2022 Software License Agreement for QuickBooks
Software and Intuit Payroll Services

INTUIT SOFTWARE END USER LICENSE AGREEMENT (US)

 

Thank you for selecting the Software offered by
Intuit Inc. and/or its subsidiaries and affiliates (referred to as “Intuit,”
“we,” “our,” or “us”). Review these terms (“Agreement”) thoroughly. This
Agreement is a legal agreement between you and Intuit. By clicking “I Agree,”
indicating acceptance electronically, or by installing, accessing or using the
Software, you agree to these terms. If you do not agree to this Agreement, then
you may not use the Software.

 

Section A

 

GENERAL TERMS

 

 

1.   
AGREEMENT

 

1.1    This
Agreement describes the terms governing your use of the Intuit Software
including content, updates and new releases (collectively, the “Software”). It
includes by reference:

 

•   
Intuit’s Privacy Statement provided to you in the Software and available
on the website or provided to you otherwise;

•   
Additional Terms and Conditions, which may include those from third
parties; and

•    Any
terms provided separately to you for the Software, including product or program
terms, ordering, activation, payment terms, etc.

 

2.   
LICENSE GRANT AND RESTRICTIONS

 

2.1    The
Software is protected by copyright, trade secret, and other intellectual
property laws. You are only granted certain limited rights to install and use
the Software, and Intuit reserves all other rights in the Software not granted
to you in writing herein. As long as you meet any applicable payment obligations
and comply with this Agreement, Intuit grants you a personal, limited,
nonexclusive, nontransferable, revocable license to use the Software only for
the period of use provided in the ordering and activation terms, as set forth
in this Agreement, or in accordance with Intuit’s then-current product
discontinuation policies, as updated from time to time, and only for the
purposes described by Intuit for the Software.

 

2.2    You
acknowledge and agree that the Software is licensed, not sold. You agree not to
use, nor permit any third party to use, the Software in a manner that violates
any applicable law, regulation or this Agreement. You agree you will not:

 

•   
Provide access to or give the Software or any part of the Software to
any third party;

•   
Reproduce, duplicate, modify, copy, deconstruct, reverse-engineer, sell,
trade or resell the Software;

•   
Transfer your license to the Software to any other party;

•   
Attempt unauthorized access to any other Intuit systems that are not
part of the Software;

•    Permit
any third party to benefit from the use or functionality of the Software via a
rental, lease, timesharing, service bureau, hosting service, or other
arrangement; or

•    Make
the Software available on any file-sharing or application hosting service.

 

3.   
PAYMENT.  For Software licensed on
a payment or subscription basis, the following terms apply, unless Intuit
notifies you otherwise in writing. This Agreement also incorporates by
reference and includes program ordering and payment terms provided to you for
the Software:

 

a.   
Payments will be billed to you in U.S. dollars, 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
Software.

 

b.    You
must pay with one of the following:

1.    A
valid credit card acceptable to Intuit;

2.    A
valid debit card acceptable to Intuit;

3.   
Sufficient funds in a checking or savings account to cover an electronic
debit of the payment due; or

4.    By
another payment option Intuit provides to you in writing.

 

c.    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, terminate your license and refuse any
further use of the Software.

 

d.    If
you do not notify us of updates to your payment method (e.g., credit card expiration
date), to avoid interruption of your service, we 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.

 

e.   
Intuit will automatically renew your monthly, quarterly, or annual
subscription at the then-current rates, unless the Software license or
subscription is cancelled or terminated under this Agreement.

 

f.   
Additional cancellation or renewal terms may be provided to you on the
website for the Software.

 

4.    YOUR
PRIVACY AND PERSONAL INFORMATION.  You
can view Intuit’s Privacy Statement provided with the Software and on the
website for the Software. You agree to the applicable Intuit Privacy Statement,
and any changes published by Intuit. You agree that Intuit may use and maintain
your data according to the Intuit Privacy Statement, as part of the Software.
This means that Intuit may use your data to improve the Software or to design
promotions and to develop new products or services. Intuit 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.

 

4.1   
California Consumer Privacy Act. For the purposes of the California
Consumer Privacy Act (“CCPA”), Intuit shall be considered a Business and/or
Third Party, as applicable. Where Intuit acts as a Third Party, you represent,
warrant and covenant that all Personal Information provided or otherwise made
available to Intuit is done so in compliance with applicable law, and that it
has provided all necessary and appropriate notices and opt-outs, and otherwise
has all necessary and appropriate rights, to enable Intuit to (i) share any and
all Personal Information you provided with any Intuit company, including Intuit
Inc. and any parent, subsidiary, affiliate, or related company of Intuit Inc.
(collectively, the “Intuit Family Companies”), and (ii) use any such Personal
Information in connection with any and all Intuit Family Companies’ internal
operations and functions, including, but not limited to, improving such Intuit
Family Companies’ products and/or services, operational analytics and
reporting, internal financial reporting and analysis, audit functions and
archival purposes. Notwithstanding the foregoing, the parties agree that the
sharing of Personal Information between Intuit Family Companies does not
constitute a “sale” of such Personal Information under the CCPA. Capitalized
terms in this paragraph have the meanings given those terms under the CCPA.

 

5.   
CONTENT

 

5.1    You
are responsible for your content.  You
are responsible for all materials (“Content”) uploaded, posted or stored
through your use of the Software. You grant Intuit a worldwide, royalty-free,
non-exclusive license to host and use any Content provided through your use of
the Software. Archive your Content frequently. You are responsible for lost or
unrecoverable Content. You must provide all required and appropriate warnings,
information and disclosures. Intuit is not responsible for the Content or data
you provide through your use of the Software. You agree not to use the
Software, nor permit any third party to use, the Software to upload, post,
distribute, link to, publish, reproduce, engage in or transmit any of the
following, including but not limited to:

 

a.   
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 local, state, federal or foreign law;

 

b.   
Content that would impersonate someone else or falsely represent your
identity or qualifications, or that constitutes a breach of any individual’s
privacy;

 

c.   
Except as permitted by Intuit in writing, investment opportunities,
solicitations, chain letters, pyramid schemes, other unsolicited commercial
communication or engage in spamming or flooding;

 

d.   
Virus, trojan horse, worm or other disruptive or harmful software or
data; and

 

e.    Any
information, software or Content which is not legally yours and without
permission from the copyright owner or intellectual property rights owner.

 

5.2   
Community forums.  The Software
may include a community forum or other social features to exchange Content and
information with other users of the Software and the public. Intuit 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 Intuit is not responsible.

 

5.3   
Intuit may freely use feedback you provide.  You agree that Intuit may use your feedback,
suggestions, or ideas in any way, including in future modifications of the
Software, other products or services, advertising or marketing materials. You
grant Intuit a perpetual, worldwide, fully transferable, sublicensable,
non-revocable, fully paid-up, royalty free license to use the feedback you
provide to Intuit in any way.

 

5.4   
Intuit may monitor your Content. 
Intuit may, but has no obligation to, monitor content on the Software.
We may disclose any information necessary to satisfy our legal obligations,
protect Intuit or its customers, or operate the Software properly. Intuit, 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.

 

6.   
ADDITIONAL TERMS

 

6.1   
Intuit does not give professional advice.  Unless specifically included with the
Software, Intuit 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.

 

6.2    We
may tell you about other Intuit Services. 
You may be offered other services, products, or promotions by Intuit
(“Intuit Services”). Additional terms and conditions and fees may apply. With
some Intuit Services you may upload or enter data such as names, addresses and
phone numbers, purchases, etc., to the Internet. You grant Intuit permission to
use information about your business and experience to help us to provide the
Intuit Services (including other products and services you might be interested
in), to develop new products and services, and to enhance the Software.

 

6.3   
Communications.  Intuit may be required
by law to send you communications about the Software or Third Party Products.
You agree that Intuit may send these communications to you via email or by
posting them on our websites.

 

6.4    You
will manage your passwords and accept updates. 
You are responsible for securely managing your password(s) for access to
the Software and to contact Intuit If you become aware of any unauthorized
access to your account. The Software may periodically be updated with tools,
utilities, improvements, third party applications, or general updates to
improve the Software. You agree to receive and install these updates.

 

6.5          If
you obtained a subscription for the Software that includes new or Upgrade
versions (as defined below) of the Software, you agree that Intuit may require
you to install such new or Upgrade versions of the Software in order to
continue your subscription. You agree to accept and install all such new or
Upgrade version(s) of the Software within the time period specified by Intuit.
You understand and agree that if you do not install such new or Upgrade
version(s) within the specified time period Intuit may provide you a final
notification that accepting such new or Upgrade version(s) is required and that
failure to install such new or Upgrade version and replace the prior version of
the Software will result in termination of your subscription.  If you do not then make such Upgrade within
an additional specified time period after the date of issuance of Intuit’s
final notification then Intuit, at its sole discretion, may immediately
terminate (i) your subscription, (ii) your continued use of the Software and
(iii) all other subscription benefits and services; and, at its discretion, may
refund any unused or prorated balance of your subscription fees. 

 

7.   
DISCLAIMER OF WARRANTIES

 

7.1    YOUR
USE OF THE SOFTWARE AND CONTENT IS ENTIRELY AT YOUR OWN RISK. EXCEPT AS
DESCRIBED IN THIS AGREEMENT, THE SOFTWARE IS PROVIDED “AS IS.” TO THE MAXIMUM
EXTENT PERMITTED BY APPLICABLE LAW, INTUIT, ITS AFFILIATES, AND ITS THIRD PARTY
PROVIDERS, LICENSORS, DISTRIBUTORS OR SUPPLIERS (COLLECTIVELY, “SUPPLIERS”)
DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY THAT THE
SOFTWARE IS 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 SOFTWARE.
INTUIT AND ITS AFFILIATES AND SUPPLIERS DO NOT WARRANT THAT THE SOFTWARE IS
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 60 DAYS FROM THE DATE OF PURCHASE OR DELIVERY OF THE
SERVICES, WHICHEVER IS SOONER.

 

7.2   
INTUIT, ITS AFFILIATES AND SUPPLIERS DISCLAIM ANY REPRESENTATIONS OR
WARRANTIES THAT YOUR USE OF THE SOFTWARE WILL SATISFY OR ENSURE COMPLIANCE WITH
ANY LEGAL OBLIGATIONS OR LAWS OR REGULATIONS.

 

8.   
LIMITATION OF LIABILITY AND INDEMNITY. 
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ENTIRE LIABILITY
OF INTUIT, ITS AFFILIATES AND SUPPLIERS FOR ALL CLAIMS RELATING TO THIS
AGREEMENT SHALL BE LIMITED TO THE AMOUNT YOU PAID FOR THE SOFTWARE DURING THE
TWELVE (12) MONTHS PRIOR TO SUCH CLAIM. SUBJECT TO APPLICABLE LAW, INTUIT, ITS
AFFILIATES AND SUPPLIERS ARE NOT LIABLE FOR ANY OF THE FOLLOWING: (A) INDIRECT,
SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES; (B) 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 INTUIT SYSTEMS REQUIREMENTS. THE ABOVE LIMITATIONS APPLY EVEN IF
INTUIT AND ITS AFFILIATES AND SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES. THIS AGREEMENT SETS FORTH THE ENTIRE LIABILITY OF INTUIT, ITS
AFFILIATES AND YOUR EXCLUSIVE REMEDY WITH RESPECT TO THE SOFTWARE AND ITS USE.
YOU AGREE TO INDEMNIFY AND HOLD INTUIT 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 SOFTWARE OR BREACH OF
THIS AGREEMENT (COLLECTIVELY REFERRED TO AS “CLAIMS”). INTUIT RESERVES THE
RIGHT, IN ITS SOLE DISCRETION AND AT ITS OWN EXPENSE, TO ASSUME THE EXCLUSIVE
DEFENSE AND CONTROL OF ANY CLAIMS. YOU AGREE TO REASONABLY COOPERATE AS
REQUESTED BY INTUIT IN THE DEFENSE OF ANY CLAIMS.

 

9.   
CHANGES.  We reserve the right to
change this Agreement at any time, and the changes will be effective when
posted on our website for the Software or when we notify you by other means. We
may also change or discontinue the Software, in whole or in part. Your
continued use of the Software indicates your agreement to the changes.

 

10.   
TERMINATION.  Intuit may, in its
sole discretion and without notice, restrict, deny, terminate this Agreement,
or suspend the Software, related online services, or other Intuit Services
effective immediately, in whole or in part, for suspicion of fraud, security,
illegal activity or unauthorized access issues to protect the integrity of the
Software or our Services or systems and comply with applicable Intuit policy,
or if you fail to comply with this Agreement or if you no longer agree to
receive electronic communications. Upon termination you must immediately stop
using the Software or applicable services and any outstanding payments will
become due. Any termination of this Agreement shall not affect Intuit’s rights
to any payments due to it. Intuit may terminate a free account at any time.
Sections 2.2, 3 through 14 will survive and remain in effect even if the
Agreement is terminated.

 

11.   
EXPORT RESTRICTIONS.  You
acknowledge that the Software, its related website, online services, and other
Intuit Services, including the mobile application, delivered by Intuit are
subject to restrictions under applicable US export control laws, including US
trade embargoes and sanctions and security requirements, and applicable country
or local laws to the extent compatible with US laws. You agree that you will
comply with these laws and regulations, and will not export, re-export, import
or otherwise make available products and/or technical data in violation of
these laws and regulations, directly or indirectly.

 

12.   
GOVERNING LAW. California state law governs this Agreement without
regard to California’s conflicts of laws provisions.

