Intuit Terms of Service

1. AGREEMENT

   This Agreement describes the general terms governing your use of the Intuit online services provided to you on this website, including content, updates and new releases, (collectively, the "Services"). It includes by reference:

• Intuit's Privacy Statement available on this website or provided to you in the documentation for the Intuit services you have selected.
• Additional Terms and Conditions for the Services that you have selected, including from third parties.
• Any terms provided separately to you for the Services, including for example, web or email product or program terms, ordering, activation, pricing and payment terms, if applicable, for the Services.

2. LICENSE GRANT AND RESTRICTIONS

   2.1

   The Services are protected by copyright, trade secret, and other intellectual property laws. You are only granted the right to use the Services, and Intuit reserves all rights of ownership in the Services not expressly granted to you. As long as you meet any applicable payment obligations and comply with this Agreement, Intuit grants to you a personal, limited, nonexclusive, nontransferable license to use the Services that is valid only for the period of use provided in the ordering and activation terms. In addition, your right to use the Services is only for the purposes described by Intuit on this website.

   2.2

   You agree not to use the Services or content on this website in a manner that violates any applicable law, regulation or this Agreement. For example, unless authorized by Intuit in writing, you agree you will not:

   • Provide access to or give any part of the Services to any third party.
   • Modify, disrupt or interfere with the Services, supporting servers, or networks either manually or through the use of scripts, viruses, or worms.
   • Reproduce, duplicate, copy, deconstruct, sell, trade or resell the Services.
   • Attempt to access any other Intuit systems that are not part of these Services.
   • Excessively overload the Intuit systems used to provide the Services.

   If you violate any of these terms, this Agreement and your right to use the Services automatically terminates.

3. PAYMENT

   For Services offered on a payment or subscription basis, the following terms apply, unless Intuit notifies you otherwise in writing:

   1. Payments will be billed to you in U.S. dollars, and your account will be debited when you subscribe and provide your payment information.
   2. You must pay with one of the following:
   1. A valid credit card;
   2. A valid debit card acceptable to Intuit with an appropriate logo identification;
   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.
   3. 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 and refuse any use of the Services.
   4. Intuit will automatically renew your monthly or annual Services at the current rates, unless the Services are cancelled or terminated under this Agreement.
   5. Additional cancellation or renewal terms may be provided to you in writing.

4. TRIAL PERIOD

   If you registered for a trial use of the Services ("Trial Period"), you must decide to purchase the Services within the Trial Period in order to retain any Content (defined in Section 6) that you have posted or uploaded during the Trial Period. If you do not purchase the Services by the end of the Trial Period, your Content will no longer be available to you, and Intuit will not be responsible for any of it. To be very clear, after using the Services during the trial period, if you decide not to purchase the full version of the Services, you will not be able to access or retrieve any of the data you added/created during the trial.

5. YOUR PRIVACY AND PERSONAL INFORMATION

   You can view Intuit's Privacy Statement on the website, or via a link on the website for the Services you have selected. You agree to be bound by the applicable Intuit Privacy Statement, subject to change in accordance with its terms.

   Most importantly, you agree:

   • To Intuit maintaining your data according to the Intuit Privacy Statement, as part of the Services.
   • To give Intuit permission to aggregate your uploaded, non-personally identifiable account data with that of other users of the Service. You permit Intuit to use that aggregated data to improve services, issue promotions, and provide ways for you to compare business practices with other users.

6. CONTENT

   6.1

   You are responsible for your content. You are legally responsible for all information, data, text, software, music, sound, photographs, graphics, video, messages or other materials ("Content") uploaded, posted or stored through your use of the Services. You grant Intuit a worldwide, royalty-free, non-exclusive license to host and use the Content in order to provide you with the Services. You agree not use the Services for any illegal purpose in violation of any local, state, federal or international law. You are encouraged to archive your Content regularly and frequently. You are responsible for any Content that may be lost or unrecoverable through your use of the Services. You must provide all required and appropriate warnings, information and disclosure, comply with all applicable laws and regulations, and take all other required and appropriate actions associated with your Content or data and use of the Services. You agree that you will not use the Services to share, store, or in any way distribute financial data that is not in accordance with the law. Any users suspected of having information which involves fraud, embezzlement, money laundering, insider trading, support for terrorism, or any other activity proscribed by law may have their accounts terminated, their financial data erased, and they also may be reported to law enforcement officials in the appropriate jurisdictions. Intuit is not responsible for the Content or data you submit on the website.
   
