1. Accepting the Terms and Conditions
Welcome to Cash Flow Frog!
Please read these terms and conditions carefully before using our Service (as defined below), and check them periodically for changes, as they constitute a legally binding agreement between you and FinBoard Ltd. and govern your use of our services (“Cash Flow Frog”, “Our”, “Us” or “We”). ANY USE OF OUR PLATFORM, APPLICATIONS OR INTERFACES AVAILABLE FROM TIME TO TIME ON OR IN CONNECTION WITH OUR WEBSITE OR APPLICATIONS (COLLECTIVELY AND TOGETHER WITH ANY ACCOMPANYING DOCUMENTATION, THE “SERVICE”), IS SUBJECT TOAND CONDITIONED UPON ASSENT TO AND COMPLIANCE WITH, ALL OF THE TERMS AND CONDITIONS BELOW (THE “AGREEMENT”). BY USING THE SERVICE OR THE SERVICE ANDBY CLICKING THE “I AGREE” CHECKBOX YOU SIGNIFY YOUR CONSENT TO BE BOUND BYTHE AGREEMENT AND THAT YOU ARE OF LEGAL AGE AND CAPACITY TO FORM A BINDING CONTRACT. THE AGREEMENT IS BETWEEN US AND YOU, AN INDIVIDUAL ACTING ON BEHALF OF A LEGAL ENTITY THAT WILL BE USING THE SERVICE. We may change the terms of this Agreement or the Service at any time(s) and in our sole discretion, upon providing you with notice on our platform, with a ten (10) day advance notice for users that registered at thePlatform before such posting. Your continued use of the Service shall constitute your consent to any changes made. If you do not agree to the new or different terms, you should not use the Service.
2. The Service
The Service is a cloud-based cash flow forecasting and monitoring on a software-as-a-service basis. The access and use of the Service and any content made available through the Service (the “Content”), is permitted only for your own use and only as long as you are in compliance with this Agreement. Cash Flow Frog does not provide any financial advice to you or anyone on your behalf, nor may any information which may be found on the Service be considered as financial advice for any purpose whatsoever. IT IS HEREBY MADE CLEAR, THAT CONTENT PROVIDED THROUGH THE SERVICE IS NOT INTENDED TO BE USED AS FINANCIAL OR INVESTMENT ADVICE, NOR SHALL WE ACCEPT ANY LIABILITY OR ANY RESPONSIBILITY IN THIS REGARD AND/OR WITH RESPECT TO THE ACCURACY, COMPREHENSIVENESS, FITNESS, CREDIBILITY,CORRECTNESS OR DEPENDABLENESS OF THE CONTENT PROVIDED ON THE SERVICE. IT IS YOUR RESPONSIBILITY TO ANY AND ALL INDEPENDENT INQUIRIES AND CONSULTING AS YOU DEEM FIT, PRIOR TO MAKING ANY BUSINESS OR FINANCIALPortions of the Service may be subject to other agreements and policies contained in the Service which relate to a particular service or activity conducted through the Service, in addition to this Agreement. If conflicts exist between them and this Agreement, this Agreement shall govern unless such other agreement expressly state that they govern over this Agreement.We may for any or no reason, in our sole discretion and without notice or liability to you or any third party, refuse service or terminate the Service at any time, and may immediately suspend or terminate your account(if any) and block any and all current or future access to and use of the Service (or any portion thereof),without derogating from any other right or remedy that we may have by law, equity or otherwise. Grounds for such termination may include, but are not limited to, Our determination that you violated this Agreement or infringed the rights of others or any applicable laws or regulations.You may cancel your use of the Service or terminate your account with Cash Flow Frog at any time and for any or no reason by providing written notice to Us at email@example.com. In the event of termination, your account will be disabled and you may not be granted access to your account or any files or other content contained in your account (although residual copies of information may remain in our system).You acknowledge that we may, in our sole discretion and at any time(s), change or discontinue providing any part of the Service including changing the fee for the use of certain services, upon providing you with notice. In addition, we may, from time to time, perform Service maintenance resulting in interrupted service, delays or errors in the Service. We will attempt to provide prior notice of scheduled maintenance but cannot guarantee.
Access to any part of the Service is available only to registered users. As part of the registration process you will be requested to sign in to our Service with your Intuit Inc. account and/or any other alternative accounting platforms that we collaborate with (together, our “Partners”), following which the Service shall extract and use certain personal information for creating your personal user account and database required for the operation of the Service, including among others, name, address and email address, telephone number, lists of clients and vendors and additional financial and business information (collectively, the
- Provide true, accurate, current and complete Personal Data.
