This End User License Agreement (“Agreement”) is between Human Decode (“Human Decode,” “we,” “us,” or “our”) and the person or organization accepting this Agreement (“you”). It governs your access to and use of Human Decode applications, integrations, software, websites, and related services, including any integration with QuickBooks Online (collectively, the “Service”). By accessing or using the Service, you agree to this Agreement.
1. Eligibility and authority
You must be legally capable of entering into this Agreement. If you use the Service for an organization, you represent that you have authority to bind that organization, and “you” includes that organization.
2. License
Subject to this Agreement and any applicable order, Human Decode grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service for your internal business purposes during the applicable service term.
3. Accounts and QuickBooks connection
You are responsible for safeguarding credentials, limiting access to authorized users, and all activity under your account. If you connect QuickBooks Online, you authorize the Service to access and process the QuickBooks data covered by the permissions displayed during Intuit’s authorization process, solely to provide the features you request.
You may disconnect QuickBooks at any time through the Service or your Intuit account. Disconnecting may prevent features from working. Your use of QuickBooks remains governed by your agreement with Intuit.
4. Acceptable use
You may not:
- Use the Service unlawfully or infringe another person’s rights.
- Access data or accounts without authorization.
- Reverse engineer, copy, resell, sublicense, or create derivative works from the Service except where law expressly permits it.
- Interfere with security, integrity, availability, or performance.
- Upload malware or use automated means to overload or probe the Service.
- Use the Service or its output as a substitute for professional accounting, tax, legal, or financial advice.
5. Your data
You retain ownership of data you provide or authorize us to access (“Your Data”). You grant Human Decode a limited license to host, copy, transmit, modify, and otherwise process Your Data only as necessary to provide, secure, support, and improve the Service and meet legal obligations. Our handling of personal information and QuickBooks data is described in our Privacy Policy.
You represent that you have the rights and permissions needed for us to process Your Data as described in this Agreement.
6. Human review and automated features
The Service may use automated systems or artificial intelligence to assist with workflows or generate recommendations. Automated output may be incomplete or inaccurate. You are responsible for reviewing output and approving any action before relying on it or submitting changes to accounting or other systems.
7. Third-party services
The Service may interoperate with third-party services, including QuickBooks Online. We do not control and are not responsible for third-party services, their availability, or changes they make. QuickBooks and Intuit are trademarks of Intuit Inc.; Human Decode is not endorsed or sponsored by Intuit.
8. Fees
Fees, payment terms, usage limits, and renewal terms, if any, will be stated in an order form, statement of work, subscription page, or other written agreement. Except where required by law or stated otherwise, fees are non-refundable.
9. Intellectual property
Human Decode and its licensors own the Service, software, designs, documentation, and related intellectual-property rights. Except for the limited license above, no rights are transferred to you. Feedback may be used without restriction or obligation, provided it does not identify you or disclose Your Data.
10. Confidentiality
Each party will protect the other party’s non-public information using reasonable care and use it only to perform under this Agreement. These obligations do not apply to information that is public through no breach, already lawfully known, independently developed, or lawfully received from another source.
11. Service changes and availability
We may update the Service to improve functionality, security, or compliance. We do not guarantee uninterrupted operation. We may suspend access where reasonably necessary to address security threats, legal requirements, nonpayment, or violations of this Agreement.
12. Term and termination
This Agreement continues while you use the Service. Either party may terminate as provided in an applicable order or, if no order applies, by giving notice. We may terminate or suspend access immediately for a material breach, security risk, or unlawful use. Upon termination, your license ends and you must stop using the Service. Sections that by their nature should survive will survive.
13. Disclaimers
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” HUMAN DECODE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. HUMAN DECODE DOES NOT WARRANT THAT OUTPUT IS ACCURATE, COMPLETE, OR SUITABLE FOR YOUR PARTICULAR PURPOSE.
14. Limitation of liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, HUMAN DECODE WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, DATA, OR BUSINESS INTERRUPTION. HUMAN DECODE’S TOTAL LIABILITY ARISING OUT OF THE SERVICE WILL NOT EXCEED THE AMOUNT YOU PAID HUMAN DECODE FOR THE SERVICE DURING THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY, OR US$100 IF YOU PAID NOTHING. These limitations do not apply where prohibited by law.
15. Indemnification
You will defend and indemnify Human Decode from third-party claims, losses, and reasonable expenses arising from Your Data, your unlawful or unauthorized use of the Service, or your material violation of this Agreement, to the extent permitted by law.
16. Changes to this Agreement
We may update this Agreement. We will post the revised version and update the effective date. Material changes will apply prospectively, and we will provide additional notice where required. Continued use after an updated Agreement becomes effective constitutes acceptance.
17. General terms
You may not assign this Agreement without our written consent. Human Decode may assign it in connection with a merger, acquisition, corporate reorganization, or sale of assets. If any provision is unenforceable, the remainder remains effective. Failure to enforce a provision is not a waiver. This Agreement and any applicable written order constitute the entire agreement regarding the Service.
18. Contact
Questions or legal notices may be sent to hello@humandecode.com.