 

13.   
DISPUTES. Most disagreements can be resolved informally and efficiently
by contacting our customer support team. If you are a U.S. customer:

 

a.            YOU
AND INTUIT AGREE THAT, EXCEPT AS PROVIDED BELOW, ANY DISPUTE, CLAIM OR
CONTROVERSY ARISING OUT OF OR RELATING IN ANY WAY TO THE SERVICES OR THIS
AGREEMENT (A “CLAIM”) WILL BE DETERMINED BY BINDING ARBITRATION OR SMALL CLAIMS
COURT, INSTEAD OF IN COURTS OF GENERAL JURISDICTION.

b.            Small
Claims Court. Either you or Intuit can seek to have a Claim resolved in small
claims court if all the requirements of the small claims court are satisfied.
Either you or Intuit may seek to have a Claim resolved in small claims court in
your county of residence or the small claims court in closest proximity to your
residence, and you may also bring a claim in small claims court in the Superior
Court of California, County of Santa Clara.

c.             Arbitration.
Arbitration is more informal than a lawsuit in court. Arbitration uses a
neutral arbitrator instead of a judge or jury, may allow for more limited
discovery than in court, and is subject to very limited review by courts.
Arbitrators can award the same damages and relief that a court can award. You
agree that the U.S. Federal Arbitration Act governs the interpretation and
enforcement of this arbitration provision, and that you and Intuit are each
waiving the right to a trial by jury or to participate in a class action. This
arbitration provision shall survive termination of this Agreement and/or the
termination of your Services.

d.            Notice
of Claim. If you elect to seek arbitration, you must first send to Intuit a
written Notice of your Claim (“Notice of Claim”). The Notice of Claim
to Intuit should be sent in care of our registered agent Corporation Service
Company, 251 Little Falls Drive, Wilmington, DE 19808. The Notice of Claim
should include both the mailing address and email address you would like Intuit
to use to contact you. If Intuit elects to seek arbitration, it will send, by
certified mail, a written Notice of Claim to your address on file. A Notice of
Claim, whether sent by you or by Intuit, must (a) describe the nature and basis
of the claim or dispute; and (b) set forth the specific amount of damages or
other relief sought.

e.            Informal
Resolution. You and Intuit agree that good-faith informal efforts to resolve
disputes often can result in a prompt, low-cost and mutually beneficial
outcome. You and Intuit therefore agree that, after a Notice of Claim is sent
but before either you or Intuit commence arbitration or file a claim in small
claims court against the other, we will personally meet, via telephone or
videoconference, in a good-faith effort to confer with each other and try to
resolve informally any Claim covered by this Agreement. If you are represented
by counsel, your counsel may participate in the conference as well, but you
agree to fully participate in the conference. Likewise, if Intuit is
represented by counsel, its counsel may participate in the conference as well,
but Intuit agrees to have a company representative fully participate in the
conference. The statute of limitations and any filing fee deadlines shall be
tolled while the parties engage in the informal dispute resolution process
required by this paragraph.

f.             Commencing
Arbitration or Small Claims Proceedings. If we do not reach an agreement to
resolve the Claim within sixty (60) days after the Notice of Claim is received,
you or Intuit may commence an arbitration proceeding by filing a Demand for
Arbitration or, alternatively, by filing a Claim in small claims court. You
agree that you may not commence any arbitration or file a claim in small claims
court unless you and Intuit are unable to resolve the claim within 60 days
after we receive your completed Notice of Claim and you have made a good faith
effort to resolve your claim directly with Intuit during that time. If a Claim
qualifies for small claims court, but a party commences an arbitration
proceeding, you and Intuit agree that either party may elect instead to have
the Claim resolved in small claims court, and upon written notice of a party’s
election, the American Arbitration Association (“AAA”) will administratively
close the arbitration proceeding. Any dispute about whether a Claim qualifies
for small claims court shall be resolved by that court, not by an arbitrator.
In the event of any such dispute, the arbitration proceeding shall remain
closed unless and until a decision by the small claims court that the Claim
should proceed in arbitration. You may download or copy a form of notice and a
form to initiate arbitration at www <https://www.adr.org/><https://www.adr.org/>adr <https://www.adr.org/><https://www.adr.org/>org <https://www.adr.org/> or by calling
1-800-778-7879. The arbitration will be conducted by the AAA before a single
AAA arbitrator under the AAA’s rules, which are available at www <https://www.adr.org/><https://www.adr.org/>adr <https://www.adr.org/><https://www.adr.org/>org <https://www.adr.org/> or by calling
1-800-778-7879, except as modified by this Agreement. Unless Intuit and you
agree otherwise, any arbitration hearings will take place in the county (or
parish) of either your residence or of the mailing address you provided in your
Notice of Claim.

g.            Arbitration
Proceedings: Arbitrators. The arbitrator will be either (1) a retired judge or
(2) an attorney specifically licensed to practice law in the state of
California or the state of your residence and will be selected by the parties
from the AAA’s National Roster of arbitrators. The arbitrator will be selected
using the following procedure: (a) the AAA will send the parties a list of five
candidates meeting this criteria; (b) if the parties cannot agree on an
arbitrator from the list, each party shall return its list to the AAA within 10
days, striking up to two candidates, and ranking the remaining candidates in
order of preference; (c) the AAA shall appoint as arbitrator the candidate with
the highest aggregate ranking; and (d) if for any reason the appointment cannot
be made according to this procedure, the AAA may exercise its discretion in
appointing the arbitrator. The arbitrator is bound by this Agreement. Except as
otherwise provided in Section 13(i) below, all issues are for the arbitrator to
decide, including issues relating to the scope and enforceability of this
arbitration provision.

h.            Arbitration
Proceedings: Administrative Conference. The parties agree that an
administrative conference with the AAA shall be conducted in each arbitration
proceeding, and you and an Intuit company representative shall appear at the
administrative conference via telephone. If you fail to appear at the
administrative conference, regardless of whether your counsel attends, the AAA
will administratively close the arbitration proceeding without prejudice,
unless you show good cause as to why you were not able to attend the
conference.

i.              Arbitration
Proceedings: Decisions. The arbitrator shall issue a reasoned written decision
sufficient to explain the essential findings and conclusions on which the award
is based. The award shall be binding only among the parties and shall have no
preclusive effect in any other arbitration or other proceeding involving a
different party. Intuit will not seek to recover its attorneys’ fees and costs
in arbitration from you unless the arbitrator finds that either the substance
of your claim or the relief sought in your Demand for Arbitration was frivolous
or was brought for an improper purpose (as measured by the standards set forth
in Federal Rule of Civil Procedure 11(b)). Judgment on any award may be entered
in any court having jurisdiction. This agreement to arbitrate shall not
preclude any party to the arbitration from at any time seeking injunctions or
other forms of equitable relief in aid of arbitration from a court of
appropriate jurisdiction including whether a Demand for Arbitration is filed in
violation of this Agreement.

j.             Injunctive
and Declaratory Relief. Except as provided in Section 13(b) above, the
arbitrator shall determine all issues of liability on the merits of any Claim
asserted by you or Intuit and may award declaratory or injunctive relief only
in favor of the individual party seeking relief and only to the extent
necessary to provide relief warranted by that party’s individual claim. To the
extent that you or Intuit prevail on a Claim and seek public injunctive relief
(that is, injunctive relief that has the primary purpose and effect of
prohibiting unlawful acts that threaten future injury to the public), the
entitlement to and extent of such relief must be litigated in a civil court of
competent jurisdiction and not in arbitration. The parties agree that
litigation of any issues of public injunctive relief shall be stayed pending
the outcome of the merits of any individual Claims in arbitration. Before a
court of competent jurisdiction issues any public injunctive relief, it shall
review the factual findings of the arbitration award on which any injunction
would issue with no deference to the arbitrator.

k.            Arbitration
Fees and Costs. Payment of all filing, administration and arbitrator fees will
be governed by the AAA Rules. You are required to pay AAA’s initial filing fee,
but Intuit will reimburse you for this filing fee at the conclusion of the
arbitration to the extent it exceeds the fee for filing a complaint in a
federal or state court in your county of residence or in Santa Clara County,
California. If the arbitrator finds that either the substance of your Claim or
the relief sought in your Demand for Arbitration was frivolous or was brought
for an improper purpose (as measured by the standards set forth in Federal Rule
of Civil Procedure 11(b)), then the payment of all fees will be governed by the
AAA Rules and Intuit will not reimburse your initial filing fee. The parties
agree that the AAA has discretion to modify the amount or timing of any
administrative or arbitration fees due under the AAA Rules where it deems
appropriate, provided that such modification does not increase the AAA fees to
you or Intuit, and you and Intuit waive any objection to such fee modification.

l.              Class
Action Waiver. YOU AND INTUIT AGREE THAT EACH MAY BRING CLAIMS AGAINST THE
OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS
MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, if you
have elected arbitration, unless both you and Intuit agree otherwise, the
arbitrator may not consolidate any other person’s Claims with your Claims and
may not otherwise preside over any form of a representative or class
proceeding. If Intuit believes that any Claim you have filed in arbitration or
in court is inconsistent with the limitations in this Section 13(l), then you
agree that Intuit may seek an order from a court determining whether your Claim
is within the scope of the Class Action Waiver. If this Class Action Waiver is
found to be unenforceable, then the entirety of this Section 13 (Disputes)
shall be null and void.

 

14.   
GENERAL.  This Agreement,
including Additional Terms below is the entire agreement between you and Intuit
and replaces all prior understandings, communications and agreements, oral or
written, regarding its subject matter. If any court of law, having the
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 written
approval of Intuit. However, Intuit may assign or transfer it without your
consent to (a) an affiliate, (b) a company through a sale of assets by Intuit
or (c) a successor by merger. Any assignment in violation of this Section 14
shall be void.

 

Rev June 2021

______________________

 

Section B

 

ADDITIONAL TERMS AND CONDITIONS FOR INTUIT
QUICKBOOKS DESKTOP SOFTWARE

 

IMPORTANT NOTICE. USE LIMITATIONS:  Your rights to use the Software, Add-On
Products and related Services (if any) are subject to the General End User
License Agreement terms above and the Additional Terms and Conditions below.
The Additional Terms and Conditions BELOW shall prevail over any conflict or
inconsistency with the General End User License Agreement terms above.

 

1.   
DEFINITIONS.  For purposes of this
Section B, certain capitalized words and phrases used in this Section have the
meaning defined below. Other capitalized terms and their defined meaning are
also provided embedded elsewhere within the text of this Agreement.

 

1.1.   
“Applications” means Intuit Applications and Third Party Applications.

 

1.2.   
“Authorized User(s)” means any and all individuals (e.g., your
accountant or trusted financial advisor, etc.) who you designate or authorize
to access and/or modify your Software data on your behalf.

 

1.3.   
“Beta Features” means any new or updated non-commercially available
Software features which Intuit may from time to time make available for your
use, Trial, and feedback.

 

1.4.   
“Data Transfer” means the process of transferring or sharing, upon your
authorization, your Software data with or to one or more Applications.

 

1.5.   
“Desktop” is used to refer to any and all versions or editions of
QuickBooks primarily designed for access and use on a desktop or laptop
computer (e.g., QuickBooks Desktop Pro, or QuickBooks Desktop Premier, etc.).

 

1.6.   
“Enhancement(s)” means any and all minor enrichments to the Software,
such as new or improved features, functionality, compatibility, performance, or
other content or information. For clarity, Enhancements exclude Updates and
Upgrades.

 

1.7.   
“Intuit Application(s)” means any and all products or Services developed
by Intuit that you use and/or authorize to access your Software data.

 

1.8.   
“QuickBooks Online” or “QBO” is used to refer to the version of
QuickBooks primarily designed for access and use as an online-hosted Service.

 

1.9.   
“QuickBooks” or “QuickBooks Desktop” means the Intuit QuickBooks Desktop
financial and accounting software application.

 

1.10.   
“Service(s)” is used in this Section B to refer to the various systems,
facilitative processing operations, functionality, or other features, including
but not limited to support and maintenance, or other products or promotions
which may be provided or made accessible to you in or through the Software as a
standalone or online-hosted offering.

 

1.11.    “Software” has the meaning defined above in
Section A, 1.1., and includes the QuickBooks Desktop software that is the
object of this Agreement, any Intuit-provided Services, software, applications,
programs, tools, and other components, accessible in or through, or in
combination with, QuickBooks Desktop, including but not limited to the
QuickBooks Desktop Manager installer application and the QuickBooks Desktop
Mobile Application(s) for iOS and/or Android mobile operating systems, if
available for use with your version of QuickBooks, as well as all Updates that
you may be eligible to receive based on the license or Subscription purchased
as set forth in Section 10 further below. For clarity, Software excludes
Upgrades.

 

1.12.   
“Subscription” or “Subscription Plan” refers to the payment of fees on a
monthly, quarterly, or annual basis for a license to access and use the
Software or Services.

 

1.13.   
“Third Party Application(s)” means each and all products or Services
developed by third parties that you use in or through the Software and/or
authorize to access your Software data.

 

1.14.   
“Trial” means any add-on or other software, products, Services,
functionality, or features, which may be offered by Intuit or a third-party for
your use on a limited or short-term basis.

 

1.15    
“Uninstall” and “Install” as used throughout this Agreement refer to the
actual removal of QuickBooks application from a computer (Uninstall) and the
reinstallation (Install) of a new version of the QuickBooks software, along
with the upgrades of all QuickBooks related data and company files.

 

1.16.   
“Updates” means Software bug fixes and error corrections generally
provided to users of your specific version of the Software, when-and-if they
are made available. For clarity, Updates exclude Enhancements and Upgrades.

 

1.17.   
“Upgrades” means each and all major or significant future-released
versions of the full or complete Software. For clarity, Upgrades exclude
Enhancements and Updates.

 

1.18.   
“you” and “your” as used throughout this Agreement means the individual
person, or the legal entity on whose behalf such person acts, that licenses the
Software and is identified by name during the Software account creation and
registration process.

 

 

2.   
REGISTERING THE SOFTWARE; ACCOUNT SIGN UP OR SIGN-IN; REGISTRATION DATA

 

2.1.   
Registering the Software.  After
installation, you may be required to activate and register the Software before
use and to do so you may be asked to provide a valid Software product or
license number. You agree to keep your registration and/or account profile
information accurate, complete, and current. Allowing or enabling others to use
your license number(s), product number(s), and validation number(s), if any, is
strictly prohibited.

 

2.2.   
Account Sign Up or Sign In.  You
may be required to create or sign up for an account (or sign in) with Intuit
and you agree to do so within the time specified by the Software, otherwise you
will not be able to continue to use the Software. To help avoid unintended
access to your account or profile information, the Software may be designed to
automatically sign you out of your account (and require sign in), including
after periods of inactivity. When signing up or using the Software, you may be
prompted to create a (one-time) private encryption key or password in
connection with your account and data file(s). Once created, please take care
to memorize or securely store all passwords and encryption keys. If you forget
or misplace an encryption key, you may lose access to your data that is
encrypted with that key. Intuit is not responsible or liable for passwords or
encryption keys stored insecurely, forgotten, or misplaced, or for any
unauthorized access or inability to retrieve or recover access to data resulting
from such unsecured, forgotten, or misplaced passwords or encryption keys.