- Maintain and promptly update the Personal Data to keep it accurate, current and complete.
- Maintain the security and confidentiality of any usernames and passwords, and any other security or access information used by you to access the Service.
- Refrain from impersonating any person or entity or misrepresent your identity or affiliation with any person or entity, including using another person’s Personal Data.
- Immediately notify us in writing at firstname.lastname@example.org if you become aware of any loss, theft or use by any other person or entity of any of your Personal Data in connection with the Service or any other breach of security that you become aware of involving or relating to the Service.
When you sync your Intuit account with Cash Flow Frog (or any other supported platform), we shall collect with your contact information, including Personal Data from such platform. You declare that by providing your Personal Data to Us, you consent to Us sending and you receiving, by means of telephone, SMS, push notifications or e-mail, communications containing content of a commercial nature relating to the Service and related services. To the extent that you are not interested in receiving such communications, you can either edit your e-mail preference management page or ask to be removed from our mailing list at any time by following the directions that shall be sent to your mailbox and/or mobile phone by Us or alternatively by contacting Us at: email@example.com.
4. Subscription Fees
The Service is licensed on a monthly or yearly subscription basis according to the plan that you purchased. The Service is provided to you only if you hold a valid renewable subscription to the Service.
4.1. Subscription cancellation
You may notify us if you want to cancel the subscription prior to the beginning of the new subscription period. No refunds or credits for any paid Subscription Fees or other fees or payments will be provided to you if you select to terminate your subscription to the Service prior to the end of your subscription term. The Subscription Fees do not include any taxes, levies, duties or similar governmental assessments of any kind (excluding taxes based on Our income, property and employees). You shall be responsible for paying any and all of such taxes associated with your use of the Service hereunder.
5. License Grant and General User Conduct
We hereby grant you, limited, non-exclusive, non-transferable, non-sub licensable limited license to use theService subject to the terms of this Agreement.Without limiting the foregoing you may not, directly or indirectly:
- Use the Service (including make any copies of), or any results arising from the operation of theService, in violation of any applicable law, regulation or rule, or beyond the scope of the license.
- License, sublicense, rent, lease, lend, sell, assign, distribute, publish, transfer or otherwise make available to any other person the Service, any features or functionality of the Service, or any information generated by or results arising from the operation of the Service.
- Use any material or information made available through the Service in any manner that infringes intellectual property rights including any copyright, trademark, patent, trade secret or other.
- Modify, translate, adapt or otherwise create derivative works or improvements of the Service or any.
- Alter, modify, delete, forge, frame, copy, publicly display, publicly perform, rent, sell, hyper-link, create derivative works or otherwise interfere with or in any manner disrupt, circumvent, or compromise, any part of the Service, any Content (including any trademarks, service marks and logos contained in the Service (“Marks”)) but excluding Content provide entirely by you). However, you may copy Content that is reasonably required for the intended purposes of the Service;
- Access or attempt to access any of our systems, programs or data that are not made available for public use, or attempt to bypass any registration processes on the Service or any of the Service’s security and traffic management devices, software or routines;
- Use the Service for purposes of competitive analysis, the development of a competing service or any other purpose that is to Cash Flow Frog’s commercial disadvantage;
- Remove, delete, alter or obscure any Marks or other intellectual property or proprietary rights notices provided on or with the Service;
- Decompile, disassemble, reverse engineer or otherwise attempt to discover any source code or underlying ideas or algorithms of the Service except if and to the extent permitted by applicable law;
- Combine the Service or any part thereof with, or incorporate the Service or any part thereof in, any other programs and/or applications and/or platforms;
- Use any robot, spider, other automated device or any tool-bar, web-bar, other web-client, device, software, routine or manual process, to access the Service, make Submissions, monitor or scrap information from this Service, or bypass any of our robot exclusion request (either on headers or
- Use any meta tags or any other “hidden text” utilizing any trademarks or intellectual property owned or licensed by Us or our Partners; or
- Not create or provide any other means through which the Service may be accessed, for example, through server emulators, whether for profit or not.