   You agree not to use the Services to upload, post, distribute, link to, publish, reproduce, engage in or transmit any of the following, including but not limited to:

   • Illegal, fraudulent, libelous, 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 or constitute an attack or "flaming" others, or criminal or civil liability under any local, state, federal or foreign law;
   • Content or data that would impersonate someone else or falsely represent your identity or qualifications, or that constitutes a breach of any individual's privacy, including posting images about children or any third party without their consent (or a parent's consent in the case of a minor);
   • Except as otherwise expressly permitted by Intuit, advertisements, solicitations, investment opportunities, chain letters, pyramid schemes, other unsolicited commercial communication or engage in spamming or flooding;
   • Virus, trojan horse, worm or other disruptive or harmful software or data; and
   • Any information, software or Content which is not legally yours and may be protected by copyright or other proprietary right, or derivative works, without permission from the copyright owner or intellectual property rights owner.

   Also, you agree to indemnify, defend and hold harmless Intuit and its affiliates, from and against any and all third party claims, costs, damages, losses, liabilities and expenses (including reasonable attorneys fees) resulting from or arising out of a claim that your Content infringes or misappropriates the intellectual property rights, or otherwise violates any other right, of a third party or a claim resulting from or arising out of your breach or alleged breach of this Agreement.

   6.2

   Community forums. The Services may include a community forum to exchange information with other users of the Services and the public. Please use respect when you interact with other users. Intuit does not support and is not responsible for the accuracy of others' content in these community forums. Do not reveal information in the community forum that you do not want to make public. Users may post hypertext links to content hosted and maintained by third parties for which Intuit is not responsible.

   6.3

   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 Services, 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.

   6.4

   Intuit may monitor your content from time to time. Intuit may, but has no obligation to, monitor content on the Services. We may disclose any information necessary or appropriate to satisfy our legal obligations, protect Intuit or its customers, or operate the Services 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.

7. ADDITIONAL ITEMS YOU AGREE TO

   7.1

   Intuit does not give professional advice. Intuit is not in the business of providing legal, financial, accounting, health care, real estate or other professional services or advice. Consult the services of a competent professional when you need this type of assistance.

   7.2

   We may tell you about other Intuit services. You may be offered other services, features, products, applications, online communities, or promotions provided by Intuit ("Intuit Services"). If you decide to use any of these Intuit Services, additional terms and conditions and separate fees may apply. You acknowledge that in accessing some Intuit Services you may upload or enter data from your account(s) such as names, addresses and phone numbers, purchases, and sales among others, to the Internet. You grant Intuit permission to use information about your business and experience to help us to provide the Intuit Services to you, including updating and maintaining your data, addressing errors or service interruptions, and enhancing the types of data and services Intuit may provide to you in the future. You grant Intuit permission to combine your business data, if any, with that of others in a way that does not identify you or any individual personally. We may use this data to improve services and to compare business practices with other company standards. We may use your data to create, market or promote new Intuit offerings to you and others. You also grant Intuit permission to share or publish summary results relating to research data and to distribute or license such data to third parties

   7.3

   We may tell you about third party products or services. You may be offered products or services by third parties who are not affiliated with Intuit ("Third Party Products") or the Services may contain links to third party websites ("Third Party Sites"). If you decide to use any Third Party Products or access any Third Party Sites, you are responsible for reviewing the third party's separate product terms, website terms and privacy policies. You agree that Intuit can use your contact information, including name and address, for the purpose of offering these products to you. You agree that the third parties, and not Intuit, are responsible for their product's performance and the content on their websites. Intuit is not affiliated with these Third Party Products or Third Party Sites and has no liability for them.

   7.4

   Communications choices. Intuit may be required by law to send you communications about the Services or Third Party Products. You agree that Intuit may send these communications to you via email or by posting them on one of our sponsored websites, such as smallbusiness.intuit.com. If you later decide that you do not want to receive future Communications electronically, please review the Privacy statement provided on the on the Software website to review your communications choices.

   7.5

   You will track your passwords and accept updates. You are responsible for securely managing your password(s) for access to the Services. If you become aware of any unauthorized access to your Services account, theft or loss of your password, you agree to contact Intuit as soon as possible.
   
