TERMS AND CONDITIONS
1. DESCRIPTION OF SERVICES
1.1 The Services provided by SAVVY consist of financial and non-financial forecasting, reporting, monitoring, analysis, consolidation and benchmarking for Small to Medium business enterprises and accountants and bookkeepers (“Partners”, "Advisors"), and include other Services offered by SAVVY from time to time which you have selected and which are subject to these Terms. SAVVY primarily offers three distinct types of subscriptions: monthly (MONTHLY) subscriptions, tiered plan (“PARTNER”, "ADVISOR") subscriptions and additional (“ADDITIONAL”) subscriptions for other services, such as Whitelabelling.
2. ACCESS TO SERVICES
2.1 The Services, together with the www.SAVVYREPORTS.com website and domain names and any other linked pages, features, content, or application services offered from time to time by SAVVY (collectively, the “Website”), are owned and operated by SAVVY. Subject to the terms and conditions of this Agreement, SAVVY hereby grants you a non-exclusive license, with no right to sublicense, to copy and install certain SAVVY code on a website you own, control or operate, for the sole purpose of using the Services in connection with such websites. SAVVY may change, suspend or discontinue the Services at any time, including the availability of any feature, database, or SAVVY Content (as defined below). SAVVY may also impose limits on certain features and services or restrict your access to parts or all of the Services without notice or liability. SAVVY reserves the right, in its sole discretion, to modify this Agreement at any time by posting a notice on the Website, or by sending you a notice via email or postal mail. You shall be responsible for reviewing and becoming familiar with any such modifications. Your use of the Services following such notification constitutes your acceptance of the terms and conditions of this Agreement as modified. You represent and warrant to SAVVY that:
I. you are of legal age to form a binding contract;
II. all registration information you submit is accurate and truthful;
III. you will maintain the accuracy of such information. You also certify that you are legally permitted to use and access the Services and take full responsibility for the selection and use of and access to the Services. This Agreement is void where prohibited by law, and the right to access the Services is revoked in such jurisdictions.
3.1 The Websites, the Services, and their contents may only be used in accordance with the terms of this Agreement. All materials displayed or performed on the Websites or in the Services, including, but not limited to text, graphics, articles, photographs, images, illustrations (also known as the “SAVVY Content,”, "Content") are protected by copyright. You shall abide by all copyright notices, trademark rules, information, and restrictions contained in any Content accessed through the Services, and shall not use, copy, reproduce, modify, translate, publish, broadcast, transmit, distribute, perform, upload, display, license, sell or otherwise exploit for any purposes whatsoever any Content or other proprietary rights not owned by you:
I. without the express prior written consent of the respective owners;
II. and, in any way that violates any third party rights.
3.2 You may download or copy Content (and other items displayed on the Websites or Services for download) for personal non-commercial use only (unless provided for otherwise in supplemental terms), provided that you maintain all copyright and other notices contained in such Content. You shall not store any significant portion of any Content in any form. Copying or storing of any Content other than personal, noncommercial use is expressly prohibited without prior written permission from SAVVY. If you link to the Websites, SAVVY may revoke your right to such link at any time, at SAVVY’s sole discretion. Any material downloaded or otherwise obtained when using the Service is obtained at your own risk. You will be solely responsible for any damage to your computer system or other device used to access the Service that happens as a result of the obtainment of any such Content. The Service may include hyperlinks to other web sites, or content. SAVVY is not responsible for the content or availability of this third-party content. SAVVY does not necessarily endorse any advertising, products or other materials featured, or available on other web sites. When you access any third-party websites or content you should review their terms and conditions and any other associated privacy documentation.
3.3 during use of the Services, you may provide information which may be used by SAVVY in connection with the Services. You understand that by providing content, materials or information (including without limitation information relating to any user that is associated to your account) to SAVVY or in connection with the Services (collectively, “Your Content”), SAVVY hereby is and shall be granted a nonexclusive, worldwide, royalty free, perpetual, irrevocable, sub licenseable and transferable right to use, process, store, copy, reproduce, reformat, translate, modify and create derivative works of Your Content (including all related intellectual property rights) in connection with SAVVY’s provision of the Services.
3.4 To facilitate industry benchmarking, indexing and enhancements to Services, You grant SAVVY a non-exclusive, worldwide, irrevocable, royalty-free license to use any data (which may also include your personal information) derived from Your use of the Services in an aggregated, anonymous and non-identifiable manner.
