authorities of countries we sell our Services in.
We don’t provide Services that are tax remittances or returns preparation.
We don’t provide Services that are tax, legal or financial advice.
1. Trial policy
When You first sign up for access to the Services You can evaluate the Services under the defined trial usage conditions, with no obligation to continue to use the Services. If You choose to continue using the Services thereafter, You will be billed from the day You first added Your billing details into the Services. If You choose not to continue using the Services, You may delete Your organisation in the 'My SalesAttach' section of the Services.
2. Prepaid Subscriptions
SalesAttach will not provide any refund for any remaining prepaid period for a prepaid Access Fee subscription.
3. No-fault termination
These Terms will continue for the period covered by the Access Fee paid or payable under clause 3.1. At the end of each billing period these Terms will automatically continue for another period of the same duration as that period, provided You continue to pay the prescribed Access Fee when due, unless either party terminates these Terms by giving notice to the other party at least 30 days before the end of the relevant payment period. If You terminate these Terms You shall be liable to pay all relevant Access Fees on a pro-rata basis for each day of the then current period up to and including the day of termination of these Terms.
- breach any of these Terms (including, without limitation, by non-payment of any Access Fees) and do not remedy the breach within 14 days after receiving notice of the breach if the breach is capable of being remedied;
- breach any of these Terms and the breach is not capable of being remedied (which includes (without limitation) any breach of clause 3.4 or any payment of Access Fees that are more than 30 days overdue); or
- You or Your business become insolvent or Your business goes into liquidation or has a receiver or manager appointed of any of its assets or if You become insolvent, or make any arrangement with Your creditors, or become subject to any similar insolvency event in any jurisdiction,
SalesAttach may take any or all of the following actions, at its sole discretion:
- Terminate this Agreement and Your use of the Services and the Website;
- Suspend for any definite or indefinite period of time, Your use of the Services and the Website;
- Suspend or terminate access to all or any Data.
For the avoidance of doubt, if payment of any invoice for Access Fees due in relation to any of Your Billing Contacts, Billing Plans is not made in full by the relevant due date, SalesAttach may: suspend or terminate Your use of the Service, the authority for all or any of Your Organisations to use the Service, or Your rights of access to all or any Data.
5. Accrued Rights
Termination of these Terms is without prejudice to any rights and obligations of the parties accrued up to and including the date of termination. On termination of this Agreement You will:
remain liable for any accrued charges and amounts which become due for payment before or after termination; and
immediately cease to use the Services and the Website.
6. Expiry or termination
Clauses 3, 5, 11, 12, 9, 10, 8 survive the expiry or termination of these Terms.
9. Warranties and acknowledgements
You warrant that where You have registered to use the Service on behalf of another person, You have the authority to agree to these Terms on behalf of that person and agree that by registering to use the Service You bind the person on whose behalf You act to the performance of any and all obligations that You become subject to by virtue of these Terms, without limiting Your own personal obligations under these Terms.
You acknowledge that:
You are authorised to use the Services and the Website and to access the information and Data that You input into the Website, including any information or Data input into the Website by any person you have authorised to use the Service. You are also authorised to access the processed information and Data that is made available to You through Your use of the Website and the Services (whether that information and Data is Your own or that of anyone else).
SalesAttach has no responsibility to any person other than You and nothing in this Agreement confers, or purports to confer, a benefit on any person other than You. If You use the Services or access the Website on behalf of or for the benefit of anyone other than yourself (whether a body corporate or otherwise) you agree that:
You are responsible for ensuring that You have the right to do so;
You are responsible for authorising any person who is given access to information or Data, and you agree that SalesAttach has no obligation to provide any person access to such information or Data without Your authorisation and may refer any requests for information to You to address; and
You will indemnify SalesAttach against any claims or loss relating to:
SalesAttach's refusal to provide any person access to Your information or Data in accordance with these Terms,
SalesAttach’s making available information or Data to any person with Your authorisation.
The provision of, access to, and use of, the Services is on an "as is " basis and at Your own risk.
