1.1. For all purposes and effects of this document, the following expressions and defined terms initiated with a capital letter will have the meanings indicated below, whether in plural or singular, masculine or feminine.
Accountfy Client: means the legal entity hiring the Accountfy Solution for management of the whole set of his financial information, and that he provided access to such information to certain User(s) indicated by Accountfy for ends of utilization of the Accountfy Solution.
Accountfy Account: means the account for access by the user of the Accountfy Solution, created by the registration carried out by the User on the Site, under his responsibility and risk.
Content: means any and all information made available on the Site, such as texts, data, spreadsheets, organization charts, templates, images, videos, audios, interactive resources, including the source codes employed for display of such content, in languages such as HTML, CSS, Angular JS, Java and any others that may become to be utilized or created for display of information through the Site.
Access Data: means information collected by Users with the access and use of the Site, including, but not limited to information regarding the Internet access browser, information regarding computer resolution, Internet Protocol (IP), average time spent, access date and place/region.
Personal Data: means any data inserted voluntarily by the User in his Accountfy Account, as for instance name, CNPJ, CPF, address, phone number, email, position, function, in addition to financial and accounting information among which those regarding expenses made, debts and investments, statements of results from the fiscal year, trial balances, balance, corporate goals, as well as any other data relevant to the Client’s financial and accounting planning to which the User is linked.
Site: means the electronic address www.accountfy.com or any other that may come to replace it, with Accountfy being the sole and exclusive owner of the brand names and domains associated to it.
Accountfy Solution: means the system and software developed by Accountfy and of its exclusive property, in which Personal Data from the User will be inserted, processed and handled.
II. SITE AND UTILIZATION OF THE ACCOUNTFY SOLUTION
2.1. The Accountfy Solution provides financial management tools for legal entities, allowing the Client, among other functionalities, the managerial analysis of the financial statements of legal entities controlled by the Client, follow-up of their performance through construction of specific indicators for their performance branch, follow-up on his budget and goals, follow-up of management tools and their financial analysis.
2.2. By creating the Accountfy Account, the User will include his Personal Data into the Site, choosing, a username and password among those available, which should be utilized for exclusive access to his Accountfy Account.
2.2.1. The password and username created by the User for access to his Accountfy Account are confidential and under the User’s sole responsibility, who should contact Accountfy immediately in case of a breach of confidentiality.
2.3. The User will be responsible for the validity and precision of his Personal Data supplied in his registration, including regarding indication of a valid e-mail owned by him, being responsible, also, to keep the referred registration always updated. Accountfy will have no obligation to verify Personal Data supplied by Users, but may, at its sole discretion, check information deemed untrue or offensive.
IV. COMMUNICATION WITH ACCOUNTFY
V. LIMITATION OF USE AND INTERFERENCE
5.1. Accountfy may change, cancel or suspend, in whole or in part, the User’s Accountfy Account, besides applying appropriate eventual legal actions, in case the User:
(ii) copying, making available, sublicensing, selling, using or giving in warranty, reproducing, donating, alienating, or by any means transferring totally or partially the Accountfy Solution, under whatever modalities, whether freely or not, temporarily or permanently, as well as its modules, parts, manuals, applications, forms, reports or any information regarding it to third parties;
(iii) to employ software, techniques and/or stratagems with the purpose to use the Site and/or the Accountfy Solution unduly with practices damaging third parties or Accountfy;
(iv) to reproduce, duplicate, copy, modify, sell and/or utilize, in whole or in part, for any purpose, the Accountfy Solution or any Site Content without previous and express Accountfy consent;
(v) publish or transmit any file containing a virus or other contaminating or destructive program, or which in some form may interfere in the good Site operation and/or the Accountfy Solution or which may cause damages to its recipients, third parties or to Accountfy;
(vi) to utilize the Accountfy Solution for other purposes than those for which it was made available by Accountfy;
(vii) access, publish, utilize or modify data from other Users.
6.2. The User assumes responsibility to keep his Access Data confidential, restraining to supply them to third parties, being the reason for which Accountfy does not take responsibility by eventual action upon or manipulation of such information by third parties.
