Terms and Conditions
Elementaryb Limited standard terms and conditions of sale
1.1 What these terms cover. These are the terms and conditions on which we supply our products to you, whether these products are goods, services or digital content including online, mobile accounting and financial management products.
1.2 Why you should read them. Read these terms carefully before you subscribe. The terms tell you who ELEMENTARYb are, how ELEMENTARYb provides its products or services to you, how you and ELEMENTARYb may change or end the contract, what to do if there is a problem and other important information. If you wish to discuss these terms, please contact ELEMENTARYb direct.
1.3 Subscription. When you subscribe to use our products or services and accept these terms you become a subscriber. You are then responsible for paying for all fees due.
1.4 Invited users. An invited user is a person who is not the subscriber but who has been invited to use our services through a subscription. If you are an invited user you must accept these terms and conditions to access and use our services.
1.5 User access and roles for subscribers and invited users. As a subscriber inviting others into a subscription, you must understand and take responsibility for the access levels you give to invited users. It is your responsibility to ensure that any invited user only has the level of access required to perform their role and is trained in the use of the platform. ELEMENTARYb does not take any responsibility for an invited user’s access to the subscription and any data relating therein.
2.Information about us and how to contact us
2.1 Contact details: ELEMENTARYb Limited a company registered in England and Wales. Company registration number 12193272, registered office Warnford Court, Throgmorton Street, London EC2N 2AT. VAT number [NUMBER].
2.2 How to contact us. You can contact us by telephoning our team via email on intouch@ELEMENTARYb.com or by post to ELEMENTARYb at Warnford Court, Throgmorton Street, London EC2N 2AT.
3.Our contract with you
3.1 How we will accept your order. ELEMENTARYb’s acceptance of your subscription will take place when we email you to accept it, at which point a contract will come into existence between you and ELEMENTARYb. Whether you’re a subscriber or an invited user, ELEMENTARYb grant you the right to use our services (based on your subscription type, your user role and the level of access you’ve been granted) for as long as the subscriber continues to pay for the subscription, until the subscription is terminated, or – if you’re an invited user – until your access is revoked.
4.1 Services may vary slightly from their pictures. The images of the services on our website are for illustrative purposes only. Although we have made every effort to display the colours accurately, we cannot guarantee that a device’s display of the colours accurately reflects the colour or setup of the services on your displays. Your service images may vary slightly from those images.
4.2 You control your subscription. As a subscriber, you take all the responsibility for fully controlling how your subscription is managed and who can access it. For example:
(a)you can transfer a subscription to someone else;
(b)you control access to a subscription and determine who’s invited to use our services that you have subscribed to and what kind of access the invited user has. You can change or stop that access at any time;
(c)you’re responsible for resolving any disputes with any invited users over access to your subscription; and
(d)you’re responsible for all your invited users’ activity.
4.3 You must follow our rules. You promise that you’ll keep your information (including a current email address) up to date. You’re responsible for providing true, accurate and complete information and for verifying the accuracy of any information that you use from our services for your legal, tax and compliance obligations. You’re also responsible for protecting your username and password from loss or misuse and the same applies in that you are responsible for ensuring your invited users protect their own usernames and passwords. You must choose an alpha numeric password and our systems will limit your use of a weak password and insist that you change it to a secure one. Minimum password requirements can be found in respect of security in the registration page. The key things that you must not do are:
(a)Try to or actually undermine the security or integrity of our computing systems or networks or impair or system functionality and/or interfere with the use of our system by others.
(b)Access any system without permission.
(c)Introduce or upload anything to our services or system that includes viruses or other malicious code.
(d)Share anything that may be offensive, violates any law, or infringes on the rights of others.
(e)Modify, copy, adapt, reproduce, disassemble, decompile, reverse engineer or extract the source code of any part of our services.
(f)Resell, lease or provide our services in any way not expressly permitted through our services.
(g)Repackage, resell, or sublicense any leads or data accessed through our services.
(h)Commit fraud or other illegal acts through our services.
(i)Act in a manner that is abusive or disrespectful to our employees. We will not tolerate any abuse or bullying of employees in any.
You agree to use our services only for lawful business purposes and in accordance with our guidance and instructions only. Any feedback you provide belongs to us and we may use it without any limit or restrictions.
4.4 Us changing services. We may introduce revisions to our services at any time and possibly expand our services. For new or updated services, we may need to change these terms or add additional terms but we will always notify you in advance of any changes or inform you of new terms before you start using new services. You will have to accept the terms before you can continue to use your subscription or use new services under your existing subscription.