   Additionally, the Services may periodically be updated with tools, utilities, improvements, third party applications, or general updates to improve and enhance the features and performance of the Services. You agree to receive these updates automatically as part of the Services.

8. DISCLAIMER OF WARRANTIES

   8.1

   YOUR USE OF THE SERVICES, SOFTWARE, AND CONTENT IS ENTIRELY AT YOUR OWN RISK. EXCEPT AS DESCRIBED IN THIS AGREEMENT, THE SERVICES ARE PROVIDED "AS IS." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, INTUIT, ITS AFFILIATES, AND THIRD-PARTY PROVIDERS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY THAT THE SERVICES ARE 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 SERVICES. INTUIT AND ITS SUPPLIERS DO NOT WARRANT THAT THE SERVICES ARE 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.

   8.2

   INTUIT, ITS AFFILIATES AND THIRD PARTY PROVIDERS DISCLAIM ANY REPRESENTATIONS OR WARRANTIES THAT YOUR USE OF THE SERVICES WILL SATISFY OR ENSURE COMPLIANCE WITH ANY LEGAL OBLIGATIONS OR APPLICABLE LAWS OR REGULATIONS. THIS DISCLAIMER APPLIES TO BUT IS NOT LIMITED TO THE HEALTH INSURANCE PORTABILITY AND ACCOUNTABILITY ACT OF 1996 ("HIPAA"), THE GRAMM-LEACH-BLILEY ACT OF 1999, THE SARBANES-OXLEY ACT OF 2002, OR OTHER FEDERAL OR STATE STATUTES OR REGULATIONS. YOU ARE SOLELY RESPONSIBLE FOR ENSURING THAT YOUR USE OF THE SERVICES IS IN ACCORDANCE WITH APPLICABLE LAW

9. LIMITATION OF LIABILITY

   TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ENTIRE LIABILITY OF INTUIT, ITS AFFILIATES, AND THIRD PARTY SUPPLIERS FOR ALL MATTERS OR CLAIMS RELATING TO THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT YOU PAID FOR THE SERVICES DURING THE TWELVE (12) MONTHS PRIOR TO SUCH CLAIM. SUBJECT TO APPLICABLE LAW, INTUIT, ITS AFFILIATES, AND THIRD PARTY SUPPLIERS ARE NOT LIABLE FOR ANY OF THE FOLLOWING:

   1. INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES;
   2. 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, ITS AFFILIATES AND THIRD PARTY SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10. CHANGES TO THIS AGREEMENT OR THE SERVICES

    We may change this Agreement from time to time, and the changes will be effective when posted on our website for the Services or when we notify you by other means. Please review the Agreement periodically on this website for changes. We have the right to change any of the terms of this Agreement upon reasonable notice to you. We may also change or discontinue the Services, in whole or in part, including but not limited to, the Internet based services, pricing, technical support options, and other product-related policies. Your continued use the Services after Intuit posts or otherwise notifies you of any changes, indicates your agreement to the changes.

11. TERMINATION

    Intuit may immediately and without notice terminate this Agreement or suspend the Services provided to you, if you fail to comply with these terms or if you no longer agree to receive electronic communications (see Section 7.4). Upon termination you must immediately stop using the 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. Other requirements regarding termination or cancellation of the Services may apply based on the specific ordering terms for the Services.

12. EXPORT RESTRICTIONS

    You acknowledge that this website, the Services, and the underlying software may include technical data subject to restrictions under the U.S. export control regulations administered by the U.S. government. You agree to comply with these laws and regulations. You agree that you will not use the Services or any part of the Services for any purpose in violation of these laws, directly or indirectly. You also agree not to provide access to any part of the Services to anyone who you have reason to know may use the Services in the development of nuclear, chemical, or biological weapons.

13. MISCELLANEOUS

    13.1

    This Agreement is the entire agreement between you and Intuit and supersedes all prior understandings, communications and agreements, oral or written, regarding its subject matter. This Agreement may be modified only by a written amendment signed by the parties or as provided in this Agreement in Section 10 above. The Agreement sets forth the entire liability of Intuit, its corporate affiliates and your exclusive remedy with respect to the Services and its use. If any court of law, having the jurisdiction to decide on this matter, rules that any part of this Agreement is invalid, that provision will be removed without affecting the remainder of the Agreement. The remaining terms will continue to be valid and enforceable. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.