 

2.3.   
Registration Data.  Your data,
including your registration information, will be collected and used as provided
in this Agreement and in accordance with our privacy policies, which can be
found at https://security.intuit.com/index.php/privacy
or by accessing the Privacy link on the website for the Software. If and when
you connect to the internet and use the Software, Intuit may also gather
certain kinds of information which Intuit may use to improve the Software in
future releases and/or improve or develop other Intuit products, better
customize your experience with the Software in future releases, and present you
with improved Intuit marketing offers.

 

3.   
LICENSES, LICENSE GRANT; LIMITATIONS AND RESTRICTIONS

 

3.1.   
Licenses, License Grant.  Provided
that you comply with all of the terms and conditions of this Agreement, Intuit
grants you the following license rights:

 

3.1.1.   
Trial-User License.  From time to
time, Intuit or certain third parties may offer certain Trials and the
opportunity to use them for a finite period of time (“Trial Period”). If you
have signed up to use any Trial version or Subscription in the United States:

 

3.1.1.1.   
You are granted a limited non-exclusive license during the Trial Period
to use the Trial so that 1 individual may access the Trial version or
Subscription on a single computer. You may print 1 copy of any online user
documentation in relation to the Trial version or Subscription, however, you
cannot make multiple copies of any online user documentation or printed
materials that accompany the Trial (if any); and

 

3.1.1.2.   
Your license to use any Trial is valid only for the Trial Period. You
understand that upon expiration of your Trial user license, you must purchase a
license for the particular software, product, or Service or sign up for the
Subscription in order to continue using or accessing the applicable software,
product, or Service and to retain any Content (defined furthest above in
Section A.5.) that you have entered into or created within the software,
product, or Service data file, or posted or uploaded during the Trial Period.
If you do not purchase the particular software, product, or Service license or
Subscription by the end of the Trial Period, your Content will no longer be
available to you. To be very clear, after using the Trial software, product, or
Services during the Trial Period, if you decide not to purchase the license or
Subscription for the full version of the applicable software, product, or
Services, you will not be able to access or retrieve any of the Content and
data you added, uploaded, or created with the Trial during the Trial Period.

 

3.1.2.   
Single User License and Single User Add-On Pack Licenses.  If you purchased a single user license (by
Subscription or by making a one-time, upfront payment depending on the purchase
options chosen by or available to you) or a single user add-on pack license for
the Software, you may install the Software for access and use solely by one
specific person on: (i) one primary computer, and (ii) one additional computer
(e.g., a laptop or a home computer) –or, for the QuickBooks Desktop Mobile App,
on your mobile device(s)– that together you own and use in your business, all
for use by that same specific person.

 

3.1.3.   
Multi-User License and Multi-User Add-On Pack Licenses

 

3.1.3.1.   
Certain versions of the Software or Subscription may allow for multiple
additional users of the specific edition of the Software you have licensed, if
applicable, upon payment of an additional license fee for each such additional
user.  If you purchased a multi-user license
or add-on pack you may install the Software on the number of computers equal to
the number of user licenses you purchased — or, for the QuickBooks Desktop
Mobile App, on your mobile device(s). You understand and agree that access to
and use of the Software is solely for the number of specific persons
corresponding to the number of user licenses you purchased, with no
substitution of such users except as expressly permitted by this Section. By
way of example only, if you have 10 employees in your company, and if you have
only paid for 3 user licenses for your specific edition of the Software, you
are granted a limited non-exclusive license to: download and install the
Software on up to 3 computers which are owned and operated by and for your
company; and allow up to 3 individuals only (who are your owners, employees, or
contractors) access the Software or Subscription.  You may also: place a copy of your Software
data file(s) on a network to be accessed and used by such individuals (and
install the Software on one additional computer above the number of the
license(s) you purchased, solely to accompany your Software’s shared data file,
and not for direct use of the Software by another user); and for each user
license you purchased, make one copy of the printed materials accompanying the
Software, if any, or print one copy of any online user documentation provided
in relation to the Software, solely for use by such licensed user. If a
licensed user is no longer employed by your company, you may reassign that
employee’s user license to another user within your company (i.e., designate a
new specific employee to use the license formerly used by the departed
employee). All users in a multi-user environment must be using licensed copies
of the same version year of the Software. Use of the Software by each
additional user will be subject to the same restrictions as the single user
license. You are responsible for ensuring that all licensed users, including
any added licensed users, comply fully with the terms of this license.

 

3.1.4.   
Subscription Licensing.  If you
purchased a Subscription, the terms of this Agreement, as supplemented by the
Subscription terms, will govern your use of the Software and provided that the
duration of such license will be based on the Subscription model or plan you
have elected.

 

3.1.5.   
Use with Your Mobile Device. Use of the Software may be available
through a compatible mobile device and require Internet access. You agree that
you are solely responsible for these requirements, including any applicable
changes, updates and fees as well as the terms of your agreement with your
mobile device and telecommunications provider.

 

INTUIT MAKES NO WARRANTIES OR REPRESENTATIONS OF
ANY KIND, EXPRESS, STATUTORY OR IMPLIED AS TO:

1.            THE
AVAILABILITY OF TELECOMMUNICATION SERVICES FROM YOUR PROVIDER AND ACCESS TO THE
SERVICES AT ANY TIME OR FROM ANY LOCATION;

2.            ANY
LOSS, DAMAGE, OR OTHER SECURITY INTRUSION OF THE TELECOMMUNICATION SERVICES;
AND

3.            ANY
DISCLOSURE OF INFORMATION TO THIRD PARTIES OR FAILURE TO TRANSMIT ANY DATA,
COMMUNICATIONS OR SETTINGS CONNECTED WITH THE SERVICES.

 

3.1.6.   
Unlocking a New Software License. 
If you elect to convert from one version of the Software to another
(e.g., from the Trial version to the single user version, from QuickBooks
Desktop Pro to QuickBooks Desktop Premier, etc.) using the unlock purchase
process within the Software, your use of the new unlocked version of the
Software must be in accordance with the terms and conditions of this Agreement.
Once you have the unlocked version, you may no longer use the original version
of the Software (in use prior to purchase of the unlock license) on any
computer.

 

3.1.7.   
Software Copies.  Whichever
license you obtain, if you purchased a valid license for the Software and
received an authentic Intuit digital versatile disc (DVD), such DVD is your
backup copy of the Software. If you purchased a valid license and received the
Software pre-installed on a new computer or through an electronic download, you
may make one backup copy of the Software, but only for the purpose of
reinstalling the Software, if needed, on the single computer or additional
computer referenced in 3.1.2., and 3.1.3., above. You are not allowed to make
copies of the printed materials accompanying the Software, if any, or print
multiple copies of any user documentation.

 

3.1.8.   
License Grant for Payroll for Desktop Services (if subscribed or
activated).  If you purchase a
Subscription for Payroll for Desktop Services (defined in Section 5.1 below),
then:

 

3.1.8.1.   
If and when you subscribe to the Payroll for Desktop Service and pay the
applicable Subscription fee, Intuit grants you a limited non-exclusive license
to use the tax tables, selected payroll tax forms (for Standard and Enhanced
Payroll for Desktop Services only) and applicable Updates, when-and-if made
available to you, as well as related documentation within the United States,
only in connection with the Software and Payroll for Desktop Services, and only
provided that you comply with all of the terms and conditions of this
Agreement. You may only use and/or install the Payroll for Desktop Service and
Updates, including tax table Updates, only on the computer(s), and only for
access and use by the individual(s) or entity, for which the Software license
was purchased; and

 

3.1.8.2.   
You may not perform any of the following actions which are violations of
this Agreement and the licenses granted to you: (i) Use Payroll for Desktop Service
Updates except with the Software; (ii) distribute copies of the Software, or
allow access to the Payroll for Desktop Service, to or by entities or persons
that have not purchased a license to the Software or Payroll for Desktop
Service from Intuit; (iii) permit others to access the Payroll for Desktop
Service for their own purpose, or (iv) process payroll, make payments or
otherwise use the Money Movement Services (as described and defined in Section
5.1) for any other person, company, or legal entity without a valid license or
Subscription to the applicable Payroll for Desktop Service for Accountants.

 

3.1.9.   
Assisted Payroll for Desktop Services. 
If you purchase a Subscription for Assisted Payroll for Desktop Services
(defined in Section 5.3 below), then Intuit grants you a limited non-exclusive
license to use the tax tables, selected payroll tax forms, when-and-if
available, and documentation within the United States, provided that you comply
with all of the terms and conditions of this Agreement. You may only use or
install Updates to the Assisted Payroll for Desktop Service on the computer(s)
used by the individual(s) for whom you have purchased a license to the
Software.

 

4.   
MAXIMUM LIMITS FOR SIMULTANEOUS USERS; CONCURRENT FILE ACCESS; LIST
ENTRIES

 

4.1.   
Maximum Limits for Simultaneous Users. 
Subject to the terms of this Agreement, the particular edition of the
Software licensed, and the number of individual user licenses paid for by you
as described above in Section 3.1.3., you may be permitted a multiple number of
licensed users who are authorized to simultaneously access and use the Software
(or concurrently access a company file) on a network, up to a maximum number of
licensed users as set forth in the table below. Any unauthorized use of the
Software (or concurrent access of a company file) by more than the maximum
number of simultaneous (or concurrent) licensed users permitted for that
particular version of the Software, or otherwise exceeding your paid
license(s), may result in failure of the Software, performance degradation,
errors, and/or loss of data, and will be considered a material breach of this
Agreement:

Software Edition               Maximum
Number of Concurrent Users (subject to paid additional user licenses)

QuickBooks Desktop Pro               up to 3 

QuickBooks Desktop Premier      up to 5 

QuickBooks Accountant Desktop               up to 5 

QuickBooks Accountant Enterprise           up to 30               

QuickBooks Desktop Enterprise up to 40 depending on desktop version
subscribed          

 

4.2.   
Maximum Limits for Concurrent File Access.  When you purchase a Software license, you may
be able to use the Software to manage multiple (different) company files.
Depending on the edition of the Software, type and number of user licenses you
purchase (for example, Software versions or licenses that allow for multiple
users or multiple user mode), and subject to your payment of applicable
additional or multi-user license fee(s), 2 or more networked users may be able
to open, manage, and/or collaborate on the same company file at the same time.
As set forth above in Section 4.1., there may be limits to the number of
concurrent networked users who may simultaneously access any single company
file. Additionally, if you have not acquired sufficient user licenses the
Software may not support or allow the opening or managing of different company
files simultaneously. You are responsible for all access and use (and for
maintaining password protection) of all your company data files.

 

4.3.   
Maximum Limits for List Entries. 
When you purchase a Software license, and depending on the particular
Software edition and operating system platform (Windows or Mac), there may be
limits to the number of lists, list entries, and custom fields permitted for
each list in your company data file based on your version of the Software. See
the Software website, or packaging or installation guide for more information.
Within the Software, you can also press the F2 key to display certain product
information, including the version of QuickBooks Desktop Software you are running,
the size and location of your company file, and the number of lists or number
of entries you have in your lists.

 

5.   
ADDITIONAL LICENSES AND SERVICES AVAILABLE BY SUBSCRIPTION.  Additional Subscription licenses and Services
that may be obtained in connection with the Software include the following:

 

5.1. Money Movement Services.

 

5.1.1. Intuit Payments Inc.  Intuit and its subsidiaries and/or affiliates
offer add-on services that include payments functionality that you can obtain
in connection with your use of the Software (the “Ancillary Payments
Services”).  The Ancillary Payments
Services, defined and described below, are the following additional
Subscription licenses and Services that may be obtained in connection with the
Software:  Payroll for Desktop
Service(s); Assisted Payroll Subscription for Desktop; and Direct Deposit
Service(s).  To the extent that your use
of the Ancillary Payments Services involves the transmission of funds, whether
in connection with payroll processing, tax payments, payments to vendors, or
other similar payments-related services (collectively, “Money Movement
Services”) such Money Movement Services are provided to you by Intuit Payments
Inc. (“IPI”), a licensed money transmitter. 
Please note that while the Money Movement Services are provided by IPI,
under certain circumstances IPI is not required to provide such services under
its money transmission licenses. All references in this Agreement to “Intuit,”
“we,” “us,” “our,” or similar terms, shall be understood to mean IPI solely
with respect to the provision of Money Movement Services.  For payment processing services for
merchants, please see Section 6.9 below.

 

5.1.2. General Conditions for Money Movement
Services.

 

5.1.2.1. The Money Movement Services are
available only in the United States (but not the U.S. Virgin Islands, Puerto
Rico, and other U.S. territories and possessions). To be able to use the Money
Movement Services, you: must not be domiciled, reside, or have a principal
place of business outside the United States; must not be engaged in any illegal
activity or any activity reasonably likely to cause notoriety, harm, or damage
to the reputation of Intuit, IPI or any banks or other service providers we use
to provide the Money Movement Services; must not be listed on any other third
party or governmental sanctions lists; and must comply with the Acceptable <https://quickbooks.intuit.com/payments/legal/TOC102017/acceptable-use/><https://quickbooks.intuit.com/payments/legal/TOC102017/acceptable-use/>Use
<https://quickbooks.intuit.com/payments/legal/TOC102017/acceptable-use/><https://quickbooks.intuit.com/payments/legal/TOC102017/acceptable-use/>Policy
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If you are engaged in any of the prohibited activities, business types, or
transactions described in our Acceptable Use Policy, you are not eligible (or
may become ineligible) to use the Money Movement Services. In addition, you may
not, and may not attempt to use the Money Movement Services to transfer funds
to a person, entity, or jurisdiction outside of the United States or in any
instance in which such transactions are prohibited by law, nor may you use the
Money Movement Services for any funds transfers not part of the Ancillary
Payments Services. If there are multiple licensed Software users, you affirm
that each user of the Money Movement Services who initiates a payment request
is authorized to do so on your behalf.

 

5.1.2.2. From time to time, IPI may publish
additional guidelines, policies, and rules (collectively “IPI Policies”)
regarding the Money Movement Services and will provide appropriate notice to
you regarding such IPI Policies. Consistent with any such notice provided to
you, you understand and agree that your use of the Money Movement Services must
be consistent with such IPI Policies, and agree to provide any information we
deem necessary to verify your compliance with such IPI Policies.