4.5 Your rights to make changes. If you wish to make a change to the product you have ordered, please contact us. ELEMENTARYb will let you know if the change is possible. If it is possible we will advise any changes to the price of the product, timing of supply or anything else which would be necessary as a result of your requested change and ask you to confirm whether you wish to go ahead with the change. If we cannot make the change or the consequences of making the change are unacceptable to you, you may want to end the contract (see clause 8- Your rights to end the contract).
4.6 Beta services or free of charge services. We may offer a system or service at no charge or a significantly reduced charge. Use of such a service will be notified to you and this use is at your own risk.
(b)to implement minor technical adjustments and improvements, for example to address a security threat. These changes will not affect materially the use of your subscription but may affect the content of the subject matter and the recommended manner of their delivery to end users.
4.9 Data loss, system and service maintenance and downtime.
(a)We may update or require you to update content, provided that the content shall always match the description of it that we provided to you before you bought it.
(b)The internet can be temperamental and unfortunately, we cannot control that. That may mean that occasionally you might not be able to access our services and your data. This might happen for any reason and at any time.
(c)Data loss is an unavoidable risk when using any technology. You’re responsible for maintaining full backups and copies of your data entered into our services. If you need assistance in respect of this then please contact us. Continuous backing up of your data is essential.
(d)Data loss is an unavoidable risk when using any technology. You’re responsible for maintaining full backups and copies of your data entered into our services. If you need assistance in respect of this then please contact us. Continuous backing up of your data is essential.
(e)If you have a problem, you can contact our support team via intouch@ELEMENTARYb.com.
(f)Modifications to our systems is a continuous approach to maximise service levels to you. Therefore, we release new updates, modifications and enhancements to our services, and in some cases discontinue features. If this occurs, we’ll try to notify you when you log in or by email where practical for us.
4.10 ELEMENTARYb are not responsible for delays outside our control. our supply of the products is delayed by an event outside our control, then we will If contact you as soon as possible to let you know and we will take steps to minimise the effect of the delay. Provided we do this we will not be liable for delays caused by the event, but if there is a risk of substantial delay you may contact us to end the contract and receive a refund for any products you have paid for but not received.
4.12 Your rights if we suspend the supply of services. We will contact you in advance to tell you we will be suspending supply of the services, unless the problem is urgent or an emergency. If we have to suspend the product for longer than 5 days in any month, we will adjust the price so that you do not pay for products while they are suspended. You may contact us to end the contract for a product if we suspend it, or tell you we are going to suspend it, in each case for a period of more than 25 days and we will refund any sums you have paid in advance for the product in respect of the period after you end the contract.
4.13 We may also suspend supply of the services if you do not pay. If you do not pay us for the products when you are supposed to (see clause 7.3) and you still do not make payment within 5 days of us reminding you that payment is due, we may suspend supply of the products until you have paid us the outstanding amounts. We will contact you to tell you we are suspending supply of the products. We will not suspend the products where you dispute the unpaid invoice (see clause 12.6). We will not charge you for the products during the period for which they are suspended. As well as suspending the products we can also charge you interest on your overdue payments (see clause 12.5).
5.Length of contract and rights to end the contract (termination)
5.1 You can terminate your subscription with us by writing to us one month before you wish your contract to end.
5.2 Your subscription continues for the period covered by the subscription fee paid or payable At the end of each billing period, these terms automatically continue for a further period of the same duration as the previous one, provided you continue to pay the subscription fee in accordance with the pricing plan that is relevant to your subscription. You may choose to terminate your subscription at any time by providing one month’s written notice in advance but you’ll still need to pay all relevant subscription fees up to and including the day of termination.
5.3 ELEMENTARYb may end the contract immediately if you break it or violate these terms. We may end the contract at any time without giving you any notice if:
(b)you breach these terms in a way that can’t be remedied;
(c)you do not make any payment to us when it is due and you still do not make payment within 5 days of us reminding you that payment is due;
(d)your business is taken over or bought in whole or in part by another party, it becomes insolvent, goes into liquidation or has a receiver or manager appointed over it or any of its assets or you become insolvent or make any arrangement with your creditors or become subject to any similar event or proceedings in any jurisdiction.
We may also terminate your contract by writing to you providing one month’s notice in advance.