6.3. Accountfy will not supply User Data to third parties without his previous permission, except in cases of court orders or generally, for preparation of statistics in the form foreseen in Clause 6.5, below.
6.4. By supplying his Personal Data, the User allows Accountfy to use them to develop and improve services and functionalities offered by the Accountfy Solution, as well as to solve problems of the Site and/or the Accountfy Solution linked to errors, frauds or electronic crime.
6.5. By supplying his Personal Data, the User allows Accountfy to use them to identify specific User needs, with the purpose to suggest customized services and products, being sure that Accountfy cannot publish Personal User Data to third parties, except pursuant a free and agreed consent by the respective Users.
6.6. Any advertisement inserted in the Site or direct it by e-mail informed by the User in his Accountfy Account, will be published directly by Accountfy, with Personal Data from Users subject to be transmitted to third parties only in an aggregated and non-identifiable fashion for ends of planning and forwarding of the advertisements.
6.7. Accountfy may use “cookies” (temporary or not), “tags” and other similar technologies for ends of User Access Data storage in the Accountfy Account, and in order to facilitate future Access by the User to the Site, with the User allowed to disable the collection of cookies in his browser.
6.8. The User authorizes Accountfy to send e-mails, notifications or alerts with the objective to guide him for better utilization of the Accountfy Solution functionalities.
6.9. In case the User excludes his Accountfy Account, exclusion of all his Personal Data from the Accountfy Solution will also occur.
6.9.1. Accountfy reserves the right to, incidentally, withhold Personal Data and Access Data from the User for ends of compliance pursuant an order by a public entity and/or governmental entity and/or a court order.
6.9.2. In case the Accountfy Account is excluded for lack of payment, Accountfy will remain using the User’s Personal Data in a general and anonymous form as foreseen in Clauses 6.3 and 6.4.
6.10. In case of a transfer of the Accountfy shareholder control by acquisition, sale, fusion, or any type of corporate reorganization, protection of Users’ Personal Data and Access Data will be warranted.
6.11. The User cannot provide access to his Accountfy Account to third parties. IN CASE INFORMATION IS MADE AVAILABLE CAUSING DAMAGES TO THIRD PARTIES AND ACCOUNTFY IS COMPELLED TO INDEMNIFY FOR THOSE DAMAGES, THE USER WILL BE RESPONSIBLE FOR REFUNDING THAT CONTINGENCY IN ITS TOTALITY.
VII. INTELECTUAL PROPERTY
7.2. Should the User develop a new module or product characterizing a copy, in whole or in part of the Accountfy Solution, it will be considered as part of the Accountfy Solution, with the ownership remaining therefore incorporated by Accountfy and its use subject to these contract clauses.
7.4. Accountfy may, at its sole discretion, at any time, and without need for previous communication to the User, add, exclude, or modify the Content offered in the Accountfy Solution, in which case it will proceed in the form foreseen in clause 10.3.1 below.
7.5. Accountfy may, at its sole discretion, modify, suspend or close its activities and/or the Site, after previous notification to the Accountfy Client and their respective Users indicated by the referred Client with e-mail address provided in the Accountfy Account, and/or through a notification on the Site, with exception of the cases of casualty or force majeure which will dispense such notification.
VIII. LIMITATION OF LIABILITY
8.1. The information generated by the Accountfy Solution and transmitted to the Users has simply an informative character being not more than mere suggestions, WITH THEIR INTERPRETATION/ APPLICATION AND INCIDENTAL LOSSES ENTAILED AT THE SOLE DISCRETION AND RESPONSIBILITY OF THE USERS.
8.2. ACCOUNTFY SOLUTION PROCESSES PERSONAL DATA AUTOMATICALLY AND NOT PERSONALLY, AND ACCOUNTFY DOES NOT ASSUME RESPONSIBILITY FOR REALIZATION OF FINANCIAL RESULTS INCIDENTALLY EXPECTED BY THE USER PURSUANT INFORMATION OR SUGGESTIONS PRESENTED BY THE ACCOUNTFY SOLUTION. The suggestions presented in the Accountfy Solutions are supplied solely based on information made available by the Users, being therefore no way for Accountfy to ensure the veracity of such information. Additionally, results from financial analyses by the Users are subject to the economic areas inherent to the corporate activity, over which Accountfy does not have any control or conditions to make exact forecasts. Therefore, THE USER STATES BEING FULLY AWARE THAT ACCOUNTFY DOES NOT PROVIDE ANY TYPE OF WARRANTY OR PROMISE REGARDING GAINS OR FINANCIAL RESULTS ENTAILED FROM UTILIZATION OF THE INFORMATION MADE AVAILABLE ON THE SITE OR BY MEANS OF THE ACCOUNTFY SOLUTION.
