Terms & Conditions
Last Updated: October 1, 2024
Please read these terms of service (“Agreement”) carefully as this Agreement constitutes a binding contract between the user that accepts this Agreement (“Customer”) and TallyMate LLC, a Florida company with its principal place of business at 66 W Flagler St, Miami FL 33130 (“TallyMate”) governing your access to the TallyMate website at https://www.tallymate.co (“Site”) or use of the services (“TallyMate Services”) available through the Site or any mobile applications through which they may be made available (collectively referred to herein as the “Services”). By selecting “I accept,” checking an opt-in box, installing an App, accessing content on the Site, or otherwise using the Services, Customer acknowledges that they have read, understood, and agree to be bound by and comply with this Agreement. If Customer is using the Services on behalf of an entity, partnership, or other organization, then Customer represents that they: (i) are an authorized representative of that entity with the authority to bind that entity to this Agreement, and (ii) that entity agrees to be bound by this Agreement. If Customer does not agree to the terms of this Agreement, then they are not permitted to use the Services.
TallyMate reserves the right, in its sole discretion, to change, modify, or otherwise alter this Agreement or any policy or guideline applicable to the Services, at any time. If TallyMate does so, reasonable efforts will be made to communicate these changes via a notice on the Site.
Unless otherwise specified, any changes or modifications will be effective immediately upon posting the revised Agreement on this Site, and continued use of the Services after such time will constitute an agreement to be bound by the updated Agreement. We recommend reviewing this Agreement periodically. The Agreement will always show the ‘last updated’ date at the top.
ARBITRATION NOTICE
Except for certain kinds of disputes described in the Arbitration provision below, Customer agrees that disputes arising under this Agreement will be resolved by binding individual arbitration, and BY ACCEPTING THIS AGREEMENT, CUSTOMER AND TALLYMATE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING. CUSTOMER AGREES TO GIVE UP CUSTOMER’S RIGHT TO GO TO COURT to assert or defend their rights under this contract (except for matters that may be taken to small claims court). Your rights will be determined by a single arbitrator and NOT a judge or jury. See the Arbitration provision below.
1. Services
The Services consist of cloud-based financial tools and services provided by TallyMate LLC which may include:
Bookkeeping and Accounting Data Processing Services: Services that include data storage and processing of financial records.
Financial Information Storage and Reporting: Secure storage and periodic reporting of financial information provided by the Customer.
Communication of Information: Providing tools and channels for TallyMate to communicate information to, from, and among third-party providers or servicers, in accordance with Customer’s instructions.
TallyMate will provide the Services for the term of this Agreement, subject to the payment of applicable Fees and compliance with the terms of this Agreement. As part of the Services, TallyMate grants Customer a limited, non-exclusive, non-transferable right to use the Services, in accordance with this Agreement. Customer acknowledges that Services are cloud-based and hosted, and no software will be provided for Customer’s installation other than, where available, an app governed by an End User License Agreement (EULA). Customer’s right to use the Services terminates upon any termination of this Agreement.
Financial Transactions
TallyMate does not perform any financial transactions for Customer. Customer may, however, use the Services to communicate instructions to authorized third parties who may conduct transactions on Customer’s behalf. TallyMate is not liable for any such transaction or its outcome.
Errors
Customer shall immediately notify TallyMate of any errors they identify in their data or reports. TallyMate will use commercially reasonable efforts to investigate errors but does not guarantee error correction. Some payment transactions, such as wire transfers, are irreversible; Customer agrees to exercise extreme caution when initiating transactions.
2. TallyMate Account and Customer ID
TallyMate shall provide Customer with a unique, private account accessible through the Service. The account shall record Customer’s data, transactions, and fees. TallyMate will provide access codes and/or passwords for the account. Customer shall not disclose such codes to third parties and is solely responsible for all activity occurring within their account. Any loss of codes should be reported to TallyMate immediately.