6.If there is a problem with the services
How to tell us about problems. If you have any questions or complaints about our services, please contact us. You can get in touch by writing to us at intouch@ELEMENTARYb.com or by post at ELEMENTARYb Ltd. Warnford Court, 29 Throgmorton Street, London, EC2N 2AT
7.Apps and third-party products
To help make your ELEMENTARYb experience as good as we want it to be, our ecosystem includes apps and other products and services made available by trusted partners.
7.1 Bank feeds: Your use of automated bank account feeds within our services will be subject to separate third party terms. If your bank or credit union connects to our systems directly, you may use those feeds instead of those of third parties. Bank feeds are generally offered for free but may have associated charges that we will pass on to you. You may discontinue the use of a bank feed at any time. If you receive a bank feed and are based in the United Kingdom, we may need to give you some more additional terms for account information services apply.
7.2 Third-party products Along with the use of our services, you may use data, services and apps from other companies (third-party products. Any third party providing a third-party product is a provider and is independent of us, so be aware that a provider may also charge you fees in addition to what you pay us.
7.3 Third-party terms and descriptions: Third-party products are subject to terms and conditions and privacy notices set by their providers. These include important things like pricing, refund policies, and how the provider will use your data that you make available to them. Be sure to read and make sure you agree to their terms and conditions and understand their approach before you connect to them. The descriptions of third-party products that we publish, and any associated links, have been provided to us by the providers. The providers are solely responsible for any representations contained in those descriptions. We don’t endorse or assume any responsibility for third-party products.
7.4 Use of your data to connect you to third party products: If you choose to connect your subscription to third-party products, we will use your personal data for that connection. Where we receive data as a result of that connection, we will use that data in line with our privacy notice and these terms.
7.5 Payments to us: Some third-party providers may pay ELEMENTARYb a fee that may be related to: referrals from us; revenue made by the relevant provider; or data that the providers access about you through our services with your consent. One example would be you applying for a loan with a third-party lender using your ELEMENTARYb data.
7.6 Retention of your data: Once a subscription is terminated by you or us, it is archived and the data submitted or created by you is no longer available to you. We retain it for a period of time consistent with our data retention policy, during which, as a subscriber, you can reactivate your subscription and once again access your data by paying the subscription fees. We retain data in case you need it as part of your record retention obligations, but you can get in touch with us to have your data removed completely if you wish.
7.6 Price and payment: Unless you’re in a free trial or other offer period, you’ll need to pay for your subscription based on the pricing of your selected plan. The pricing details and other terms of your subscription are detailed when you select your plan.
8.1 Where to find the price for the product. The price of the product (which excludes VAT, depending on your area) will be the price indicated on the order pages when you placed your order for your subscription. Your use of our services generally requires you to pay a monthly subscription fee based on your subscription type (the subscription fee). The pricing plan consists of the subscription and subscription fees we offered you, including invoicing, payment, auto-renewal and cancellation terms. The pricing plan may vary by region and includes information set out in the offer details and pricing page. We may update or amend the pricing at any time. In order to continue accessing our services, you need to make timely payments based on the pricing plan you selected. To avoid delayed or missed payments, please make sure we have accurate payment information. If we don’t receive timely payments, we may suspend access to your subscription until the payment is made.
8.2 The terms of the pricing plan form part of these terms. As with any other changes to our terms, changes to the pricing plan won’t apply retrospectively and, if we make changes and you’re a subscriber, we’ll make every effort to let you know as soon as practicable prior to them being made. Depending on your region, subscription fees may be inclusive or exclusive of transactional taxes where relevant (like VAT and GST), as reflected in the pricing plan. You’re responsible for paying all other external fees and taxes associated with your use of our services wherever levied. Your responsibility includes withholding tax if it applies, unless we already process that withholding tax. We may collect geographical location information to determine your location, which may be used for tax purposes. This means location information you give us must be accurate for tax residency purposes.
8.3 We will pass on changes in the rate of VAT. If the rate of VAT changes between your order date and the date we supply the product, we will adjust the rate of VAT that you pay, unless you have already paid for the subscription in full before the change in the rate of VAT takes effect.
8.4When you must pay and how you must pay. When we begin charging for subscriptions, we will accept payment via a number of providers. You must pay for your subscription before we grant access to it. Once the payment has been processed by your card issuer or bank then access to your subscription will be granted.
9We can charge interest if you pay late. If you do not make any payment to us by the due date, we may charge interest to you on the overdue amount at the rate of 4% a year above the base lending rate of Nat West Bank plc from time to time. This interest shall accrue on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgment. You must pay us interest together with any overdue amount.