    13.2

    California state law governs this Agreement without regard to its conflicts of laws provisions. To resolve any legal dispute arising from this Agreement, you and Intuit agree to the exclusive jurisdiction of state courts in Santa Clara County, California U.S.A. or federal court for the Northern District of California.

    13.3

    Any translation of this Agreement is done for local requirements and in the event of a dispute between the English and any non-English version, the English version of this Agreement shall govern. The parties hereby confirm that they have requested that this Agreement and all related documents be drafted in English. Les parties ont exigé que le présent contrat et tous les documents connexes soient rédigés en anglais.

    13.4

    You cannot assign or transfer ownership of this Agreement to anyone without the prior written approval of Intuit. However, Intuit may assign or transfer it without your consent to (a) a parent company or Intuit direct or indirect subsidiary, (b) another company through a sale of assets by Intuit or (c) a successor by merger. Any assignment in violation of this Section shall be void. If you want to request a transfer of this Agreement or if your company is acquired by or merged into another company, contact Intuit via an email to: transfer_license@intuit.com.

August 2009
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1. USER ACCOUNTS. To use certain features of the Directory Services, you may be required to create an account and provide information about yourself to us. You are responsible for all activities that occur in connection with your account and for maintaining the confidentiality of your account password. You agree to notify us immediately of any unauthorized use of your account. Intuit reserves the right to suspend access to or close your account at any time for any or no reason. You may not impersonate someone else, provide an email address other than your own, or create multiple accounts for the same individual or business. You must provide complete and accurate information about yourself and, if applicable, the business you represent.

2. USE LIMITATIONS; CONTENT.

   2.1

   In addition to any use limitations or other restrictions stated in the General Terms of Service, you agree to use Directory Services only for your own internal use, and NOT to use Directory Services to do any of the following, and NOT to upload, post, link to, publish, reproduce or transmit any Content in connection with any of the following:

   1. use the Directory Services for promotional or commercial purposes, except as expressly permitted by Intuit as part of the standard features and functionality of the Directory Services;
   2. use the Directory Services for purposes of establishing an individual's eligibility for credit or insurance, underwriting individual insurance, evaluating an individual for employment-related actions, or in connection with criminal investigations or other law enforcement purposes;
   3. use the Directory Services in a manner that may create a conflict of interest, such as trading reviews with other users or writing or soliciting shill, fake or false reviews;
   4. use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve, scrape, or index the Directory Services website or any website content;
   5. access, retrieve or index the Directory Services website to construct or populate a searchable database of business information, reviews or referrals; or any mailing list, geographic, trade or classified directories; or any other compilation of information that is sold, rented or published in any manner to any third party;
   6. reformat or frame any portion of the Directory Services website; or
   7. sell, distribute, disseminate or link to any sites for marketing, sales, or distribution of: firearms, explosives, ammunition, tobacco, alcohol products and any other products or services that (i) you cannot legally market, sell or distribute, (ii) are misrepresented, and/or (iii) if marketed, sold or distributed using the Directory Services, could cause Intuit or its affiliates to violate any law, statute or regulation.

   2.2

   You warrant and represent that you own or otherwise control the rights to the Content and grant Intuit a worldwide, royalty-free, non-exclusive license to (i) host, use, reproduce, distribute, transmit, combine with information provided by third parties, and publicly display the Content on and through the Directory Service and in promotional or advertising materials (only for the limited purpose of promoting the Directory Services), and (ii) sublicense to third parties such Content to the extent necessary for the creation and maintenance of, in part or in whole, such Directory Services and materials. In addition, you acknowledge that Intuit and its licensees may display advertisements and other information adjacent to or included with your Content on and through the Directory Services, and you are not entitled to any compensation for such advertisements. You further acknowledge and agree that Intuit reserves the right to change the manner, mode and extent of such advertising at any time, in its sole discretion, with or without notice.

3. CANCELLATION. Upon termination of your account for any reason, Intuit reserves the right to (a) collect any charges or fees that may have been incurred or accrued by you; (b) delete any of your Content, listings, messages or other information in connection with your account; (c) prohibit your access to your account, including without limitation by deactivating your password; and (d) refuse your future access to the Directory Services. In no event shall Intuit be required to refund, redeem, or pay amounts to you, or return any of your Content, upon termination of your account or access to Directory Services.