4. WARRANTIES AND ACKNOWLEDGEMENTS
4.1 When abiding by the Terms, SAVVY allows you to use its Services, this opportunity shall be referred to as the “License.” The personal, worldwide, royalty-free, nonexclusive License is for the sole purpose of allowing you to use and benefit from the Services. You shall not assign your rights (wholly or in part) to use the Service to another. You shall not agree to or allow another entity to have a security interest in or over your rights to use the Service, or otherwise transfer or trade any part of your rights to use the Service as detailed in the Terms, unless you assign ownership to another via the Service.
4.2 You warrant that where You have registered to use the Services on behalf of another person, You have the authority to agree to these Terms on behalf of that person and agree that by registering to use the Services You bind the person on whose behalf You act to the performance of any and all obligations that you become subject to by virtue of these Terms, without limiting Your own personal obligations under these Terms.
4.3 If you provide any Personal Data, including Personal Data relating to your end users, to SAVVY, you represent and warrant that:
I. you will comply with all applicable laws relating to the collection, use and disclosure of Personal Data;
II. you have obtained all permissions and consents where necessary to permit SAVVY to process the Personal Data for the provision of the Services and as set out in these Terms;
III. you have posted a privacy notice on each website on which you use the Services, which clearly and conspicuously states that you use third party service providers to provide certain services to you in connection with such website, and you may disclose Personal Data to such third party service providers for the sole purpose of the provision of services to you;
IV. you have made all required notifications and obtained all required consents and authorizations from your website visitors and end user customers relating to the disclosure of Personal Data to a third party service provider like SAVVY.
4.4 You also warrant, represent and agree that you will not contribute any content or otherwise use the Services in a manner that:
I. infringes or violates the intellectual property rights or proprietary rights, rights of publicity or privacy, or other rights of any third party;
II. violates any law, statute, ordinance or regulation;
III. is harmful, fraudulent, deceptive, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, or otherwise objectionable;
IV. impersonates any person or entity, including without limitation any employee or representative of SAVVY;
V. contains a virus, trojan horse, worm, time bomb, or other harmful computer code, file, or program. SAVVY reserves the right to remove any content from the Services at any time, for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such content or if SAVVY is concerned that you may have breached the immediately preceding sentence), or for no reason at all.
4.5 You remain solely responsible for complying with all applicable accounting, tax and other laws. It is Your responsibility to check that storage of and access to your data via the Services will comply with laws applicable to you (including any laws requiring you to retain records). You will be responsible for withholding, filing, and reporting all taxes, duties and other governmental assessments associated with your activity in connection with the Services.
4.6 You are responsible for all of your activity in connection with the Services. Any fraudulent, abusive, or otherwise illegal activity may be grounds for termination of your right to access or use the Services. You may not post or transmit, or cause to be posted or transmitted, any communication or solicitation designed or intended to obtain password, account, or private information from any other user of the Services. Use of the Services to violate the security of any computer network, crack passwords or security encryption codes, transfer or store illegal material (including material that may be considered threatening or obscene), or engage in any kind of illegal activity is expressly prohibited. You will not run Maillist, Listserv, any form of auto-responder, or “spam” on the Services, or any processes that run or are activated while you are not logged on to the Website, or that otherwise interfere with the proper working of or place an unreasonable load on the Services’ infrastructure. The use of manual or automated software, devices, or other processes to “crawl,” “scrape,” or “spider” any page of the Website is strictly prohibited. You will not decompile, reverse engineer, or otherwise attempt to obtain the source code of the Services.
4.7 You acknowledge that all SAVVY Content and Your Content (together, “Content”) accessed by you using the Services is at your own risk and you will be solely responsible for any damage or loss to any party resulting therefrom. Under no circumstances will SAVVY be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, including without limitation reports generated by the Services, or any loss or damage of any kind incurred in connection with use of or exposure to any Content posted, emailed, accessed, transmitted, or otherwise made available via the Services. You, not SAVVY, remain solely responsible for all Content, including messages, that you upload, post, email, transmit, or otherwise disseminate using, or in connection with, the Services. You acknowledge and agree that your indemnity obligation in Section 6 also applies to any third party claims relating to your disclosure of any third party personally identifiable information or the tracking of visitors (including without limitation your end user customers) on your website.