9.1Trial subscriptions: When you first sign up, you may be able to opt for a free trial, based on the terms specified at the time. If you choose to continue using our services after the trial, you’ll be billed when you add your billing details into our services, explained in more detail in your pricing plan. If you choose not to continue using our services following a trial, you may close your subscription with us by providing the notice in accordance with these terms.
9.2 ELEMENTARYb’s responsibility for loss or damage suffered by you and conduct of disputes
9.3 You indemnify us: You indemnify us against all losses, costs (including legal costs), expenses, demands or liability that we incur arising out of, or in connection with, a third-party claim against us relating to your use of our services or any third-party product (except as far as we’re at fault through our gross negligence or wilful default).
9.4 Disclaimer of implied warranties: Our services and all third-party products are made available to you on an “as is” basis. Subject to the exclusions in this section 8, we disclaim all warranties, express or implied, including any implied warranties of non-infringement, merchantability and fitness for a particular purpose.
10 Limitation of liability: Other than liability that we can’t exclude or limit by law (including our liability for death or personal injury in either case caused by our negligence), our liability to you in connection with our services or these terms, in contract, tort (including negligence) or otherwise, is limited as follows:
(a) we have no liability arising from your use of our services for any loss of revenue or profit, loss of goodwill, loss of customers, loss of capital, loss of anticipated savings, legal, tax or accounting compliance issues, damage to reputation, loss in connection with any other contract, or indirect, consequential, incidental, punitive, exemplary or special loss, damage or expense;
(c)our total aggregate liability to you in any circumstances is limited to the total amount you paid us for your subscription in the 12 months immediately preceding the date on which the claim giving rise to the liability arose.
10.1 Disputes: Most of your concerns can be resolved quickly and to everyone’s satisfaction by contacting our support team at firstname.lastname@example.org If we’re unable to resolve your complaint to your satisfaction (or if we haven’t been able to resolve a dispute we have with you after attempting to do so informally), you and we agree to resolve those disputes through binding arbitration or small claims court instead of in courts of general jurisdiction. You and we agree that any dispute must be brought in the parties’ individual capacity and not as a plaintiff or class member in any purported class or representative proceeding.
10.2 How we may use your personal information
10.3 Use of data: When you enter or upload your data into our services, we don’t own that data but you grant us a licence to use, copy, transmit, store, analyse, and back up all data you submit to us through our services, including personal data of yourself and others, to:
(a)enable you to use our services; allow us to improve, develop and protect our services;
(b)create new services;
(c)communicate with you about your subscription;
(d)utilise our algorithmic artificial intelligence services to provide our services to you; and
(e)send you information as part of the services which we think may be of interest to you based on your subscription setup as well as your marketing preferences.
11 Anonymised statistical data: When you enter or upload your data into our services, we don’t own that data but you grant us a licence to use, copy, transmit, store, analyse, and back up all data you submit to us through our services, including personal data of yourself and others, to:
12 Data breach notifications: Where we think there has been unauthorised access to personal data inside your subscription, we’ll let you know and give you information about what has happened. Depending on the nature of the unauthorised access, and the location of your affected contacts, you may be required to assess whether the unauthorised access must be reported to the contact and/or a relevant authority. We think you’re best placed to make this decision, because you’ll have the most knowledge about the personal data stored in your subscription.
13.1 Security safeguards: Our key offering in providing our services is our significant investment in technical, physical and administrative safeguards to help keep your data secure. Whilst we have taken many steps to help protect your data, no method of electronic storage is completely secure and we cannot guarantee absolute security. We may notify you if we have reason to believe that someone has accessed (or may be able to access) your account without authorisation and we may also restrict access to certain parts of our services until you verify that access was by an authorised user.
13.2 Account security features: We may introduce security features to make your account more secure, such as multi-factor authentication. Depending on where you are in the world or what services you’re using, we may require you to adopt some of these features. Where we make the use of security features optional, you’re responsible (meaning we’re not liable) for any consequences of not using those features. We strongly encourage you to use all optional security features.
13.3 Playing your part to secure your data: You must keep your login details secure and not let any other person use them. You must also make sure you have strong security on your own systems. If you realise there’s been any unauthorised use of your password or account details in respect of your subscription or in relation to any other of your systems or any breach of security to your account or email address linked to your account, you need to let us know immediately. You also agree not to use free-form fields in any of our systems or services to store personal data (unless it’s a field explicitly asking for personal data – like a first name or a last name), credit card details, tax identifiers or bank account details.