4. NO AFFILIATION WITH INTUIT. Intuit is not affiliated with, and does not represent or endorse, any of the businesses listed as part of Directory Services or any of the products or services offered by them. The businesses are not affiliates, employees or agents of Intuit. Intuit has no control over and does not guarantee the quality, safety or legality of the businesses' advertised products or services, the truth or accuracy of business listings, or the ability of businesses to deliver products or services. Any business information presented as part of the Directory Services is populated with information from third-party sources, from providers themselves and from other users. Intuit provides this information as a convenience and does not confirm or verify the information.

5. DISCLAIMER OF WARRANTIES; INDEMNITY.

   IN ADDITION TO ALL DISCLAIMERS OF WARRANTIES SET FORTH IN THE GENERAL TERMS AND CONDITIONS, INTUIT AND ITS SUPPLIERS MAKES NO WARRANTIES, REPRESENTATIONS, OR CONDITIONS OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED AS TO (1) THE OPERATION AND FUNCTIONALITY OF THE DIRECTORY SERVICES, (2) THE ACCURACY, INTEGRITY, COMPLETENESS, QUALITY, LEGALITY, USEFULNESS, SAFETY, AND IP RIGHTS OF ANY OF THE SITE CONTENT, INCLUDING BUT NOT LIMITED TO THE ACCURACY OF BUSINESS REVIEWS AND BUSINESS INFORMATION LISTED AS PART OF THE DIRECTORY SERVICES, AND (3) THE PRODUCTS AND SERVICES ASSOCIATED WITH THE DIRECTORY SERVICES OR SITE CONTENT, INCLUDING BUT NOT LIMITED TO THE PRODUCTS AND SERVICES SOLD BY BUSINESSES LISTED AS PART OF THE DIRECTORY SERVICES.

   INTUIT AND ITS SUPPLIERS FURTHER DISCLAIMS ALL LIABILITY FOR ANY (A) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, RELIANCE, OR CONSEQUENTIAL DAMAGES, (B) LOSS OF PROFITS, (C) BUSINESS INTERRUPTION, (D) LOSS OF OR DAMAGE TO REPUTATION, (E) LOSS OF INFORMATION OR DATA; OR (F) LOSS OR DAMAGE ARISING OUT OF YOUR COMMUNICATIONS OR DEALINGS WITH ANY OF THE BUSINESSES, ADVERTISERS, OR OTHER USERS ON THE SITE. YOUR COMMUNICATIONS OR DEALINGS WITH SUCH BUSINESSES, ADVERTISERS, AND USERS ARE SOLELY BETWEEN YOU AND THEM,

   In addition to Your indemnification obligations set forth in the General Terms of Service, You agree to indemnify and hold Intuit and its Suppliers harmless, including costs, liabilities and legal fees, from any claim or demand made by any third party due to or arising out of (i) your access to or use of the Directory Services; (ii) your violation of any provision of this Agreement; (iii) the infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity; or (iv) your communications or dealings with any of the businesses, advertisers or other users of the Directory Services, including but not limited to any breach of contract, failure to pay or provide services, or any other claim.

6. VIOLATIONS. Please report any violations of this Agreement or inappropriate Content to: directoryabuse@intuit.com. Please provide as much detail as possible - including name, address, telephone number of the business listing. Intuit is under no obligation to monitor the Directory Services or Content. However, we reserve the right to investigate possible violations of this Agreement, block users from the Directory Services, remove Content, suspend or terminate user accounts, and refer matters to law enforcement authorities for further investigation.

7. COPYRIGHT NOTICE. Intuit has licensed portions of the information displayed as part of Directory Services from certain third party providers, and copyright ownership for such information is retained by such third party licensors. In particular, and without limiting the foregoing, some business information is provided by infoUSA®, Copyright © 2009.

8. NOTIFICATION OF CLAIMS OF COPYRIGHT INFRINGEMENT. Any notifications of claimed copyright infringement should be sent to our Registered Agent. Please see the Copyright Policy at http://www.intuit.com/~site/Legal/copyright.ffhtml for more information.

August 2009