Upon Customer’s request, TallyMate will issue a unique Customer ID associated with the account. Customer may share their ID only with officers, directors, bookkeepers, accountants, or other personnel directly employed or engaged by Customer (“Authorized Personnel”) and must bind such personnel to confidentiality agreements. Authorized Personnel may access the Services solely through the Customer ID and in compliance with this Agreement. Customer is responsible for all activities under the ID and for ensuring that Authorized Personnel comply with this Agreement.
Customer must provide at their own expense all necessary hardware, applications, and internet connectivity required to access the Services. Customer understands that the internet is inherently unpredictable, and TallyMate is not responsible for service interruptions, security breaches, or performance issues arising from Customer’s internet provider or equipment.
3. Limitations
Prohibited Customers
The following are prohibited from using the Services:
(i) Persons under the age of 18,
(ii) Persons previously terminated by TallyMate,
(iii) Consumers or individual users using the Services for personal, non-business purposes, and
(iv) Businesses engaging in illegal activity.
Limitations on Use
Customer agrees not to (and not to permit any third party to):
(i) Access or use the Services for any purpose other than expressly provided by TallyMate,
(ii) License, lease, rent, loan, or distribute any TallyMate software or platform,
(iii) Modify, alter, or attempt to reverse-engineer TallyMate’s software or platform,
(iv) Generate unsolicited emails or spam using the Services,
(v) Use the Services to stalk, harass, or harm any individual, or
(vi) Interfere with or disrupt the Services or connected networks.
4. Intellectual Property Rights
All right, title, and interest in the Services, software, and other materials provided by TallyMate are and shall remain with TallyMate or its licensors. TallyMate reserves the right to modify, add, or remove functionality from the Services without prior notice. Customer receives no ownership interest in the Services and only limited, revocable usage rights as outlined in this Agreement.
5. Customer Data Consent
Customer authorizes TallyMate to collect, store, use, and disclose data for the purposes of providing, improving, and protecting the Services. TallyMate does not claim ownership of Customer Data but may collect and process such data to deliver the Services.
Where required by law, TallyMate will disclose Customer Data to law enforcement agencies. Customer should keep a backup of all provided data, as TallyMate is not liable for loss or failure to restore Customer Data.
6. Customer Data
Accuracy and Security
Customer is responsible for the accuracy and completeness of all data they provide. TallyMate may use this data but is not obligated to verify its accuracy. TallyMate takes reasonable steps to secure Customer Data but cannot guarantee complete protection against all threats. Customers are responsible for maintaining the security of their own devices and accounts.
Sharing
TallyMate may disclose Customer Data to Customer’s authorized representatives or third-party providers selected by the Customer. TallyMate is not liable for actions taken by third parties.
7. Indemnification
Customer agrees to defend, indemnify, and hold harmless TallyMate, its affiliates, directors, employees, and agents from any claims, losses, damages, or liabilities arising from:
(i) Any breach of this Agreement by Customer or their Authorized Personnel,
(ii) Customer’s use or misuse of the Services, and
(iii) Any transaction conducted on behalf of Customer using the Services.
8. Term and Termination
Term
The Agreement begins upon acceptance and will renew automatically unless either party provides notice of termination in accordance with the renewal terms selected (monthly or yearly).
Termination
Customer may terminate Services by closing their account and providing written notice. TallyMate may terminate this Agreement upon notice if Customer breaches any terms. Termination does not release Customer from any unpaid fees.
9. Customer Support
TallyMate will provide reasonable customer support for Services via email or phone.
10. Fees
Customer agrees to pay all applicable fees for the Services. TallyMate reserves the right to adjust fees by providing advance notice. Customer authorizes TallyMate to collect fees via the selected payment method.
11. Confidential Information
Both parties agree to keep confidential information disclosed in the course of this Agreement secure and not to disclose it to unauthorized persons. This obligation continues beyond termination of this Agreement.
12. Customer Representations and Warranties
Customer represents that they have the legal authority to enter into this Agreement and that their use of the Services complies with all applicable laws and regulations.
13. Disclaimer of Warranties
THE SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. TALLYMATE DISCLAIMS ALL IMPLIED WARRANTIES TO THE MAXIMUM EXTENT PERMITTED BY LAW.