 

5.1.2.3. In order to comply with applicable
federal laws relating to anti-money laundering and terrorism financing,
including the USA PATRIOT Act and the Bank Secrecy Act, IPI may request that
you provide information beyond what is required for your use of the Software,
including but not limited to: a copy of a government-issued ID (such as a
passport or driver’s license); your business license; taxpayer ID number;
financial or bank statements; utility bills; or your personal or business tax
returns. In addition, you agree and authorize IPI (directly or through third
parties) to make any inquiries we consider necessary to verify your or, in the
case of an entity, the principals’ and/or owners’, identities, or to determine
your current and ongoing creditworthiness, financial status, and/or ability to
perform the obligations hereunder. This may include asking you to confirm email
address, mobile/phone numbers, or bank accounts, or verifying information you
have provided using third-party databases (including by obtaining your
individual and business credit report, personal profile, or other information
from one or more third-party databases). You consent to IPI updating your
account information from time to time based on information provided by you,
your bank, other payments services providers, or other data sources used to
evaluate the current status of the business and/or its owners.

 

5.1.2.4. IPI may establish processing limits and
assign a maximum dollar amount for Money Movement Services provided to you
during any applicable period of time identified by IPI. Consistent with
obligations under applicable state money transmission laws and federal
anti-money laundering laws, IPI may, in its sole discretion, place holds on any
Payments (as defined below) initiated by you in order to protect against
potential risk or fraud. Reasons for holds are proprietary to IPI and Intuit
and may be based on multiple factors, including, but not limited to: (i) no or
limited payments processing history with Intuit; (ii) past performance or
standing of your account, including return or dispute rates; or (iii)
businesses offering higher risk goods or services. You understand and agree
that IPI’s evaluation of risk may result in your ineligibility for some or all
Money Movement Services provided in connection with the Ancillary Payments
Services, including with respect to the settlement timing for Payments (subject
to applicable restrictions under state money transmission laws). IPI also
reserves the right, in its sole discretion, to review and reject any Payment.
If a Payment is cleared after review, we will provide notice to you. Otherwise,
we will attempt to cancel the Payment and your funds may be returned. IPI will
have no liability for any losses, either direct or indirect, which you may
attribute to any hold, review, or other delay or suspension of a Payment.

 

5.1.2.5. Without limiting the conditions of termination
as set forth in Section 14 below, IPI reserves the right, in its sole
discretion and with or without notice or cause, to suspend or terminate the
provision of Money Movement Services, including without limitation, if: (a) we
have reason to believe that fraudulent transactions or other activity
prohibited by this Agreement has occurred; (b) such action is necessary to
prevent loss to us; or (c) you violate any portion of this Agreement, including
the Acceptable <https://quickbooks.intuit.com/payments/legal/TOC102017/acceptable-use/><https://quickbooks.intuit.com/payments/legal/TOC102017/acceptable-use/>Use
<https://quickbooks.intuit.com/payments/legal/TOC102017/acceptable-use/><https://quickbooks.intuit.com/payments/legal/TOC102017/acceptable-use/>Policy
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Upon termination, your ability to use the Ancillary Payments Services may be
limited as we will not be able to facilitate transmissions of funds on your
behalf. Any funds that remain in your account for any reason, including your
abandonment of your account or your failure to remedy any deficiencies in the
information we are required to collect for anti-money laundering purposes, for
the applicable time period as mandated or allowed by applicable law may be
remitted to your state of residency or otherwise in accordance with unclaimed
property laws. We may also unwind transactions or direct funds to specially designated
accounts pursuant to anti-money laundering, sanctions or other compliance
requirements.

 

5.1.3. IPI Provision of Money Movement Services.

 

5.1.3.1. The Ancillary Payments Services provide
functionality to enable you to track, calculate, and initiate payroll and other
payments to employees, tax payments to taxing authorities, and other payments
to employees or third-party vendors. Specific conditions and requirements for
each of the Ancillary Payments Services is provided below. This section describes
rights, responsibilities, and obligations with respect to the transmission of
funds on your behalf in connection with the Money Movement Services.

 

5.1.3.2. With respect to the Money Movement
Services, you are the “Payor” and the person or entity you are seeking to pay
(which may be a vendor, taxing authority, or Employee, as defined below) is a
“Payee.” As a Payor, an eligible transfer of funds to a Payee that you initiate
through any of the Ancillary Payments Services, in accordance with the specific
terms set forth below and any instructions provided through the applicable
software, constitutes a “Payment.” When you make a valid Payment request, IPI
receives funds from you and transmits the funds to the Payee in accordance with
your instructions.

 

5.1.3.3. To use the Money Movement Services and
to initiate a Payment, you must have a demand deposit account with an eligible
financial institution capable of enabling Automated Clearing House (“ACH”)
transactions and such account must be identified when you enable the Ancillary
Payments Services (“Your Account”). You can change Your Account in accordance
with instructions provided through the Ancillary Payments Services settings.
Please note, however, that under certain circumstances IPI reserves the right to
use wire drawdown requests or other funding methods (collectively “Debits”) to
fund your Payments.

 

5.1.3.4. You may request that IPI initiate a
Payment to a Payee or Payees online (“Payment Transaction(s)”). After you
submit your Payment Transaction, IPI will confirm receipt of the Payment
request. Your Payment Transaction will not be processed if you do not receive
our confirmation before the Payment Transaction is over. However, a
confirmation does not mean that your Payment Transaction is error-free, and if
errors are detected later we may be unable to complete your Payment
Transaction. We will make reasonable efforts to tell you if we cannot complete
your Payment Transaction. Payment Transactions taking place after certain
processing deadlines may be considered to occur on the next business day.
Specific information regarding Payment Transactions for applicable Ancillary
Payments Services is provided in the below descriptions of the applicable
service.

 

5.1.3.5. IPI generally processes Payment
Transactions using the ACH. Such transactions are governed by the rules of the
National Automated Clearing House Association (“NACHA”). NACHA may amend these
NACHA Operating Rules at any time. By initiating a Payment, you authorize IPI
to initiate credit and debit entries to Your Account, and to send Payments
electronically or by any other commercially accepted method to the Payee or
Payees you have designated and pursuant to instructions you provide with your
Payment Transaction. You also authorize and direct the depository financial
institution that holds Your Account to charge each debit to Your Account for
that amount to be credited to IPI, and to respond to inquiries from IPI
regarding your information and Your Account. This authorization will remain in
full force and effect until IPI has received written notification from you of
its termination in such time and in such manner as to afford IPI and the
depository financial institution that holds Your Account a reasonable
opportunity to act on it. For Payees that will receive disbursements via ACH,
you agree to obtain the Payee’s consent to credit their bank account and
initiate a disbursement over the ACH network. Such consent must be in a form
and manner that complies with the NACHA Operating Rules. You also agree to
maintain the security and integrity of all information that you collect and/or
provide to IPI that IPI uses to process a Payment Transaction, whether using
the ACH or otherwise.

 

5.2.   
QuickBooks (Basic, Standard, or Enhanced) Payroll Subscription for
Desktop (each and all referred to here as, “Payroll for Desktop Service(s)”)

 

5.2.1.   
Subscribing to the Payroll for Desktop Service.  To subscribe to a Subscription Plan for a
Payroll for Desktop Service and to be able to calculate applicable payroll
taxes and make payments, you must: (i) have registered the Software, and (ii)
have internet access. If applicable, you may be able to purchase a Subscription
for the Payroll for Desktop Service online or by phone, or you may be able to
subscribe from within the Software by selecting the appropriate employee menu
item, and you will need to activate the Payroll for Desktop Service within the
Software using the numerical key provided to you at the time of Subscription
purchase. If you subscribe, your use of the Payroll for Desktop Services shall
be subject to this Agreement and in accordance with this Section (and to any
Subscription Plan terms or other terms and conditions that accompany the
Payroll for Desktop Service itself). For purposes of this Agreement, the
Payroll for Desktop Service does not include or apply to Software and Trial
versions that do not include or offer access to the applicable Payroll for
Desktop Service.

 

5.2.2.   
License Grant and Restrictions. 
For license(s) granted to you for use of the Payroll Desktop Services,
see Section 3.1.7., above.

 

5.2.3.   
Activating the Payroll for Desktop Service.  The Subscription for the applicable Payroll
for Desktop Service you purchased will begin after it is activated within the
Software and after we receive and process all the information requested during
sign up, including your credit card or bank account information. Any
Subscription for Payroll for Desktop Service purchased at a physical retail
store location will begin after you activate the Payroll for Desktop Service
Subscription online, which activation must occur no later than 60 days from
purchase or the date indicated on the exterior of the Software packaging,
whichever is earlier.

 

5.2.4.   
Unless You Have Purchased a Software Bundle or Subscription with Payroll
Services Already Included, a Separate Payroll for Desktop Service Subscription
Is Required for Each Registered Copy of Software.  Unless you purchased a desktop Software
bundle or Subscription with payroll Services already included (i.e., QuickBooks
Desktop Pro + Payroll), then for each registered copy of the Software, you must
purchase a separate Payroll for Desktop Service Subscription in order to be
able to use the Payroll for Desktop Service with that particular registered
copy of the Software. For purposes of the Payroll for Desktop Service
Subscription, QuickBooks Desktop Pro, QuickBooks Desktop Premier Multi-user
pack, and QuickBooks Desktop Enterprise Solutions Business Management user pack
are each considered a single registered copy of the Software. If you are using
one of the aforementioned versions of the Software, you will need only one
Subscription to the applicable Payroll for Desktop Service. For every Payroll
for Desktop Service Subscription, Intuit may impose a limit on the number of
employer identification numbers (EINs) for or with which you can use the
Payroll for Desktop Service and if you exceed this limit, you may be required
to pay additional fees.

 

5.2.5.   
Payroll Tax Table Updates

 

5.2.5.1.   
Updates to payroll tax tables may be provided, when-and-if they are made
available by Intuit in its sole discretion, to active subscribers to the
Payroll for Desktop Service. We strongly recommend that you connect to your
applicable Payroll for Desktop Service regularly to validate your Subscription
and to be sure you have the most currently available Payroll for Desktop
Service Updates, including the most current rates and calculations for
supported tax tables. Failure to connect to your Payroll for Desktop Service
regularly may result in inaccurate withholding from payroll and you hereby
assume any and all liability resulting from any such inaccurate withholding, or
resulting in any way from your failure to regularly connect and update your
Payroll for Desktop Service. Also, as a safety measure, and due to the nature
and frequency of changes in payroll tax rates, if your Payroll for Desktop
Service Subscription expires, you will be unable to continue to process payroll
using Payroll for Desktop Service tax tables or tax forms, and if this occurs,
you must connect to your Payroll for Desktop Service, bring your Subscription
account current if necessary, and get the latest Payroll for Desktop Service
Updates in order to again be able to process payroll.

 

5.2.5.2.   
The Payroll for Desktop Services may contain dated information. In using
the Payroll for Desktop Service, you understand that it may not include all the
information or the most current information relevant to your particular needs
or situation.

 

5.2.6.   
Preparation and Filing (or E-Filing and E-Payment) of Payroll Taxes and
Other Liabilities

 

5.2.6.1.   
Payroll for Desktop Services may include the option to track certain
year-end or other payroll taxes and liabilities to aid your completion of
forms, records, slips, or other reports for you to file with relevant
governmental taxing and revenue authorities. Depending on your location and/or
the version of Software or Payroll for Desktop Service you use, the Payroll for
Desktop Services may include capabilities to assist you with the preparation
and filing of necessary files, forms, or other documentation, either by
providing the means to file materials by electronic transmission (from within
the Software directly to the applicable governmental authority), or by
providing the means to create a file which can be saved to your local computer
desktop for filing by means of online transfer (i.e., manually locating and
uploading saved file(s) from your computer desktop to the applicable
governmental website via a web browser), as well as the possible option to
print checks for your delivery to the applicable taxing authority. You
understand, however, that regardless of the features or options available with
the Payroll for Desktop Services, you alone are responsible for timely
preparation and remittance of all required payroll liabilities and taxes
filings, including verifying that any Payroll Transaction (defined below) has
been sent, received, and accepted by the relevant taxing authority, and if
necessary, you are also responsible for manually delivering any filings and
payments to the relevant taxing authority in the event that any online Payroll
Transaction is rejected, in order to ensure timely receipt of such filing(s) or
payment(s) by the taxing authority before the required due date.

 

5.2.6.2.   
To be able to electronically file and pay your payroll taxes and other
liabilities, whether by transacting directly or by uploading a file from your
computer with or to the applicable governmental taxing and revenue authority
website (each and all “Payroll Transaction(s)”) using the Software, you must
have an internet connection, a valid license for a compatible, currently
supported and registered version of the Software, and an active Subscription to
the Enhanced Payroll for Desktop Service. If you are located in a country or
region (and if the version of the Software you are using has the capability)
and if you choose to electronically file and/or pay your Payroll Transaction by
transmitting directly via the Software (and not by manually uploading a file
from your computer desktop) to the website of a governmental taxing and revenue
authority, the Payroll Transaction will be forwarded to Intuit’s Electronic
Filing Center where Intuit will convert it to a standardized format and
transmit it to the applicable governmental taxing and revenue authority (the
“Electronic Filing Services”). Except to the extent required by applicable law,
Intuit has no obligation to store, maintain, or provide to you any information
you provide to Intuit, and you agree to print and save a copy of each Payroll
Transaction for your records. By using the Electronic Filing Services system to
prepare and submit Payroll Transaction filings, you consent to the disclosure
to the IRS and any other applicable taxing and revenue authority of all
information pertaining to your use of the Electronic Filing Services. Use of
the Electronic Filing Services system to prepare and submit Payroll Transactions
with applicable governmental taxing authorities is subject to availability. If
Intuit tells you that information concerning your Payroll Transactions has
changed, you must use this corrected information in the future to initiate
Payroll Transactions.

 

5.2.6.3.   
If you are located in a country or region (and if the version of the
Software you are using has capability) allowing for the filing of Payroll
Transactions directly with a governmental taxing and revenue authority, then by
using the Electronic Filing Services for Payroll Transactions, you authorize
Intuit to send Payroll Transactions, electronically or by any other
commercially accepted method, to the applicable financial institution or
governmental taxing and revenue authority. You authorize Intuit and its agents
(if applicable) to take steps necessary for enrolling you with the appropriate
taxing authorities for the purposes of e-filing and e-payment of Payroll
Transactions at our discretion. You also authorize and direct the institution
which holds Your Account to charge each debit to Your Account(s) and pay that
amount to the governmental taxing authority. The authorizations in this Section
remain in effect until you notify Intuit the authorization is revoked.

 

5.2.7.   
Satisfaction Guarantee.  For terms
and conditions relating to the Payroll for Desktop Service satisfaction
guarantee, see Section 15 below.

 

5.2.8.   
Termination and Amendment.  For
terms and conditions relating to Payroll for Desktop Service or Subscription
termination, see Section 5.1.2.5 above and Section 14 below.