6. Your Undertakings
(1)You warrant and represent that you are the authorized representative of your organization and have the have all necessary right, power and authority to enter into and perform under this Agreement.(2) In connection with any Content that you provide to Us or insert or post on or through the Service (each, a”Submission”) and in addition to other agreements and policies contained in the Service, you agree (i) to use the Service in accordance with all applicable local, state, federal, national and international laws and regulations, and (ii) not, nor allow or facilitate a third party, to violate or infringe any rights (including without limitation copyrights, rights of publicity or privacy and trademarks) of others or our policies or the operational or security mechanisms of the Service.(3) You are entirely responsible for all your Submissions and the consequences of inserting or publishing(4) When used in conjunction with other third party services, including in conjunction with out Partners’ services, you shall be responsible for complying with the terms of service of such third party services. We shall not be liable for any termination, breach of terms or suspension of service resulting from your use of 3
8. Proprietary Rights
The Service and any part thereof, except for your Personal Data, are protected by copyrights, trademarks, service marks, patents or other proprietary rights, as a collective work or compilation, pursuant to laws and international conventions. Any rights to the Service and its derivative works not expressly granted herein are reserved by Us. In addition, We retain all rights to aggregated anonymous data derived from your use of theService, with the understanding that such data will not be identifiable as belonging to or emanating from you.We make no claim of ownership as to the trademarks of any of our Partners, or with respect to any publisher or publication mentioned on this Service.In the course of using the Service, you or your end-users may provide Us with feedback and suggestions regarding the Service. You hereby assign to Us ownership in all such feedback and suggestions and all rights therein, without any royalty or accounting obligations to you.
9. Links to Other Platforms
Cash Flow Frog shall provide you with support subject to our Support Policy. It is hereby made clear that Cash Flow Frog is not required to give further support to the users of the Service, and that such support may be provided at Cash Flow Frog’s sole discretion.4
The data is stored over Amazon Web Services (“AWS”) via servers located in the United States and according to AWS’s Service Level Agreement. If you reside in Canada, the European Union (EU), or any other jurisdiction with regulations governing the transfer of personal data to other jurisdictions, by registering on our site and agreeing to these terms, YOU EXPRESSLY CONSENT TO THE TRANSFER,STORAGE AND PROCESSING OF THE PERSONAL DATA YOU SUBMIT THROUGH OUR SERVICE IN COUNTRIES OUTSIDE CANADA, THE EU OR THE COUNTRY IN WHICH YOU RE SIDE, INCLUDING WITHOUT LIMITATION IN THE UNITED STATES.
12. Disclaimer of all Warranties
THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY WHATSOEVER WITH RESPECT TO (I) THIS SERVICE OR THE CONTENT MEETING YOUR REQUIREMENTS, OR BEING UNINTERRUPTED, CONTINUOUS, TIMELY, SECURE, OR ERROR OR VIRUS FREE; (II)WHETHER YOUR USE OR RELIANCE OF THIS SERVICE OR THE CONTENT WILL GENERATE ANY RESULTS OR CONSEQUENCES, NOR IN TERMS OF THE CORRECTNESS, COMPLETENESS,AVAILABILITY, ACCURACY, RELIABILITY OR OTHERWISE OF SUCH RESULTS OF CONSEQUENCES, OR IN CONNECTION WITH SUBMISSIONS OR PREVENTION OF UNAUTHORIZED ACCESS, SHARING OR DOWNLOAD OF CONTENT; OR (III) YOUR USE OF THE SERVICE IS LAWFUL IN ANY PARTICULAR JURISDICTION.YOUR USE OF THIS SERVICE, AND ANY ACTION OR INACTION BY YOU OR ANY OTHER USERS OF THE SAME ACCOUNT OF THE SERViCE, ARE AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY RESULTING CONSEQUENCES AND FOR OBTAINING ANY REQUIRED PROFESSIONAL CONSULTATION.
13. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY LAW, UNDER NO CIRCUMSTANCES SHALL WE BE LIABLE FOR ANY INJURY, DEATH, ACT OF GOD, ACCIDENT, DELAY, DIRECT OR INDIRECT,INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES ARISING OUT OF ANY(I) USE OR THE INABILITY (FOR ANY REASON) TO USE ANY PART OF THIS SERVICE(INCLUDING WITHOUT LIMITATION INACCURACIES OR ERRORS OF INFORMATION AND/OR PREDICTIONS AND/OR FORECASTS GENERATED OR CAUSED AS A RESULT OF ACCESSING THIS SERVICE), (II) ACTION OR INACTION IN CONNECTION WITH THIS AGREEMENT OR FOR COST OF PROCUREMENT OF SUBSTITUTE SERVICES, OR (III) REPRESENTATIONS,WARRANTIES, ACTIONS OR IN ACTIONS OF ANY USER OR PARTNER OR OTHER THIRD PARTY (WHETHER OR NOT PROVIDED AS A RESULT OF THE SERVICE, AND INCLUDING WITHOUT LIMITATION IN CONNECTION WITH THE LEVEL OF SERVICE PROVIDED); IN EACH CASE, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS AND/OR LOSS OF DATA, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES,WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE.OUR AGGREGATE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICE SHALL NOT EXCEED THE NET REVENUE ACTUALLY RECEIVED BY US FROM YOU UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS PRECEDING THE APPLICABLE CLAIM. ALL OF THE ABOVE LIMITATIONS SHALL APPLY NOTWITHSTANDING. ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND ARE FUNDAMENTAL ELEMENTS OF THE BARGAIN BETWEEN THE PARTIES.
