End-User Licence Agreement

1. What this covers

This End-User Licence Agreement ("Licence") is between Impact Codes ("we", "us") and the person or company using our software ("you"). It governs your use of any application we provide — whether you subscribe to one of our own products, were given access to one by your employer, or received software we built for a client under a custom engagement.

It is written to apply to all of the software we build rather than to a single product, so the same licence holds whichever of our systems you were given. The particular application, what it does and what it costs are described on its own pages of this website and on your order.

By installing, accessing or using the software, you accept this Licence. If you are accepting on behalf of a company, you confirm that you are authorised to do so. If you do not accept it, do not use the software.

2. The licence we grant

While your subscription or engagement is current and you are not in material breach of this Licence, we grant you a non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the software for your own internal business purposes.

The scope of that right is whatever you have paid for or been granted: the edition, the modules enabled on your subscription, and the number of users it allows. Modules that are not enabled for you are not licensed to you, whether or not they are present in the software.

This is a licence to use the software. It is not a sale, and it transfers no ownership of anything to you.

3. What you may not do

Except where the law expressly says you may despite this Licence, you may not:

• copy, modify, translate or create derivative works of the software, or merge it into other software;
• reverse engineer, decompile or disassemble it, or otherwise attempt to derive its source code;
• rent, lease, lend, sell, sublicense, host as a service, or otherwise make it available to anyone who is not an authorised user under section 4;
• remove, obscure or alter any copyright, trademark or other proprietary notice in it;
• use it to build a competing product, or benchmark it for publication, without our written permission;
• probe, scan or test the security of the service, or attempt to reach data or an instance that is not yours — except under our published security disclosure terms, which invite exactly that and set out how;
• use it to break the law, to infringe anybody's rights, or to store or transmit anything malicious;
• interfere with the operation or integrity of the service, or place a deliberately excessive load on it.

4. Accounts and authorised users

Your authorised users are the people you create accounts for within your own instance, up to any user limit on your subscription. You are responsible for their accounts, for what is done with them, and for making sure those people follow this Licence.

Accounts are personal to the individual they are created for and must not be shared between people. Keep credentials confidential and tell us promptly if you believe an account has been compromised.

5. Your data

You are responsible for the lawfulness of the data you put into the software and for having the right to put it there — including where it is somebody else's personal information.

6. Connected services

Our software can connect to services operated by others: your bank, Google Drive, Dropbox, the accounting platform you migrate from, and the payment provider behind payment links. Connecting one is your choice and you can revoke it at any time.

Those services are governed by their own terms and privacy policies and are not under our control. This Licence does not grant you any right to them, and we are not responsible if one changes, becomes unavailable, or withdraws access. What each connection accesses, what we store for it, and how to revoke it are set out in the Privacy Policy.

7. Ownership

The software, this website, and everything we have created in them — including the source code, the interface, the documentation and our trademarks — remain the property of Impact Codes and our licensors. We reserve all rights not expressly granted to you in this Licence.

If you send us feedback or suggestions, we may use them to improve our software without owing you anything for them. That does not give us any right to your data.

8. Updates and changes

We update the software as part of the service, and updates are covered by this Licence. We may add features over time, and we may change or retire one. Where a change would materially reduce what you have paid for, we will tell you before it happens, and the remedy set out in the Terms of Service applies.

We may update this Licence. The date at the top always reflects the current version, and where a change materially affects your rights we will tell active customers before it takes effect rather than relying on you noticing.

9. Term and termination

This Licence runs for as long as your subscription or engagement does. It ends automatically when that ends, and we may suspend or end it sooner if you materially breach it and do not fix the breach within a reasonable period after we tell you about it.

When it ends you must stop using the software. Your data is dealt with as described in the Terms of Service — you may export it, and we delete it on the schedule set out in the Privacy Policy. Sections 7, 10, 11 and 13 survive termination.

10. Warranty disclaimer

We take real care with this software and we will tell you honestly when something is wrong with it. But to the fullest extent the law allows, the software is provided "as is" and we disclaim all warranties, express or implied, including any implied warranty of merchantability, fitness for a particular purpose and non-infringement. We do not warrant that the software will be uninterrupted or error-free.

Some jurisdictions do not allow the exclusion of implied warranties, so some of the above may not apply to you. Nothing here limits any right you have that cannot lawfully be limited.

11. Limitation of liability

To the fullest extent the law allows, neither party is liable for indirect, incidental, special or consequential loss, or for lost profits, revenue, goodwill or data, arising out of this Licence — even if told such loss was possible.

Our total liability arising out of or relating to this Licence is limited to the amount you paid us for the software in the twelve months before the event giving rise to the claim.

Nothing in this section limits liability for fraud, for death or personal injury caused by negligence, or for anything else that cannot lawfully be limited.

12. Export and government use

You may not use or export the software in breach of United States export control or sanctions law, and you confirm that you are not located in, or acting on behalf of anyone in, a country or on a list that those laws prohibit us from dealing with.

If you are a United States government entity, the software is "commercial computer software" and is supplied with only the rights granted in this Licence.

13. Governing law

This Licence is governed by the laws of the Commonwealth of Massachusetts, United States, without regard to its conflict-of-laws rules, and the state and federal courts located in Massachusetts have exclusive jurisdiction. Nothing here removes a protection or a forum that consumer law in your own country gives you and does not allow to be waived.

If any part of this Licence is found unenforceable, the rest continues to apply. Our not enforcing something is not a waiver of it.

14. Contact us

Impact Codes
Boston, Massachusetts, United States
contact@impactcodes.com
+1 (857) 272-6770