SalesAttach does not warrant that the use of the Service will be uninterrupted or error free. Among other things, the operation and availability of the systems used for accessing the Service, including public telephone services, computer networks and the Internet, can be unpredictable and may from time to time interfere with or prevent access to the Services. SalesAttach is not in any way responsible for any such interference or prevention of Your access or use of the Services.
It is Your sole responsibility to determine that the Services meet the needs of Your business and are suitable for the purposes for which they are used.
You remain solely responsible for complying with all applicable accounting, tax and other laws. It is Your responsibility to check that storage of and access to your Data via the Software and the Website will comply with laws applicable to you (including any laws requiring you to retain records).
3. No warranties
SalesAttach gives no warranty about the Services. Without limiting the foregoing, SalesAttach does not warrant that the Services will meet Your requirements or that it will be suitable for any particular purpose. To avoid doubt, all implied conditions or warranties are excluded in so far as is permitted by law, including (without limitation) warranties of merchantability, fitness for purpose, title and non-infringement.
4. Consumer guarantees
You warrant and represent that You are acquiring the right to access and use the Services for the purposes of a business and that, to the maximum extent permitted by law, any statutory consumer guarantees or legislation intended to protect non-business consumers in any jurisdiction does not apply to the supply of the Services, the Website or these Terms.
10. Limitation of liability
To the maximum extent permitted by law, SalesAttach excludes all liability and responsibility to You (or any other person) in contract, tort (including negligence), or otherwise, for any loss (including loss of information, Data, profits and savings) or damage resulting, directly or indirectly, from any use of, or reliance on, the Service or Website.
If You suffer loss or damage as a result of SalesAttach's negligence or failure to comply with these Terms, any claim by You against SalesAttach arising from SalesAttach's negligence or failure will be limited in respect of any one incident, or series of connected incidents, to the Access Fees paid by You in the previous 12 months.
If You are not satisfied with the Service, Your sole and exclusive remedy is to terminate these Terms in accordance with Clause 8.
11. Confidentiality and privacy
Unless the relevant party has the prior written consent of the other or unless required to do so by law:
1. Each party will preserve the confidentiality of all Confidential Information of the other obtained in connection with these Terms. Neither party will, without the prior written consent of the other, disclose or make any Confidential Information available to any person, or use the same for its own benefit, other than as contemplated by these Terms.
2. Each party's obligations under this clause will survive termination of these Terms.
3. The provisions of clauses 11.1.1 and 11.1.2 shall not apply to any information which:
1. is or becomes public knowledge other than by a breach of this clause;
2. is received from a third party who lawfully acquired it and who is under no obligation restricting its disclosure;
3. is in the possession of the receiving party without restriction in relation to disclosure before the date of receipt from the disclosing party; or
4. is independently developed without access to the Confidential Information.
12. Intellectual property
Title to, and all Intellectual Property Rights in the Services, the Website and any documentation relating to the Services remain the property of SalesAttach (or its licensors).
2. Ownership of Data
Title to, and all Intellectual Property Rights in, the Data remain Your property. However, Your access to the Data is contingent on full payment of the SalesAttach Access Fee when due. You grant SalesAttach a licence to use, copy, transmit, store, and back-up Your information and Data for the purposes of enabling You to access and use the Services and for any other purpose related to provision of services to You.
3. Backup of Data
You must maintain copies of all Data inputted into the Service. SalesAttach adheres to its best practice policies and procedures to prevent data loss, including a daily system data back-up regime, but does not make any guarantees that there will be no loss of Data. SalesAttach expressly excludes liability for any loss of Data no matter how caused.
4. Third-party applications and your Data.
If You enable third-party applications for use in conjunction with the Services, You acknowledge that SalesAttach may allow the providers of those third-party applications to access Your Data as required for the interoperation of such third-party applications with the Services. SalesAttach shall not be responsible for any disclosure, modification or deletion of Your Data resulting from any such access by third-party application providers.