Use of the Products and ownership of them. All copyright and other intellectual property rights of any sort whatsoever in in our services and any other information and/or materials provided to you by us under this contract (or otherwise) belong to us and are our property alone. This includes rights in the design, compilation, and look and feel of our services. It also includes rights in all copyrighted works, trademarks, designs, inventions, and other intellectual property. You agree not to copy, distribute, modify or make derivative works of any of our content or use any of our intellectual property rights in any way not expressly permitted by us. You are entitled to use such your subscription only for use in the named contracting party provided to in your subscription information and in no other business or otherwise unless we agree to it as part of your subscription. /a>
13.5 Confidentiality . While using our services, you are very likely to share confidential information with us, and you may become aware of confidential information about us. You and we both agree to take reasonable steps to protect the other party’s confidential information from being accessed by unauthorised individuals. You or we may share each other’s confidential information with legal or regulatory authorities if required to do so.
14.1 No professional advice: We are not a professional services firm of any sort, and we don’t give professional advice. We may provide you with information we think might be useful in running your business through Eb Alerts (or other suggestions or notifications), but this should not be seen as a substitute alternative for specific professional advice and we are not liable for your use of the information we provide in that way.
14.2 We may transfer this agreement to someone else. We may transfer our rights and obligations under these terms to another organisation.
14.3 You need our consent to transfer your rights to someone else (except that you can always transfer our guarantee). You may only transfer your rights or your obligations under these terms to another person if we agree to this in writing.
14.4 Nobody else has any rights under this contract (except someone you pass your guarantee on to). This contract is between you and us. No other person shall have any rights to enforce any of its terms.
14.5 If a court finds part of this contract illegal, the rest will continue in force. If a court finds part of this contract illegal, the rest will continue in force.
14.6 Even if we delay in enforcing this contract, we can still enforce it later. If we do not insist immediately that you do anything you are required to do under these terms, or if we delay in taking steps against you in respect of your breaking this contract, that will not mean that you do not have to do those things and it will not prevent us taking steps against you at a later date. For example, if you miss a payment and we do not chase you but we continue to provide the products, we can still require you to make the payment at a later date.
14.7 Which laws apply to this contract and where you may bring legal proceedings. These terms are governed by English law and we both agree that any disputes in relation to our agreement and your subscription will only be brought in English courts.
14.8 Notices: Any notice you send to ELEMENTARYb must be sent to email@example.com Any notices we send to you will be sent to the email address you’ve provided us through your subscription.
14.9 Exclusion: In some places, there may be non-excludable warranties, guarantees or other rights provided by law (non-excludable guarantees). They still apply – these terms do not exclude, restrict or modify them. Except for non-excludable guarantees and other rights you have that we cannot exclude, we’re bound only by the express promises made in these terms. Our liability for breach of a non-excludable guarantee is limited, at our option, to either replacing or paying the cost of replacing the relevant service (unless the non-excludable guarantee says otherwise).
14.10 Export limitations: You must not use our services in violation of any export or trade embargo laws that apply to you.
14.11 Excluded terms: The terms of the United Nations Convention on Contracts for the Sale of Goods and the Uniform Computer Information Transactions Act (UCITA) do not apply to these terms.
14.12 Blocking your access, disabling your subscription, or refusing to process a payment: As our sites and systems are global, different laws may apply in different countries that restrict our relationship with you. We may block your access, terminate your subscription, or refuse to process a payment if we reasonably believe there’s a risk – like a potential breach of a law or regulation – associated with you, your company, your subscription, or a payment. Examples of where we might do this include transactions where the payment is from a sanctioned person or country; or where we reasonably believe there is a legal or regulatory risk or a risk of loss being suffered by us or our customers or partners. You promise that you’re not located in a sanctioned country and are not on a sanctioned persons list. We may also block users from a country if we can’t receive payments from that country. You should check what payment methods are available in your country for making payments. We may take any of these actions without notice.
14.13 Relationship between the parties: Nothing in these terms is to be construed as constituting a partnership, joint venture, employment or agency relationship between you and us, or between you and any other subscriber or invited user. You’re solely responsible for resolving disputes between you and any other subscriber or invited user.
14.14 Assignment: We may assign these terms or any of our rights or obligations in these terms to another company as we deem appropriate.
14.16 Interpretation: Words like ‘include’ and ‘including’ are not words of limitation and where anything is within our discretion we mean our sole discretion.