 

5.2.9.   
Restrictions and Limits for Processing Employee Payroll

 

5.2.9.1.   
Certain Payroll for Desktop Service Subscription Plans may have
restrictions on the number of Employees for whom payroll can be processed. When
you purchase an Employee-limited Payroll for Desktop Service or Subscription,
you may only be allowed to process payroll up to a certain number of Employees
and you may be required to choose a higher Payroll for Desktop Service level or
pay an additional fee if you wish to process payroll for more or additional
Employees. If you wish to process payroll for fewer Employees, you must choose
a lower Payroll for Desktop Service level. Other Payroll for Desktop Services
or Subscription Plans may be subject to a per-Employee pricing model, and you
may have to pay additional fees for each Employee you add. The term, “Employees,”
as used in this Section, refers to all employees and contractors paid on the
computer(s) used by the individual(s) for whom a Software license was
purchased. We may collect and make use of information about how many Employees
you pay and may suggest or recommend an alternate Payroll for Desktop Service
level for you based on that information.

 

5.2.9.2.   
If you subscribed to a paid Basic or Enhanced Payroll for Desktop
Service Subscription Plan under a pricing option which charges a per Employee
fee at the end of each month, you are required to connect to your Payroll for
Desktop Service at least once every 30 days to allow Intuit to send your
payroll data to the Intuit online servers for purposes of calculating your per
Employee fee.

 

5.3.    Assisted Payroll Subscription for Desktop
(“Assisted Payroll for Desktop Service(s)”)

 

5.3.1.   
Using Assisted Payroll for Desktop Services.  To be able to subscribe to Assisted Payroll
for Desktop Services and in order for you to calculate federal and state
payroll taxes and make payments, you must have an internet connection and a
valid license for a compatible, currently supported, and registered version of
the Software. You may subscribe to Assisted Payroll for Desktop Services
through the Software. You are solely responsible and liable for the security,
and for controlling any access to or use, of any forms W-2 viewed and/or saved
on your computer. You agree that Intuit is not and shall not be responsible for
the accuracy of any forms W-2. For purposes of this Agreement, the Assisted
Payroll for Desktop Service does not include or apply to Software and Trial
versions that do not include access to the Assisted Payroll for Desktop
Service.

 

5.3.2.   
License Grant and Restrictions. 
For license(s) granted to you for use of the Assisted Payroll Desktop
Services, see Section 3.1.8., above.

 

5.3.3.   
Satisfaction Guarantee.  For terms
and conditions relating to Assisted Payroll for Desktop Service satisfaction
guarantee, see Section 15 below.

 

5.3.4.    Termination and Amendment.  For terms and conditions relating to Assisted
Payroll for Desktop Service termination, see 5.1.2.5 above and Section 14
below.  Service availability and
additional terms and conditions of Assisted Payroll are provided within the
QuickBooks Assisted Payroll for Desktop Services agreement.

 

5.4.   
Direct Deposit (“Direct Deposit Service(s)”)

 

5.4.1.   
Activating the Direct Deposit Service. 
In order for you to access, sign up, and activate the Direct Deposit
Service option you must have an internet connection and a valid (i) license for
a compatible and currently supported version of the Software; (ii) active
Subscription for Payroll for Desktop Services; (iii) EIN; and (iv) a bank
account capable of processing ACH transactions and otherwise meeting the
applicable requirements set forth in Section 5.1.3.3, above. Forms and
information to apply and/or subscribe to the Direct Deposit Services are
provided through the Software. The Direct Deposit Service will begin after it
is activated within the Software and after we receive and process all the
information requested during sign up, including any credit card or bank account
information. Information you provide IPI must be accurate and complete or
direct deposits may not be made, and we will be unable to perform the Direct
Deposit Service for you. For purposes of this Agreement, the Direct Deposit
Service does not include or apply to Software and Trial versions that do not
include access to the Direct Deposit Service.

 

5.4.2.   
Use and Restrictions

 

5.4.2.1.   
You may use the Direct Deposit Service only for direct deposit payments
to your employees or vendors (including 1099 vendors, additional fees may
apply) for payroll or ancillary Money Movement Services, such as expense reimbursement.
You may make such Payments by initiating electronic withdrawals within the
Software from Your Account. You may identify other financial institutions in
the future to fund the direct deposit payments to your Payees. Under certain
circumstances Intuit may use Debits to fund your direct deposits. Debits will
also be initiated to pay fees for the Direct Deposit Service and any
adjustments to those fees.

 

5.4.2.2.   
Optional special processing requests may be available as part of the
Direct Deposit Service for an additional charge. Special processing fees may
apply to some Payments Transactions.

 

5.4.3.   
Payor Responsibilities.  You must
send your Payment Transaction prior to the applicable processing lead time
stated within the Direct Deposit Service or your Payment Transaction may not be
processed. Typically, Payments must be submitted at least 2 business days
before the due date, although standard submission timing can be 5 business days
in advance. We reserve the right to change these applicable processing lead
times from time to time, and you should refer to the lead times stated within
the Direct Deposit Service for the most up to date information. Debits will be
charged to Your Account one business banking day before the pay date of the
applicable Payment and you must have sufficient funds in Your Account to
fulfill your Transaction on that date. After that, no interest or earnings will
accrue to you and IPI will hold the money until the Payments are made. Once
your Payments are complete and submitted you may recall and resubmit them until
we send them through the ACH. You are solely responsible for verifying that all
Payments have been received and are accurate. You must keep any payroll,
vendor, tax or other records you need for reference, even though we may have
information about the Payments in our files.

 

5.4.4.   
Authorization and Agreement for Direct Payments (ACH debits).  You acknowledge and agree that (i) most
Payment Transactions will go through the ACH; (ii) your Payment Transactions
will be governed by the NACHA Operating Rules; and (iii) the origination of ACH
transactions to Your Account must comply with the provisions of U.S. law. You
must indemnify and defend IPI and Intuit against any claims or lawsuits,
including attorneys’ fees that arise from or result from your Payment
Transactions. If we tell you that an account number or other information
concerning your Payment Transactions has changed, you must use this corrected
information to initiate future Payment Transactions. You authorize IPI to
initiate debit entries to Your Account and to debit the same to such account,
and to send Payment Transactions electronically or by any other commercially
accepted method to Your Account. You authorize and direct the depository
financial institution that holds Your Account to charge each debit to Your
Account and pay that amount to IPI, and to respond to inquiries from Intuit
regarding your information and Your Account. This authorization will remain in
full force and effect until IPI has received written notification from you of
its termination in such time and in such manner as to afford IPI and the
depository financial institution that holds Your Account a reasonable
opportunity to act on it.

 

5.4.5.   
Representations and Warranties. 
You represent and warrant to us that (i) each person or entity to whom
you send Payments has authorized the Payments and any necessary adjustments to
be applied to his, her or its account; (ii) at the time any Payment is made you
have no actual knowledge that the authorization has been revoked or terminated;
(iii) your Payments comply with the laws that apply to them; (iv) that you have
authorization to make withdrawals to Your Account; and (v) that all the
information you provided to enter into the Agreement is true and correct.

 

5.4.6.   
Password Security.  You create a
user ID and/or password to initiate Payment Transactions. You are the only
person authorized to use your user ID and/or password and for maintaining the
confidentiality of your user ID and/or password. You shall not permit or allow
other persons to have access to or use your user ID and/or password, except if
you choose to share your user ID and/or password with your agents. You are
responsible for the use of the Software and Direct Deposit Service under your
user ID and/or password. You authorize and direct IPI and all impacted financial
institutions to carry out all Payment Transactions initiated with your user ID
and/or password. If your password is compromised, you must change your password
and notify Intuit immediately to prevent unauthorized use of your account.

 

5.4.7.   
Your Account. We may refuse to process your Payment Transaction if we
reasonably believe that Your Account balance is insufficient to cover the
dollar amount of the Payment Transaction or for any other reason we deem
reasonable. If any amount debited against you is dishonored or returned for any
reason, such as, but not limited to, non-sufficient funds, account closed,
inability to locate account, or reversal by you and/or your bank, we may: (i)
reverse any corresponding credit issued to us, you, your Payees or any other
party without liability to you or any other party; (ii) reverse direct deposit
transactions; (iii) refuse to perform further Services; (iv) apply any money
currently held by IPI to any amount owed to us by you; (v) charge you a
one-time insufficient funds penalty fee; (vi) report this information to any
and all credit agencies and/or financial institutions; and/or (vii) immediately
terminate this Agreement. We may assess and collect interest on any amounts due
and unpaid 10 days after demand. If further collection attempts are required,
all of our collections costs, including any costs associated with termination
of this Agreement and including but not limited to, attorney fees, where
permitted by law, will be charged to you. This section shall, to the extent
applicable, survive the termination of this Agreement.

 

5.4.8.   
General.  If applicable, any
sales, use or other taxes payable on the Direct Deposit Service that we must
pay will be collected in the same way your fees are paid. If you (i) default in
the payment of any sum of money hereunder; (ii) default in the performance of
any other obligations under this Agreement; or (iii) commit an act of
Bankruptcy or become the subject of any proceeding under the Bankruptcy Act or
become insolvent, or if any substantial portion of your property becomes
subject to levy, seizure, assignment, application for sale for or by any
creditor or governmental agency, then Intuit may, at its option and upon
written notice thereof (x) terminate the Agreement; (y) declare all amounts
owed immediately due and payable; and/or (z) require you to deposit an amount
equal to its average future monthly or annual processing charges to prepay for
any future processing.

 

5.4.9.   
Termination and Amendment.  For
terms and conditions relating to Direct Deposit Service termination, see
Section 5.1.2.5 above and Section 14 below.

 

6.    OTHER
SERVICES, TOOLS, AND FEATURES

 

6.1.   
Other Intuit Offerings.  Active
Payroll for Desktop Services subscribers may or may not have access to additional
Intuit offerings during the term of their Subscription on a when-and-if
available basis. Any additional Intuit offerings provided during the active
Subscription cease immediately when the active Subscription terminates.

 

6.2.   
Authorized Users; Online Communication and Collaboration; Client
Collaborator Tool

 

6.2.1.   
Authorized Users.  You agree that
granting Authorized Users access to your Software data is voluntary and that
you are responsible for revoking any permissions to access your Software and
Software data from such Authorized Users. You are responsible for setting the
right data level permissions and are responsible for the actions of the users
to whom you grant permissions.

 

6.2.2.   
Online Communication and Collaboration. 
You agree that from time to time you and your Authorized Users may opt
to use certain tools available from within the software that facilitates online
communication and collaboration. Separate fees, terms and conditions may apply.
You agree that if you and your Authorized Users choose to use these online
tools, certain of your Software data may be uploaded to Intuit servers in order
to provide the online tool functionality to you.

 

6.2.3.   
Client Collaborator Tool.  If you
and your accountant are using the Client Collaborator, you agree that the
accountant owns all the data in the Client Collaborator, and that Intuit will
not make the data contained in Client Collaborator available to you unless your
accountant agrees.

 

6.3.   
Beta Features.  From time to time,
Intuit in its sole discretion, may extend (or otherwise include in or with the
Software) the opportunity for you to use or try new or updated Beta Features
and to provide feedback (fees may apply). You understand and agree that your
use of the Beta Features is voluntary and Intuit 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” 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. Beta Features may
not be available to all users, or with or in all software editions or countries.

 

6.4.   
Custom Form Designs.  If you
obtain any images from Intuit to be used as background imagery for forms in the
Software forms customization feature (additional fees may apply), you
understand and agree that such designs may only be used with your QuickBooks
forms. For example, you are authorized to use these images on QuickBooks forms
that you print or email. You may also order matching business cards and other
promotional print items that Intuit offers. You may also customize QuickBooks
forms with these images on behalf of your clients who use QuickBooks. However,
you may not resell these images or use them for any other purposes, including
use on third party generated materials such as forms, web-based materials, or
other custom printed business identity products.

 

6.5.   
Data Files Transfer(s) to QuickBooks Online.  If available, you may have the option for a
limited transfer of data files from select versions of the Software to select
versions of QBO (see materials and documentation accompanying the Software for
details). The Terms of Service for QBO shall apply to both the transfer of the
Software data files and your use of QBO.

 

6.6.   
Data Transfer Feature

 

6.6.1.   
Using Applications and the Data Transfer Feature.  You may have the option to acquire or use
Applications and to authorize use of certain Data Transfer features, including
via the Software, for which additional fees may apply. Third Party Applications
which may be made available to you, including via the Software, are subject to
the third party’s terms and conditions, including their privacy policy. Intuit
Applications which may be made available to you are subject to the terms and
conditions that accompany that Intuit Application. Some Applications require
the use of or access to certain of your Software data. For purposes of this
Agreement, the Data Transfer does not apply to Software and Trial versions that
do not include access to the Data Transfer feature.

 

6.6.2.   
License You Grant By Use of Applications and the Data Transfer
Feature.  Intuit may use (and provide to
third parties) a service for Data Transfer in order to, among other things,
facilitate certain interoperability, data integration, and data access between
the Software and the applicable Application. By signing up or by using any
Third Party Application, you agree that: (i) the Third Party Application
provider may have access to and use your applicable Software data to provide to
you the particular Third Party Application or related Services per the Third Party
Application terms and conditions; and (ii) the Third Party Application provider
may transfer your data from the Third Party Application to Intuit for Intuit’s
use per the terms of this Agreement. You grant Intuit all rights to use your
Software data as reasonably necessary to facilitate the Data Transfer to Third
Party Application providers and you acknowledge that Third Party Application
providers may be located in a country that does not have adequate security
controls to protect your Software data. Please carefully review the Third Party
Application terms and conditions. If you do not agree with the terms and
conditions of any Third Party Application, including Data Transfer, you should
not use or access the Third Party Application or permit it to have access to
your Software data. Please contact the Third Party Application provider for
technical issues with the Third Party Application or Data Transfer to and from
the Software and Third Party Application. If you want to revoke your
authorization to provide your Software data to a Third Party Application,
Intuit may provide a feature within the Software or on a website for the
Software to allow you to disable such third party access. You acknowledge that
turning off such access may affect an Application’s functionality or features,
and that, you remain liable to the Third Party Application provider for any
fees charged to you.