14. Limitation of Liability
IN NO EVENT WILL TALLYMATE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING FROM THE USE OF THE SERVICES. TALLYMATE’S TOTAL LIABILITY SHALL NOT EXCEED THE FEES PAID BY CUSTOMER IN THE THREE MONTHS PRIOR TO THE EVENT CAUSING LIABILITY.
15. Governing Law and Arbitration
This Agreement is governed by the laws of the State of [insert state]. Any disputes will be resolved through binding arbitration in [insert location]. Both parties waive their rights to a jury trial and class actions.
16. General Provisions
Assignment
Customer may not assign this Agreement to third parties without written consent from TallyMate.
Entire Agreement
This Agreement, together with the Privacy Policy, represents the entire agreement between the parties.
Glossary
Account: The private, unique account provided to the Customer through which they access and use TallyMate’s Services.
ACH: Automated Clearing House, a network for processing financial transactions, such as direct deposits and bill payments.
Affiliate: Any entity that controls, is controlled by, or is under common control with a party, or a principal partner, shareholder, or owner of such an entity.
Agreement: The Terms of Service document, which is a binding contract between TallyMate LLC and the Customer.
App: Any application available for download to mobile devices through which Customers can access the Services, subject to an End User License Agreement (EULA).
Application: The online or other sign-up process completed by Customer when registering for TallyMate’s Services.
Authorized Personnel: Officers, directors, employees, bookkeepers, accountants, or other persons directly engaged by Customer who are allowed to access the Services under the Customer’s ID and are bound to confidentiality agreements.
Bank Account: The Customer’s financial institution account, if any, from which TallyMate is authorized to collect Fees.
Confidential Information: Proprietary or sensitive information shared between TallyMate and the Customer in connection with this Agreement, including customer lists, pricing details, computer access codes, and other private data.
Customer: The individual or business entity entering into this Agreement with TallyMate and using the Services, including any authorized representatives or personnel acting on their behalf.
Customer Data: All non-public, identifiable information about the Customer provided to TallyMate for the purpose of using the Services.
Customer ID: The unique identification code associated with the Customer’s Account, used to access the Services and track Customer transactions and data.
Customer Device: Any computer, tablet, phone, or other electronic device used by Customer to access the Services or manage their business data.
EULA: The End User License Agreement governing use of any TallyMate app or mobile application, establishing the limited license terms for Customer’s use.
Fees: The charges payable by the Customer for using the Services, as outlined in TallyMate’s pricing information.
Financial Transaction: Any financial process, such as payments or money transfers, conducted by third-party providers on behalf of the Customer, using the Services to communicate transaction instructions.
Initial Term: The starting period of this Agreement, lasting either one month or one year, as chosen by the Customer during account activation.
Intellectual Property Rights: Legal rights protecting inventions, trademarks, copyrights, and other intellectual property, including patents, trade secrets, and service marks.
Laws: All applicable local, state, national, and international laws, statutes, regulations, ordinances, and other legal requirements governing the use of the Services.
Party/Parties: Either TallyMate or the Customer individually, or both together.
Person: Any individual, business entity, government, agency, or legal representative recognized as having legal rights and obligations.
Renewal Term: The period for which this Agreement automatically renews upon the expiration of the Initial Term or any subsequent term unless terminated by either party.
Services: The financial and data management services provided by TallyMate, including bookkeeping, accounting data processing, financial reporting, and information storage.
Site: The TallyMate website through which Customers can access information about the Services or sign up for an Account.
Term: The duration of this Agreement, which includes the Initial Term and any subsequent Renewal Terms.
Third-Party Provider: A third-party service provider selected by Customer for processing financial transactions, such as banks, tax preparers, or payment processors.
Third-Party Service Agreement: An agreement between the Customer and a third-party provider regarding the provision of services, such as payment processing, through which TallyMate’s Services may facilitate communication.
Transaction: Any action or process, such as sending data or communication, performed via the Services between the Customer, TallyMate, and any third-party provider.
TallyMate Services: The various services provided by TallyMate LLC to the Customer, as outlined in this Agreement, including bookkeeping and financial data management.