14. Limitation of Claims
Any claim or cause of action arising out of or related to use of the Service or the Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.
YOU RELEASE, AND AGREE, AT YOUR OWN EXPENSE, TO INDEMNIFY, DEFEND AND HOLD HARMLESS US, OUR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND AFFILIATES, FROM ALL LIABILITIES, CLAIMS, ALLEGED CLAIMS, LOSS AND DAMAGES (OF EVERY KIND,WHETHER KNOWN OR UNKNOWN AND SUSPECTED OR UNSUSPECTED), AND INCLUDING REASONABLE ATTORNEY’S FEES, RELATED IN ANY WAY TO: (I) YOUR USE OF, ACCESS TOOR RELIANCE ON THIS SERVICE OR THE CONTENT, INCLUDING WITHOUT LIMITATION OUR ACTIONS OR OMISSIONS WHILE PROVIDING THE SERVICES (EXCEPT FOR OUR BREACH OFTHE AGREEMENT AS A RESULT OF WILLFUL MISCONDUCT OR FRAUD ON OUR PART); (II)ANY BREACH OF, OR DEFAULT IN, THIS AGREEMENT BY YOU; (II) ANY DEFECTIVE,CONTAMINATED OR MALICIOUS DEVICE OR SOFTWARE, INCLUDING WITHOUT LIMITATION FILES, VIRUSES, WORMS OR TROJAN HORSES, INTENTIONALLY OR NEGLIGENTLY DISSEMINATED BY YOU OR ORIGINATING FROM YOUR EQUIPMENT OR NETWORK; OR (III)ANY ACTIVITY RELATED TO YOUR ACCOUNT, BE IT BY YOU OR BY ANY OTHER USER UNDER YOUR ACCOUNT OR OTHER PERSON ACCESSING YOUR ACCOUNT WITH ORWe will provide you with written notice of such claim, suit or action. You will not enter into any settlement or compromise of any such claim without our prior written consent. We reserve the right, in our sole discretion, to assume the exclusive defense and control of any matter subject to indemnification by you. In all events, you shall cooperate fully in the defense of any claim.
16. Governing Law and Exclusive Courts
This Agreement will be governed by laws of the State of Israel without regard to its choice of law or conflicts of law principles. The parties consent to the exclusive jurisdiction and venue in the courts in Tel-Aviv, Israel except that temporary relief to enjoin infringement of intellectual property rights may be sought.
17. Infringement Notices and Takedown
If you believe that any material contained on this Service infringes your copyright, please report this to us. We will investigate any report in accordance with our Copyright and Content Policy at18. Term and Termination of the Agreement.
18. Term and Termination of the Agreement
This Agreement commences on the date you first accept it and continues until all subscriptions hereunderEither of us may terminate this Agreement if the other party (i) materially breached this Agreement and has not cured such breach within seven (7) days after receiving notice (if curable), without derogating from any other right or remedy by law, equity or otherwise, or (ii) becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. Upon termination or expiration of this Agreement; (a) you shall cease use of the Service and all6rights granted to you under this Agreement shall terminate; (b) we shall make your Content and ConfidentialInformation available to be downloaded by you for a 14 day period following such termination and thereafter reserve the right to delete any of your Content, and (c) Sections 5, 7, 9 and 11 through 20 shall survive We reserve the right, in Our sole discretion, to restrict, suspend, or terminate this Agreement and your access to all or any part of the Service, at any time and for any reason without prior notice or liability. We reserve the right to change, suspend, or discontinue all or any part of the Service at any time without prior notice orIn the event of a termination due to uncured breach by Us pursuant to this Section 13, we will refund the remaining Subscription Fees until the end of your subscription period.
19. Force Majeure
We will not be deemed to be in breach of this Agreement for any failure caused by reasons beyond our reasonable control (including without limitation acts of god, war or civil disturbance), and it shall notify the other party as soon as practicable in writing of such failure.