 

6.6.3.   
Intuit Has No Responsibility for Third Party Applications or Related
Data Transfers.  You agree and
acknowledge that (i) Intuit has no control over any Third Party Applications;
and (ii) Intuit does not endorse or recommend Third Party Applications even if
they are marketed or distributed via our Software, Services, or other products
or websites, or otherwise associated with Intuit. You agree that the Third
Party Application providers, and not Intuit, are solely responsible for the
Data Transfer, the Third Party Application’s performance (including technical
support), the content on the Third Party Application provider’s website(s) and
their use or disclosure of your data. Intuit will not be liable for any
damages, claims or liabilities arising from the third parties or Third Party
Applications.

 

6.6.4.   
Use of Applications Must Comply with Applicable Laws.  You agree that you will (i) comply with all
applicable laws, regulation and ordinances; (ii) not use any Application in any
manner that would infringe or violate the rights of Intuit, any Third Party
Application provider, or other third party; and (iii) not use the Applications
in any way in furtherance of criminal, fraudulent or other unlawful activity.

 

6.6.5.   
Workers’ Compensation Pay-As-You-Go Service and Data Transfer. You may
be offered Workers’ Compensation Pay-As-You-Go service provided by third
parties such as an insurance carrier or its service provider. To determine your
eligibility to participate in this add-on service, Intuit may share a limited
amount of your information, such as FEIN, with participating third parties, if
you agree. The third parties’ use of your information will be solely in
connection with the Pay-As-You-Go service or workers’ compensation insurance.
No employee or payroll information will be shared with the third party, until
you register for this add-on service or provide us or the third party your
authorization to share your data. Additional fees and terms may apply to the
add-on service.

 

6.7 Income and Employment Verification Service.
If you elect to enroll in any of the subscription services within any Payroll
Services that offer income and employment verification service
(“IEVS”), as available within your product, in addition to the terms
set forth above, the following additional terms shall apply:

6.7.1 General. IEVS is powered by The Work
Number® (“TWN”) from TALX Corporation, a wholly owned subsidiary of
Equifax, Inc., and a provider of Equifax Workforce Solutions (“EWS”).
You agree that the business information and personal information provided in
connection with the use of Payroll Services, including income and employment information
of your current or former employees (collectively, “Verification Data”) may be
shared with EWS, as permitted in this Section 6, for disclosure to certain
entities and their agents (collectively, “Verifiers”). This will only happen in
accordance with the “Disclosure” section below. If you do not want this service
for your employees and/or if you do not want Verification Data to be shared
with Verifiers, you must update your preferences and opt out. This can be done
at any time by unchecking the “Income & Employment” box in your
“Company Preferences.”

 

6.7.2 Disclosure. The Verification Data will only
be shared with EWS upon request of your employees (or former employees) or in
response to a Verifier’s certified permissible request under the Fair Credit
Reporting Act (“FCRA”).

 

6.7.3 Data Accuracy: You agree that you will
maintain accurate and up to date Verification Data. You further agree that you
will cooperate with Intuit’s request to verify the accuracy of Verification
Data and or other information provided within Payroll Services.

6.8.   
Data Import. The Software may include a feature that allows you to
import, where applicable, certain information from eligible third parties using
the Intuit Interchange Format (IIF) or another data format authorized by
Intuit. You are responsible for verifying the accuracy of the information that
is imported. This functionality is limited to those data types and formats that
the Software can read. If the data type or format is not supported, you may
need to manually enter your data. You represent that you have the necessary
rights to permit any such data import from your third parties. Third parties
are not affiliated with or endorsed or sponsored by us.

 

6.9.   
Financial Institution Services

 

6.9.1.   
General.  In connection with your
use of the Software and as part of the functionality of certain versions of the
Software, you may have access to certain online Services that may be made
available by your financial institution (“FI Services”), including online
banking, online payment, online investment account download, online bill pay,
and online trading. The Software is designed to allow you to access
participating FI Services (if and to the extent provided by your financial
institutions) to set up banking information and allow the Software to access
your account(s) and download transactions into the Software. You acknowledge
and agree that Intuit (i) has no control over the FI Services or access to the
FI Services as may be permitted by your financial institution(s); (ii) does not
guarantee that you will be able to use the Software with the FI Services; and
(iii) will have no liability whatsoever for any actions or inactions on the
part of the financial institutions resulting in your inability to use the Software
to access your accounts, obtain data, download transactions, or otherwise use
or access the FI Services.

 

6.9.2.   
Collection of Financial Institution Account Data.  You acknowledge that in accessing any FI
Services through the Software, your financial institution account access
number(s), password(s), security question(s) and answer(s), account number(s),
login information, and any other security or access information, and the actual
data in your account(s) with such financial institution(s) such as bank
balances, credit card charges, debits and deposits (collectively, “FI Account
Data”), may be collected and stored in the Software depending upon your
financial institution and type of account. You authorize Intuit, in conjunction
with Intuit’s operation of the Software for purposes of the Fi Services, to (i)
collect your FI Account Data; (ii) reformat and manipulate such FI Account
Data; (iii) create and provide hypertext links to your financial institutions;
(iv) access the financial institutions’ websites using your FI Account Data;
and (v) take such other actions as are reasonably necessary to perform the
actions described in (i) through (iv) in order for you to access the FI
Services. You hereby represent that you are the legal owner of your FI Account
Data and that you have the authority to appoint, and hereby expressly do
appoint Intuit as your agent with limited power of attorney to access and
retrieve your FI Account Data on your behalf.

 

6.9.3.    
Information from Financial Institutions’ Websites.  You acknowledge and agree that (i) some
financial institutions may not allow the Software to access the FI Services;
(ii) financial institutions may make changes to their websites, with or without
notice to us, that may affect overall performance of the FI Services and
prevent or delay the FI Services from such websites; and (iii) the Software
refreshes the Software account data by collecting the FI Account Data
automatically or manually (depending on your financial institution or any
changes by you that may require updating), so your most recent transactions may
not always be reflected in any account balances or other account information
presented to you in the Software. If you see a discrepancy in the Software
account data, and in any case before making any transactions or decisions based
on such account information presented in the Software, you must check the last
refresh date for the account, confirm the FI Account Data, and manually update
such data as necessary.

 

6.10.   
Social Media Sites.  As described
above in Section A.5.2, the Software may provide social features or
opportunities for experiences on social platforms such as Facebook®, Twitter®,
and LinkedIn® that enable or facilitate online sharing and collaboration or the
ability to exchange content, materials, and information amongst users of that
social platform and the public. Any content or materials you post, such as
pictures, information, opinions, or any personal information that you make
available to other participants on these social platforms, is subject to the
Terms of Use and Privacy Policies of those platforms. Please refer to those
social media platforms to better understand your rights and obligations with
regard to such content.

 

6.11   
Payment Processing Services.  If
you choose from within the Software to apply for and use Intuit Payment
Solutions, LLC’s payment processing services, you understand and agree to all
terms of the most current version of the Intuit Merchant <https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/><https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/>Agreement
<https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/>
(currently located at <https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/>://
<https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/>quickbooks
<https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/><https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/>intuit
<https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/><https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/>com
<https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/><https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/>payments
<https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/><https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/>legal
<https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/><https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/>TOC
<https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/>102017/
<https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/>merchant
<https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/><https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/>agreement
<https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/><https://quickbooks.intuit.com/payments/legal/TOC102017/merchant-agreement/>)
and subject to change).

 

6.12 QuickBooks Workforce.  Your employee(s) may choose to sign up for
QuickBooks Workforce (“Workforce”), which will allow them to view a limited
amount of your payroll data pertaining solely to their employment (e.g.,
paychecks, hours, time off). During employee onboarding, your employee(s) may
enter their personal, bank account, and Federal and/or state payroll
withholding information (collectively “Information”) or you may enter such
Information into your Payroll Services account for them. We may use the
Information to send an invitation to your employee(s) to create a Workforce
account. If the functionality is available where your employee(s) can edit
certain of their Information in Workforce, their profile may be updated in your
Payroll Service account.  Your
employee(s) must consent to electronically exchanging Information through
Workforce. Intuit is not responsible for any Information submitted through
Workforce or liable for any claims related to the amounts withheld from
paychecks. The information may also be shared in accordance with this Agreement
and Intuit <https://www.intuit.com/privacy/statement/>
<https://www.intuit.com/privacy/statement/><https://www.intuit.com/privacy/statement/><https://www.intuit.com/privacy/statement/>Global
<https://www.intuit.com/privacy/statement/><https://www.intuit.com/privacy/statement/>Privacy
<https://www.intuit.com/privacy/statement/><https://www.intuit.com/privacy/statement/>Statement
<https://www.intuit.com/privacy/statement/>.
You agree to the following:

 

6.12.1 Electronic Signature. If functionality is
available, your employee(s) may choose to, but are not obligated to, use the
electronic signature service provided (“E-Sign”), which will allow them to
electronically sign and/or certify that the Information submitted through
Workforce is true, correct, and complete to the best of their knowledge under
penalty of perjury. Each time your employee(s) choose to use E-Sign, the
employee expressly (i) affirms that he/she is able to access and view the
Information he/she is electronically signing in E-Sign; (ii) consents to
conduct business electronically with respect to the transaction contemplated;
and (iii) agrees to the use of electronic signatures. Enforceability of electronic
signatures varies by jurisdiction. Please consult with your professional
advisor to determine applicability to your situation. Intuit has no
responsibility or liability with respect to the content, validity, or
enforceability of any electronic signature, nor is it responsible or liable for
any matters or disputes arising from the submission of any of your employees’
Information through Workforce. If required by local law, you are solely
responsible for obtaining physical documents containing your employees’
Information (e.g., W-4, state, or local tax withholding forms), and Intuit has
no responsibility or liability with respect to such physical documents.  Intuit makes no representations or warranties
regarding the validity or enforceability of electronic signatures through
Workforce.

 

6.12.2 Change in Preference. In the event your
employee(s) choose to change their preference to manually sign and/or receive
Information from electronic to paper format, you must provide email or paper
confirmation regarding the employee(s) changed preference. This notice must
include the date by which the employee(s) will begin receiving paper format
again. Intuit has no responsibility or liability with respect to obtaining
physical copies.

 

6.12.3 Termination of Employment.   If your employee(s) is/are terminated,
whether voluntarily or involuntarily, they may no longer have access to
Workforce; however, if they have access, any edits they make to their
Information in Workforce after such termination will not update your Payroll
Services account.

 

6.13 QuickBooks Desktop File Doctor Service. You
may be able to use the QuickBooks Desktop File Doctor Service to capture
certain financial information which has become unusable, or if you desire to
create a new data file, subject to the terms set forth below. QuickBooks
Desktop File Doctor Service includes the following: Intuit Data Services; the
File Doctor Diagnostic Tool and Data Recovery Support and Password Removal.
Separate fees, additional terms and conditions may apply.

 

QuickBooks Desktop File Doctor Service is
designed to help you to fix certain types of file and/or data corruption,
Windows setup problems, and network setup problems and test your network, and
help resolve network problems that affect QuickBooks Desktop. Any access or use
of QuickBooks Desktop File Doctor Service from or with QuickBooks Desktop shall
also be subject to and governed by the terms of the End User License Agreement
for QuickBooks Desktop Software, applicable to your licensed version (the “QB
Desktop EULA”) and is also subject to Intuit’s discontinuation policy as
described in the QuickBooks Desktop EULA and also currently located at <https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560>://
<https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560>quickbooks
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<https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560><https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560>com
<https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560><https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560>learn
<https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560><https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560>support
<https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560><https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560>en
<https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560><https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560>us
<https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560><https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560>discontinue
<https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560><https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560>products
<https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560><https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560>quickbooks
<https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560><https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560>desktop
<https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560><https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560>service
<https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560><https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560>discontinuation
<https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560><https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560>policy
<https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560><https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560>and
<https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560><https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560>upgrade
<https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560>/00/185560
<https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560>.

 

If you select the Data File Transfer option, you
acknowledge and agree that, while the QuickBooks Desktop File Doctor Service
can typically be performed within the estimated times shown on the QuickBooks
website, these times are estimates and additional time may be needed by Intuit
to complete the Services depending on your specific needs with unusable data or
a corrupted file, or due to circumstances beyond our control.

 

Intuit will notify you by email or phone when the
QuickBooks Desktop File Doctor Service is complete and the Data files are
deliverable, if any, and are available for retrieval. You must retrieve any
such Data files by downloading them from the Intuit website within ten (10)
business days or by any other means Intuit makes available to you after notice
of completion of the Services is given. Intuit will not be responsible for and
may delete any such files after 10 days.

 

6.14. Intuit Data Protect Services.

 

6.14.1. Use with QuickBooks Desktop Software. If
you are a licensed user of Intuit’s QuickBooks® Desktop software (“QB
Desktop”), the Intuit Data Protect Services contains certain features and
functionality that allow you to upload, access and manage your data and other
Content from within QB Desktop. Any access or use of the Intuit Data Protect
Services from or with QB Desktop may be limited to only certain versions of the
QB Desktop and shall also be subject to and governed by the terms of this End
User License Agreement. Access or use of the Intuit Data Protect Services is
also subject to Intuit’s service discontinuation policy.

 

6.14.2. Uploaded Data; Content. You agree and
acknowledge that you are solely responsible for all data and other Content you
upload to the Intuit Data Protect Services. Intuit does not control the data or
other Content stored within users’ accounts and does not have any obligation to
monitor such data or Content for any purpose.

 

You acknowledge and agree that your account may
be subject to limitations on storage, and/or the quantity, size and format of
the data or other Content permitted for upload to the Intuit Data Protect
Services. Intuit reserves the right to change such limitations from time to
time, and the changes will be effective when posted on the Intuit Data Protect
Services website or when we notify you by other means.

 

When you upload data or other Content to the
Intuit Data Protect Services, please be advised that the Intuit Data Protect
Services does not perform any virus-checking or other scanning for harmful code
and the original resolution of your Content may be affected. You are solely responsible
for any data or Content that may be lost or unrecoverable through your use of
the Intuit Data Protect Services.

 

You acknowledge that Intuit and its licensees may
display advertisements and other information adjacent to or included with your
data or Content on and through the Intuit Data Protect Services.

 

You acknowledge that as an active subscriber to
the Intuit Data Protect Services you may be offered additional discounts,
products and services at Intuit’s discretion, when and if they become
available.

 

6.14.3. Payment. Fees apply for the Intuit Data
Protect Services and you will be charged the applicable subscription fee on a
recurring monthly or yearly basis.