5. WARRANTY DISCLAIMER
5.1 You acknowledge that SAVVY has no control over and no duty to take any action regarding:
I. which users gain access to the Services;
II. what Content you access via the Services;
III. what effects the Content may have on you;
IV. how you may interpret or use the Content;
V. what actions you may take as a result of having been exposed to the Content. You release SAVVY from all liability for you having acquired or not acquired Content through the Services. The Services may contain, or direct you to websites or applications containing information that some people may find offensive or inappropriate. SAVVY makes no representations concerning any content contained in or accessed through the Services, and SAVVY will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Services. SAVVY makes no representations or warranties regarding suggestions or recommendations of services or products offered or purchased through the Services. THE SERVICES CONTENT, WEBSITE AND ANY SOFTWARE ARE PROVIDED ON AN “AS IS” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR THAT USE OF THE SERVICES WILL BE UNINTERRUPTED, SECURE OR ERROR-FREE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM SAVVY REPORTS OR THROUGH THE WEBSITE WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
6.1 You will indemnify and hold SAVVY, its parents, subsidiaries, affiliates, officers, and employees harmless (including, without limitation, from all damages, liabilities, settlements, costs and attorneys’ fees) from any claim or demand made by any third party due to or arising out of your access to the Services, use of the Services, your violation of this Agreement or applicable laws, rules or regulations in connection with your use of the Services, or the infringement by you or any third party using your account of any intellectual property or other right of any person or entity.
7. LIMITATION OF LIABILITY
7.1 In no event shall SAVVY REPORTS or its suppliers, or their respective officers, directors, employees, or agents be liable with respect to the websites or the services or the subject matter of this agreement under any contract, negligence, tort, strict liability or other legal or equitable theory:
I. for any amount in the aggregate in excess of the greater of NZD$300.00 or the fees paid by you for the services during the 3-month period preceding the applicable claim;
II. for any indirect, incidental, punitive, or consequential damages of any kind whatsoever;
III. for data loss or cost of procurement of substitute goods or services;
IV. for any matter beyond savvy’s reasonable control.
7.2 If You are not satisfied with the Services, Your sole and exclusive remedy, other than as set out in Section 7.1 above, is to terminate these Terms in accordance with Section 8.
8.1 This Agreement shall remain in full effect while you use the Services. MONTHLY, PARTNER and ADDITIONAL services may be terminated at any time. There is no cancellation fee, but you are responsible for charges already incurred up until your cancellation, including the prepayment of the current month of service you have. SAVVY is unable to issue refunds after payment is received. Terms will continue to apply until the user or SAVVY terminates the relationship, and until any stipulated cancellation terms have been met. SAVVY may terminate or suspend your access to the Services or your membership at any time, for any reason, and without warning, which may result in the forfeiture and destruction of all information associated with your membership. SAVVY may also terminate or suspend any and all Services and access to the Websites immediately, without prior notice or liability, if you breach any of the terms or conditions of this Agreement. Upon termination of your account, your right to use the Services, access the Websites, and any Content will immediately cease. All provisions of this Agreement which, by their nature, should survive termination, shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability.
9. FEES AND PAYMENT
9.1 When You first sign up for access to the Services You can evaluate the Services for a period of seven days, with no obligation to continue to use the Services. After the seven day evaluation, you will need to subscribe in order to continue to use the Services.
9.2 Your subscription is prepaid, however in the event that your account becomes overdue this must be settled within five days. Failing this your subscription will be suspended, a late subscription fee and an additional one months subscription applied. A Partner may also request your account be suspended due to non-payment.
9.3 SAVVY reserves the right to require payment of fees for certain or all Services. You shall pay all applicable fees, as described on the Websites in connection with such Services selected by you. SAVVY reserves the right to change its price list and to institute new charges at any time, upon notice to you, which may be sent by email or posted on the Websites. Your use of the Services following such notification constitutes your acceptance of any new or increased charges. Any fees paid hereunder are non-refundable. SAVVY will prorate plans in the event of upgrade only, in the case of the PARTNER Services.
10. THIRD PARTIES
10.1 The Services may contain links to third party Websites or services (“Third Party Websites”) that are not owned or controlled by SAVVY. When you access Third Party Websites, you do so at your own risk and you should read their terms and conditions and any associated privacy notices carefully.
11.1 Governing law and jurisdiction: New Zealand law governs this Agreement and You submit to the exclusive jurisdiction of the courts of New Zealand for all disputes arising out of or in connection with this Agreement.
11.2 You agree that SAVVY may send you notices via e-mail, regular mail, or alerts within the Services. If it is decided in a court of law that one or several of the Terms (or any part of a Term) are in violation of the law, those terms will be changed or deleted as appropriate, but the others will remain as unmodified Terms. You agree to use all reasonable endeavours to resolve any dispute in relation to the Services, including speaking to us and trying to resolve the matter, our contact details are on the SAVVY website, before issuing any legal proceedings. This notice will be governed by and construed in accordance with New Zealand law, and any disputes relating to this notice shall be subject to the exclusive jurisdiction of the courts of New Zealand.