8.3. ACCOUNTFY WILL NOT ASSUME, UNDER ANY CIRCUMSTANCE, EVEN IN A SUPPORTIVE OR SUBSIDIARY NATURE:
(i) for the exactness, authenticity, validity and updating of Personal Data supplied by the Users , behooving the User to verify, himself, if such information are true and complete before taking any decision based on them;
(ii) for the services or products offered on the Site by advertisers or any third parties, including in what refers to their availability, quality, quantity, essential features, offers, prices, payment modalities or any other elements referring to them;
(iii) for incidental losses suffered by the Users entailed by decisions taken based on information made available on the Site, with no warranty regarding satisfactory quality of the service being applicable to it.
(iv) for incidental losses suffered by the Users entailed from failures in the IT system or in the servers over which Accountfy has no control or from failures in their connectivity with the Internet in general, being the sole and exclusive responsibility of the User to obtain, by himself and at his expenses, the equipment, software and services required to ensure his connection to the Internet;
(v) for cases of casualty, force majeure or acts performed by the User himself, in terms of the Brazilian Civil Code;
(vi) for reimbursement of damages of any nature caused by third parties in a breach of privacy or security of the User’s data during connection of his computer to the Internet;
(vii) for damages caused to the User’s equipment by harmful programs, (such as, but not limited to viruses and Trojan horses), even if such files and programs were received by an e-mail account of the user registered in terms of this instrument;
(viii) for any failure in the e-mail system, even if for a reason attributable to it, being established that the e=mail service access, when available, will be supplied in the way ‘as is’; and
(ix) for the uninterrupted rendering, safely and free of errors, including non-delivery or failure in filing of any Data or information registered by the User, that any functionality will remain available, that shortcomings in the Accountfy Solution will be corrected or that the Accountfy Solution will be compatible or will work with any software, third-party applications or services, with Accountfy exempted from any type of support services, attendance or technical assistance.
9.1. The User agrees in defending, indemnifying and keeping Accountfy unharmed as well as its affiliates, directors, partners, employees and agents, from and against any charges, actions or claims, including, without being limited to lawyer fees, resulting: (i) from his incidental undue utilization of the Site, the Accountfy Solution and/or of its Content; or (ii) from violation of the conditions presently agreed.
9.2. ACCOUNTFY, WILL NOT BE RESPONSIBLE, UNDER ANY CIRCUMSTANCE, FOR PERSONAL DAMAGES OR ANY INCIDENTAL, INDIRECT OR CONSEQUENT LOSS, LOSS OF PROFIT, INCLUDING WITHOUT LIMITATION, DAMAGES FROM LOSS OF PROFIT, CORRUPTION OR LOSS OF DATA, FAILURE IN DATA TRANSMISSION OR RECEPTION, INTERRUPTION OF BUSINESS OR ANY OTHER COMMERCIAL DAMAGE OR LOSS, ENTAILED OR RELATED TO THE USE OF THE ACCOUNTFY SOLUTION.
9.3. In case Accountfy is forced, by a court order, to indemnify or reimburse the User for any damages suffered, the amount due to the User will be limited to the total amount effectively paid by the User to Accountfy for enjoyment of the functionalities offered by the Site and the Accountfy Solution
X. VALIDITY AND TERMINATION
10.3.1. In case the User does not agree with the changes, it will behoove him to cancel his Accountfy Account, in terms of Clause 10.2 above, in up to 20 days counted from receipt of the notification from Accountfy. In case the User continues using the services available on the Site after expiration of such timeframe, it will be considered that he expressly agrees/agreed to the changes implemented.
XI. GENERAL PROVISIONS