 

6.14.4. Upgrades/Downgrades. If you wish to
upgrade to a higher tier Intuit Data Protect Services subscription, or
downgrade to a lower tier Services subscription, please contact Intuit Support.
Unless provided to you otherwise refunds shall be as follows:

 

If you upgrade to a higher-priced tier, you will
receive a pro-rated refund for the remainder of the lower-tier subscription
amount. You will then be charged the higher-tier subscription amount to reflect
the higher pricing of your new higher-tier subscription. Your new subscription
period will start on the day of the new higher-tier subscription.

 

If you downgrade to a lower-priced tier, you will
receive a pro-rated refund for the remainder of the higher-tier subscription
amount. You will then be charged the entire lower-tier subscription amount to
reflect the lower pricing of your new lower-tier subscription. Your new
subscription period will start on the day of the new lower-tier subscription

 

If you subscribe to the Intuit Data Protect
Services as part of a support or bundle plan and were previously subscribed to
the Intuit Data Protect Services separately, you will not be entitled to a
refund for the remainder of the billing period for the separately purchased
Service. No discounts will be given on the bundled services for previous
subscribers who purchased the Service separately.

 

6.14.5 Cancellation. Upon cancellation, for a
period of thirty (30) days, you will be able to access the Intuit Data Protect
Services, and only data and other Content you uploaded to the Intuit Data
Protect Services up to the end of your subscription term, as specified in the
product or product program pages on http://www.intuit.com.
After the thirty (30) days, you will not have any access to the Intuit Data
Protect Services, data and other Content you uploaded. There are no refunds
upon cancellation. Follow product instructions to cancel your account.

 

7.   
ACQUIRING A PAYROLL FOR DESKTOP SERVICES SUBSCRIPTION

 

7.1.    You
Must Be a Licensed QuickBooks Desktop Software User to Subscribe. Whether you
purchased your Software license on a standalone or Subscription basis
(depending on your location and the purchase options available to you), you may
obtain a monthly or annual subscription to the Payroll for Desktop Service at
any time by going to the QuickBooks web site, http://www.quickbooks.intuit.com/.
You must be a licensed subscriber or licensed user of the latest or applicable
(currently supported or non-discontinued) QuickBooks Desktop software version
in order to use the Payroll for Desktop Service. Restrictions, additional
terms, and fees apply. If you purchased a Subscription to QuickBooks Desktop
Enterprise, the Payroll for Desktop Service may be included depending on your
choice of Subscription.

 

7.2.    Use
of Services May Require Acceptance of Additional Terms.  The Services, including but not limited to
the Payroll for Desktop Services or other Services, Applications, tools,
features, and Subscriptions may be accompanied by (and use or continued use
subject to this Agreement and your acceptance of) separate agreements, terms,
and conditions, as well as payment of any applicable fees.

 

7.3.   
Updates and Upgrades.  For
additional information about Payroll for Desktop Service Updates, Upgrades, and
eligibility see Section 10 below.

 

8.   
PAYING FOR YOUR SUBSCRIPTION PLAN AND ANY SERVICES.  When you subscribe to a paid Subscription
Plan or any Services, you must have a valid credit card or a valid debit card
with a Visa or MasterCard logo (“Card”) or sufficient funds in an acceptable
U.S. checking or savings account to cover an electronic debit of the initial
and monthly Subscription fee to obtain (and to maintain uninterrupted) the
applicable Subscription. The information you provide must be accurate and
complete. When you subscribe and provide payment information, your Card or bank
account will be debited (initially), and will be thereafter automatically
re-debited, at the then current Subscription rate, at the beginning of each
applicable monthly, quarterly, or one-year Subscription Plan term (“Renewal
Term”) to maintain the applicable Subscription. You may notify us at any time
to cancel a Subscription. To help minimize the potential for unwanted Renewal
Term charges, you should notify us of your desire to cancel a Subscription Plan
prior to the beginning of the next Renewal Term.

 

9.   
WARRANTY DISCLAIMER

 

9.1.   
General.  For general Software
warranty disclaimers, see Section A.7.1. Additional warranty disclaimers are
provided below.

 

9.2.   
Payroll Tax Tables.  YOU ASSUME
FULL RESPONSIBILITY FOR YOUR SELECTION OF THE TAX TABLE TO ACHIEVE YOUR
INTENDED PURPOSES, FOR THE PROPER INSTALLATION AND USE OF ANY TAX TABLE, AND
FOR VERIFYING THE RESULTS OBTAINED FROM USE OF THE TAX TABLES. INTUIT AND ITS
SUPPLIERS DISCLAIM AND EXCLUDE ANY TERM, REPRESENTATION, WARRANTY, OR CONDITION
THAT ANY TAX TABLE OR FUNCTIONS CONTAINED IN ANY TAX TABLE WILL MEET YOUR
REQUIREMENTS, OR THAT THE OPERATION OF THE TAX TABLES WILL BE UNINTERRUPTED OR
ERROR FREE.

 

9.3.   
Payroll for Desktop Services.  YOU
ASSUME FULL RESPONSIBILITY FOR THE USE OF THE PAYROLL FOR DESKTOP SERVICES TO
ACHIEVE YOUR INTENDED PURPOSES, FOR THE PROPER INSTALLATION AND USE OF THE
PAYROLL FOR DESKTOP SERVICE AND FOR VERIFYING THE RESULTS OBTAINED FROM USE OF
THE PAYROLL FOR DESKTOP SERVICE. IN ADDITION TO THE OTHER DISCLAIMERS IN THIS
AGREEMENT, INTUIT AND ITS SUPPLIERS DISCLAIM ANY WARRANTY THAT THE PAYROLL FOR
DESKTOP SERVICE WILL MEET YOUR REQUIREMENTS, OR THAT THE OPERATION OF THE
PAYROLL FOR DESKTOP SERVICE WILL BE UNINTERRUPTED OR ERROR FREE.

 

10.   
RECEIVING SOFTWARE UPDATES; UPDATE AVAILABILITY AND ELIGIBILITY FOR
UPGRADE(S)

 

10.1.   
Receiving Software Updates.  If
and when you connect to the internet and use the Software, Intuit may also
include Updates in the transmission or install programs you may have requested.
Updates may sometimes include bug fixes or other important or critical patches.
You are required to install all Updates promptly in order to ensure full
functionality of the QuickBooks Desktop software and we recommend that you turn
on ‘auto update’ to help ensure timely receipt of all such Updates. Additionally,
certain Updates may require you to Uninstall and re-install the QuickBooks
Desktop software to continue your eligibility to receive all future updates,
including critical updates.

 

10.2.   
Update Availability and Eligibility for Upgrade Based on Software
License Type.  In exchange for your
continued compliance with this Agreement, and any changes or modification to
this Agreement made by Intuit as described above in Section A.9., you shall
have access to the purchased Software or Subscription in accordance with the
following provisions:

 

10.2.1.   
Software Licensed on a Standalone Basis. 
If you purchased your license for QuickBooks Desktop software by making
a one-time, upfront payment at retail or directly from Intuit and not under a
Subscription, you are entitled to receive: (i) access to the features of the
specific version of the QuickBooks Desktop software product and version
purchased; and (ii) Updates and Enhancements to the QuickBooks Desktop software
on a when-and-if available basis through the then-current support
discontinuation or end date for the particular QuickBooks Desktop software
version, which for QuickBooks Desktop 2022 is May 31, 2025 (see Section 13
below). Updates and Enhancements do not include future Upgrades to the
Software. Intuit’s obligations to you under this Section are contingent upon
you installing all Updates within 30 days after release or upon being notified
by Intuit or its representatives of their availability, whichever occurs first.
Software purchased on a separate standalone basis, including eligibility for
Updates and Enhancements, is subject to the terms of this Agreement and the
discontinuation policy and termination provisions in Sections 13 and 14 below.

 

10.2.2.   
Software Licensed on a Subscription Basis.  If you purchased a Subscription based license
for the Software, which generally means that you will be paying for your use of
the Software on a monthly or annual basis then, so long as your Subscription
remains active and so long as Intuit is receiving the applicable payment from
you, you are entitled to receive as part of your active Subscription:

(i) access to the features of the Software
subscribed to by you;

(ii) Updates and Enhancements on a when-and-if
available basis;

(iii) certain additional products, add-ons or
other Services, and/or discounts generally provided by Intuit to all
subscribers, when-and-if they should be made available to you (such products,
add-ons or other Services may be accompanied by, and use subject to, additional
terms, conditions, and fees); and

(iv) for subscribers under certain qualifying
Subscriptions only, the right to receive new releases (i.e., Upgrades) of the
Software when-and-if they are available (also referred to in this Agreement as
“Version Protection”).

 

Software licensed on a Subscription basis is
eligible for Updates and Enhancements only during the active Subscription
period. Neither Updates nor Enhancements include future Upgrades to the
Software.

 

Upgrades are only offered on a when-and-if
available basis and only to active subscribers under certain qualifying
Subscriptions.

 

If you obtained a subscription for the Software
that includes new or Upgrade versions of the Software, you agree that Intuit
may require you to install such new or Upgrade versions of the Software in
order to continue your subscription. You agree to accept and install all such
new or Upgrade version(s) of the Software within the time period specified by
Intuit. You understand and agree that if you do not install such new or Upgrade
version(s) within the specified time period Intuit may provide you a final
notification that accepting such new or Upgrade version(s) is required and that
failure to install such new or Upgrade version and replace the prior version of
the Software will result in termination of your subscription.  If you do not then make such Upgrade within
an additional specified time period after the date of issuance of Intuit’s
final notification then Intuit, at its sole discretion, may immediately
terminate (i) your subscription, (ii) your continued use of the Software and
(iii) all other subscription benefits and services; and, at its discretion, may
refund any unused or prorated balance of your subscription fees. 

 

If you are entitled to receive an Upgrade under
an active qualifying Subscription, you may be required to accept different or
additional software license terms and conditions as provided. If you do not
agree to any such new license or subscription terms and conditions, you may
cancel your subscription. Additionally, if you have purchased a Subscription
that includes support, or if you have subscribed to a separate support Services
plan, you will also be entitled to receive support Services as described in
Section 12 below. If the term of your Software, Services, or other Subscription
expires or is terminated for any reason, you will no longer be authorized to
receive or install such Updates and Enhancements and you will no longer be
entitled to receive Upgrades.

 

10.2.3.   
QuickBooks Desktop Subscription versions. During your active
Subscription term, you are entitled to the applicable QuickBooks Desktop
Software, Enhancements, Updates, and Upgrades to the Software, when-and-if they
are available. When your Subscription terminates or lapses, you will lose your
license to use the QuickBooks Desktop Software. Though you will no longer have
access to the Software and all related Services, you will retain access to your
company data file stored on your device, which can be reinstated to a readable
QuickBooks Desktop format upon reactivation of your Subscription or with the
purchase of a new license to the Software.

 

10.2.4.   
ProAdvisor Deluxe and Premium and QuickBooks Accountant Desktop Plus
Subscription. During your active Subscription term, you are entitled to the
applicable QuickBooks Desktop Software, Enhancements, Updates, and Upgrades to
the Software, when-and-if they are available. When your Subscription terminates
or lapses, you will retain your license to use the QuickBooks Desktop Software,
as well as Enhancements and Updates when-and-if they are available, but will no
longer be entitled to Upgrades.

 

10.2.5.   
Enhanced Payroll Plus and Assisted Payroll Plus Subscription. During
your active Subscription term, you are entitled to Payroll for Desktop
Services, the applicable QuickBooks Desktop Software, Enhancements, Updates,
and Upgrades to the Software, when-and-if they are available. When your
Subscription terminates or lapses, you will retain your license to use the
QuickBooks Desktop Software, as well as Enhancements and Updates when-and-if
they are available, but will no longer be entitled to Upgrades nor have access
to the Payroll for Desktop Services.

 

10.2.6.   
Payroll for Desktop Services. All Payroll for Desktop Services
interoperate only with compatible, supported versions of the Software; so from
time to time you may need to install Software Updates (or allow Intuit to
install them electronically) or purchase and install Software Upgrades to be
able to continue using the applicable Payroll for Desktop Service.

 

11.   
DELIVERY OF SOFTWARE ELECTRONICALLY OR VIA PHYSICAL MEDIA.  As determined by Intuit in its sole
discretion, the Software, Subscription, and related Services may be provided
via physical media (e.g. DVD) and/or electronically via the internet. You may
be charged an additional fee if Intuit makes the Software, Subscription, or
Services available electronically and via physical media, or different media
form or format (some of which could be fee-based) and you choose physical media
or otherwise choose the form or format which is identified as having an
additional fee. Any software that is delivered by electronic transmission
(regardless of whether a replacement copy is ordered) will be deemed delivered
on the date that Intuit makes such program available for download. It is your
sole responsibility to establish and maintain in good working order adequate
internet access in order to receive the Software, Subscription, or related Services,
if applicable, as well as the computer via which you will access or use any of
these.

 

12.    HELP
AND SUPPORT

 

12.1.   
Support Services.  Support
Services are technical assistance and customer service provided by Intuit in
connection with Software, Services, or Subscriptions using various means,
including in-product, internet, chat, e-mail, and telephone, some of which may
require payment of additional fee(s). The terms and conditions governing the
offering or provision of support Services are subject to change as may be
announced by Intuit from time to time. Please consult the QuickBooks support
website (currently accessible at, https://community.intuit.com/products/quickbooks-help-en-us)
for the most up-to-date information relating to support and any associated
fees, as well as Updates to the Software. By using QuickBooks support Services,
you authorize Intuit to collect certain company data files in order to provide
you with a better customer support experience.

 

12.2.   
Support Services Fees.  Only
subscribers with (active, paid accounts in good standing and) specified
Subscriptions and an included or paid support plan have access to the support
Services. If you purchased a Software license on a standalone basis by making a
one-time payment, or if your particular Subscription plan does not include
support, you will have to pay a fee to access the support Services.
Availability and access to all Services, including Support Services for your
Software, is subject to the then-current Intuit discontinuation policy
applicable to your particular Software version (see below).

 

13.   
DISCONTINUATION POLICY AND END OF SOFTWARE SUPPORT

 

13.1.   
Discontinuation Policy; Software Support End-Date; Non-Supported System
Requirements, Services, or Software

 

13.1.1.   
Discontinuation Policy (Software End-of-Life).  The Intuit Software is subject to Intuit’s
discontinuation policy and Intuit reserves the right to discontinue all support
for the Intuit Software, and/or for any features, online or other Services or
content accessible through the Intuit Software in accordance with its
then-current discontinuation policy or in connection with required Upgrades to
new version(s) of the Software as part of a subscription plan. If the Intuit
Software offers Services that require a connection to an Intuit server
(including internet-based Services), such as downloading financial data from a
participating bank, credit union, credit card, brokerage, mutual fund accounts,
online bill paying, and downloading stock/fund quotes and news, such Services
may expire in accordance with Intuit’s current discontinuation policy or in
connection with required Upgrades to new version(s) of the Software as part of
a subscription plan. Once an Intuit Software version or its support is
discontinued, no replacement CDs or future support or Updates, will be provided
or made available by Intuit for that particular Software version. You
understand that discontinued Software versions (i.e., Software versions for
which support and Updates are no longer provided) may in the future be
vulnerable to un-patched issues, including bugs, security, and other risks, and
that Intuit is not responsible for your continued use of such Software.

 

13.1.2.   
Intuit Software Support Discontinuation or End-Date.  Subject to Intuit’s discontinuation policy or
any Subscription terms which require an upgrade to a new version of the
Software, Intuit will provide support for QuickBooks Desktop 2022 Software
until May 31, 2025 unless discontinued sooner due to a required subscription plan
Upgrade. More information about the discontinuation policy relating to the
Software is available at https://quickbooks.intuit.com/learn-support/en-us/discontinue-products/quickbooks-desktop-service-discontinuation-policy-and-upgrade/00/185560.

 

13.1.3.   
Non-Supported System Requirements, Services, or Software (i.e., no
longer supported by their third party providers). System requirements and
operating environments for use of the Software as designed, including
currently-supported operating systems, database engines, browsers and other
technical components are available on the website for the Software.
Notwithstanding anything above to the contrary, Intuit will not provide (and is
not in any way liable to you for) Software support for Services, software, or
system requirements or operating environments, including any operating system,
database server or browser version, or other technical component, that is
unsupported by its originating third party provider. In the event that any
currently-supported Services, software, system requirement or operating
environment, or other technical component is discontinued or no longer
supported by its provider, Intuit will likewise discontinue its Software
support for that particular Service, software, system requirement, operating
environment or system, database server or browser version, or other technical
component.

 

14.   
TERMINATION

 

14.1.   
General.  Support for the Software
will be discontinued or terminated as described above in Section B.13. Your
rights to use the Software, including your access to and use of any Services or
Subscription, may be terminated by Intuit immediately and without notice in
accordance with the termination provisions of this Agreement, including those
above in Section A.10., or in this section B.14, if at any time you fail to
comply with any term or condition of this Agreement.

 

14.2.   
Payroll for Desktop Service

 

14.2.1.   
Your rights to any Payroll for Desktop Services Subscription may be
terminated by Intuit if Intuit is unable to debit your payment method in
accordance with this Agreement, Intuit will not provide refunds for any Payroll
for Desktop Services outside of the 60-Day Satisfaction Guarantee period
described in Section 15 below. Intuit has the right to change or add to the
terms or conditions of any Payroll for Desktop Service or Subscription Plan at
any time (provided that it is not Intuit’s intent that such change
substantially affect the license rights granted to you and for which
consideration was paid by you), and to change the method of delivering or
accessing the Payroll for Desktop Service and/or the Subscription fee, and to
change, delete, discontinue or impose conditions on any feature or aspect of
the Payroll for Desktop Service. In this event you will receive notice of such
change, typically via email or on www.quickbooks.com.
For the latest version of the terms or conditions of the applicable Payroll for
Desktop Service, go to www.payroll.com, or such
other site designated by Intuit.

 

14.2.2.   
In addition to termination of your rights as described above, you
understand that if you subscribe and use any Payroll for Desktop Service to
process payroll fraudulently, Intuit will share your name and other information
we collect with similar payroll processors in an attempt to collect outstanding
amounts you owe to Intuit and other payroll processors.

 

14.3.   
Assisted Payroll for Desktop Service. 
Intuit has the right to change or add to the terms or conditions of
Assisted Payroll at any time (provided that it is not Intuit’s intent that such
change substantially affect the license rights granted to you and for which
consideration was paid by you), and to change the method of delivering or
accessing Assisted Payroll and/or the Subscription fee and to change, delete,
discontinue or impose conditions on any feature or aspect of the Assisted
Payroll for Desktop Service.

 

14.4.   
Direct Deposit Service.  Your
access to and use of the Direct Deposit Service may be terminated by Intuit in
accordance with the termination provisions of this Agreement. You may terminate
your use of the Direct Deposit Service by notifying us that you no longer wish
to use the Direct Deposit Service. Access to the Direct Deposit Service will
remain in effect until we have a reasonable opportunity to act on the notice.
If you terminate the Direct Deposit Service, no fees you have paid will be
refunded, if applicable.

 

15.   
60-DAY SATISFACTION GUARANTEE

 

15.1.   
General.  If within 60 days of
purchase, you are not satisfied with the Software and you purchased the
Software from a retail store, you may uninstall and delete all copies of the
Software from your computer(s) and return it within 60 days of purchase to the
store where you purchased your license with a dated receipt for a full refund.
If the store is unable or unwilling to issue a refund or if you obtained the
Software directly from Intuit, you may uninstall and delete all copies of the
Software and return the Software with a dated receipt or packing slip within 60
days of purchase via U.S. mail to Intuit Inc., Returns Department, PO Box
19004, Greenville, SC 29602-9004 or via UPS to Intuit Inc., Returns Department,
110 Hidden Lake Circle, Duncan, SC 29334. If you obtained the Software directly
from Intuit via an internet download, you may submit a written request to Intuit
including your name, contact and product order information to Intuit Inc.,
Returns Department, PO Box 19004, Greenville, SC 29602-9004. If the Software
was pre-installed on your computer when you bought it, or if DVDs came packaged
with your computer at no extra charge, follow the manufacturer’s applicable
return policy. If you obtained the Software by downloading it on your computer,
contact the provider of the download site. Intuit will not provide refunds
outside the 60-Day Satisfaction period.

 

15.2.   
Payroll for Desktop Service.  If
you are not satisfied with the Basic or Enhanced Payroll Subscription and you
purchased the Subscription from a retail store, you may uninstall and delete
all copies of the Software from your computer(s) and return it within 60 days
of purchase to the store where you purchased your license with a dated receipt
for a full refund of the purchase price. If the store is unable or unwilling to
issue a refund or if you obtained the Subscription directly from Intuit, you may
uninstall and delete all copies of the Software and return the Software with a
dated receipt or packing slip within 60 days of purchase via U.S. mail to
Intuit Inc., Returns Department, PO Box 19004, Greenville, SC 29602-9004, or
via UPS to Intuit Inc., Returns Department, 110 Hidden Lake Circle, Duncan, SC
29334. If you obtained the Subscription directly from Intuit via an internet
download, you may submit a written request to Intuit including your name,
contact and product order information to Intuit Inc., Returns Department, PO
Box 19004, Greenville, SC 29602-9004.

 

15.3.   
Assisted Payroll for Desktop Service. 
If you are not satisfied with the Assisted Payroll Subscription and you
obtained the Subscription directly from Intuit, you may uninstall and delete
all copies of the Software and return the Software with a dated receipt or
packing slip within 60 days from submission of your first payroll for a full
refund of your sign-up fee and transaction fees via U.S. mail to Intuit Inc.,
Returns Department, PO Box 19004, Greenville, SC 29602-9004, or via UPS to
Intuit Inc., Returns Department, 110 Hidden Lake Circle, Duncan, SC 29334. If
you obtained the Subscription directly from Intuit via an internet download,
you may submit a written request to Intuit including your name, contact and
product order information to Intuit Inc., Returns Department, PO Box 19004,
Greenville, SC 29602-9004.

 

16.   
LIMITED WARRANTY

 

16.1.   
Tax Tables.  Intuit warrants that
the tax table(s), if and when made available by Intuit, will operate
substantially as described in the related documentation. The tax table is
designed to provide you with information only and you understand and agree that
Intuit is not engaged in rendering legal, accounting or other professional
advice or services. If legal advice or other expert assistance is required, you
should seek the service of a competent professional. It is your responsibility
to be knowledgeable of tax table changes that affect you and to ensure that you
follow these changes by law.

 

16.2.    If
the DVD is Defective within 60 Days of Shipment.  If the DVD on which the Software is stored is
defective, then return the DVD to Intuit Inc., Returns Department, PO Box
19004, Greenville, SC 29602-9004 within 60 days of shipment (or in the case of
a retail purchase, within 60 days of purchase) with a dated receipt or packing
slip, and a replacement DVD will be mailed to you.

 

16.3.    If
the DVD is Defective More than 60 Days after Purchase.  If more than 60 days has elapsed from the
purchase date and the DVD is defective and you would like a replacement while
that version is still commercially available, you may obtain a replacement by
sending your defective DVD and a check for the applicable amount published by
Intuit (additional fees may apply per replacement), plus applicable taxes, to
Intuit at the address listed in Section 16.2 above. For all orders shipped
within the U.S., please add all applicable shipping and handling charges, state
and local sales tax as well as tax on shipping and handling based on your
shipping address.

 

16.4.    If
the DVD or Software Included or Pre-Installed with Your Purchased Computer is
Defective or Functioning Improperly.  If
the Software was pre-installed on your computer when you bought it, or if DVDs
came packaged with your computer at no extra charge, and the Software is
defective or was installed improperly, you may obtain replacement DVDs from the
company that manufactured your computer, at its option, by sending your request
stating the nature of the problem, plus a copy of your dated receipt for the
computer on which the Software was installed, to the manufacturer of the
computer.

 

16.5.    If
You Obtained the Software By Download. 
If you obtained the Software by downloading it on your computer and the
Software installed improperly, contact the provider of the download site.

 

17.   
INTUIT’S ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDIES.  SECTION A.8., AND SECTION B.15. AND B.16. OF
THIS AGREEMENT SET FORTH INTUIT’S SOLE AND ENTIRE LIABILITY AND YOUR EXCLUSIVE
REMEDIES IN THE EVENT OF YOUR DISSATISFACTION WITH THE SUBSCRIPTION, THE
SOFTWARE, DEFECTIVE DVDS OR APPLICABLE SETUP SERVICE, UPDATE SERVICE, TECHNICAL
SUPPORT/SUPPORT SERVICE PROVIDED AS PART OF OR IN CONNECTION WITH THE
SUBSCRIPTION OR THE SOFTWARE.

 

18.    NO
ADVICE.  As stated in Section A.6.1.,
Intuit does not give professional advice. Neither the Software, nor any
Services or Subscriptions (including but not limited to any Payroll for Desktop
Services, Assisted Payroll for Desktop Services, Direct Deposit Services, tax
tables, or other Services, features, or offerings) provided or made available
to you by Intuit or otherwise accessible for your use in, through, or in
connection with the Software, include or facilitate access to the internet for
connecting to any Service or otherwise, and neither furnishes or constitutes
legal or professional services or advice, advice of deductions or direct deposit
to Payees, or advice or information regarding any selected tax table or local,
governmental, or other taxes.

 

19.   
HEALTH INFORMATION AND PRIVACY. 
If you intend to use the Software, related Services and content in
conjunction with the medical or health information of particular individuals,
you acknowledge and agree that the Software, related Services and content are
not HIPAA-ready or HIPAA-compliant and will not assist with or ensure
compliance with HIPAA, and that you are solely responsible for using the
Software, related Services and content in a manner consistent with all
applicable federal and state privacy laws relating to medical or health
information.

 

20.   
THIRD PARTY NOTICES

 

20.1.   
QlikTech Terms.  If you are a
QuickBooks Desktop Enterprise solutions customer, and subscribe to the Advanced
Reports Service (additional fees may apply), the following terms apply:

 

20.1.1.   
User acknowledges that the Software contains or incorporates proprietary
software owned by QlikTech and its affiliates (“QlikView Products”). User is
expressly prohibited from using the QlikView Products in any way other than
integrated with the data structures of the OEM Product. User has no license or
any other right to the QlikView Products, and may under no circumstances
whatsoever use the QlikView Products independently or separated from the OEM
Product. QlikTech and its affiliates are third party beneficiaries of this
Agreement and may enforce the applicable terms and conditions of this
Agreement.

 

20.1.2.    User
may only use the QlikView Products for its own internal purposes in accordance
with the terms of this Agreement. User shall not, directly or indirectly: (i)
sell, rent, sublicense, publish, display, loan, distribute or lease the
QlikView Products; (ii) transfer to any other person or entity any of its
rights to use the QlikView Products except as expressly permitted hereunder;
(iii) reverse engineer, decompile, disassemble, modify, translate, make any
attempt to discover the source code of the QlikView Products or underlying
ideas or algorithms of the QlikView Products or any software contained therein,
or create derivative works from the QlikView Products unless explicitly
permitted by applicable and mandatory law; (iii) remove, delete or modify any copyright
notices or any other proprietary notices or legends on, in or from the QlikView
Products; or (iv) use the QlikView Products in any manner not authorized by
this Agreement.

 

20.1.3.   
QlikTech and its affiliates, or their respective suppliers or licensors
where applicable, own and retain all right, title and interest in and to the
QlikView Products, and their respective patents, trademarks (registered or
unregistered), trade names, service marks, logos, designs, copyrights, trade
secrets and confidential information. User does not acquire any right, title or
interest in or to the QlikView Products or any intellectual proprietary rights
contained therein.

 

20.1.4.   
User agrees to (i) comply with all applicable local, state, national and
foreign laws and regulations in connection with User’s use of the QlikView
Products, including those related to data privacy, copyright, export control
and the transmission of technical or personal data; and (ii) use reasonable
security precautions for providing access to the QlikView Products by its
employees or other individuals to whom User provides access and to prevent
unauthorized access to use of the QlikView Products. User is fully responsible
for all data it introduces into the QlikView Products, including but not
limited to adequate protection and backup, and none of Intuit, QlikTech or
their respective affiliates shall have any obligation or liability with respect
thereto.

 

20.1.5.   
Individual software components, each of which has its own copyright and
its own applicable license conditions (“QlikView Third Party Software”) may be
distributed, embedded, or bundled with the QlikView Products. Such QlikView
Third Party Software is separately licensed by its copyright holder. Use of the
QlikView Third Party Software must be in accordance with its license terms
available at http://www.qlik.com/us/info/software-ula?ga-link=footer.
No representations, warranties or other commitments of any kind are made
regarding such Third Party Software.

 

20.1.6.   
Your rights to access/use the QlikView Products shall be immediately
terminated upon your breach of any of the terms of this Section.

 

 

© 2021 Intuit Inc. All rights reserved.

Intuit Inc.

P. O. Box 7850

Mountain View, CA 94039-7850

 

Rev June 2021