These Terms are binding on any use of the Service and apply to you as long as uBooks gives you access to the Service.
Through registration to use the Service, you recognise that you have read and understood these Terms and are authorized to act on behalf of any person you use the Service for. On behalf of any entity for which you use the Service, you are deemed to have agreed to these Terms.
These Terms were last updated to include new provisions on the registration of uBooks as an ‘account information service provider’ in Australia on 11 March 2019. The changes are effective immediately.
means the monthly fee (excluding any taxes and duties) payable by you in accordance with the Fee Schedule.
includes all information exchanged between the parties to this Agreement, whether in writing, electronically or orally, including the Service but does not include information which is, or becomes, publicly available other than through unauthorised disclosure by the other party.
means any data inputted by you or with your authority into the Website.
means the information relating to subscriptions and billing set out on the uBooks subscriptions and billing pages on the Website, or any other page(s) on the Website notified by uBooks, which may be updated or amended by uBooks from time to time.
means any patent, trademark, service mark, copyright, moral right, right in a design, know-how and any other intellectual or industrial property rights, anywhere in the world whether or not registered.
means the online accounting and personal finance management services made available (as may be changed or updated from time to time by uBooks) via the Website.
means the Internet site at the domain www.uBooks.net.au or any other site operated by uBooks.
means uBooks Pty Limited and all its wholly or partially owned subsidiaries now and in the future.
means any person or entity, other than the Subscriber, that uses the Service with the authorisation of the Subscriber from time to time.
means the person who registers to use the Service, and, where the context permits, includes any entity on whose behalf that person registers to use the Service.
means the Subscriber, and where the context permits, an Invited User. “your” has a corresponding meaning.
uBooks grants you the right to access and use the Service via the Website with the particular user roles available to you according to your subscription type. This right is non-exclusive, non-transferable, and limited by and subject to this Agreement. you acknowledge and agree that, subject to any applicable written agreement between the Subscriber and the Invited Users, or any other applicable laws:
An invoice for the Access Fee will be issued each month in accordance with the details set out in the Fee Schedule. uBooks will continue invoicing you in accordance with the Fee Schedule until this Agreement is terminated in accordance with clause 8.
All uBooks invoices will be sent to you, or to a Billing Contact whose details are provided by you, by email. Payment of all amounts specified in an invoice must be paid in accordance with the Fee Schedule. you are responsible for payment of all taxes and duties in addition to the Access Fee.
you may from time to time be offered preferential pricing or discounts for the Access Fees as a result of the number of organisations that you have added to the Service or that have been added with your authority or as a result of your use of the Service (‘organisations’). Eligibility for such preferential pricing or discounts is conditional upon your acceptance of responsibility for payment of any Access Fees in relation to all of your organisations. Without prejudice to any other rights that uBooks may have under these Terms or at law, uBooks reserves the right to render invoices for the full (non-discounted) Access Fees due or suspend or terminate your use of the Service in respect of any or all of your organisations in the event that any invoices for those Access Fees are not paid in full in accordance with the requirements set out in the Fee Schedule.
you must only use the Service and Website for your own lawful internal business purposes, in accordance with these Terms and any notice sent by uBooks or condition posted on the Website. you may use the Service and Website on behalf of others or in order to provide services to others but if you do so you must ensure that you are authorized to do so and that all persons for whom or to whom services are provided comply with and accept all the terms of this Agreement that apply to you.
Where available, automated bank account transaction data feeds are generally provided to you free of charge. However, uBooks reserves the right to pass on any charges related to the provision of bank feed data on a case-by-case basis at uBooks’s sole discretion. uBooks would first inform you via email to indicate what those charges are likely to be (as such charges may vary depending on your bank and your volume of bank feeds). you have the option to decide to discontinue use of automated bank feeds at any time. To exercise this option, you must give uBooks sufficient prior notice of which automated bank account transaction data feeds you want to discontinue. Upon receiving such notice uBooks will arrange for such feeds to be terminated in accordance with each bank’s usual practices.
iii. not attempt to gain unauthorized access to any materials other than those to which you have been given express permission to access or to the computer system on which the Services are hosted;
Use of the Service may be subject to limitations, including but not limited to monthly transaction volumes and the number of calls you are permitted to make against uBooks’s application programming interface. Any such limitations will be advised.
As a condition of these Terms, if you use any communication tools available through the Website (such as any forum, chat room or message center), you agree only to use such communication tools for lawful and legitimate purposes. you must not use any such communication tool for posting or disseminating any material unrelated to the use of the Services, including (but not limited to): offers of goods or services for sale, unsolicited commercial email, files that may damage any other person’s computing devices or software, content that may be offensive to any other users of the Services or the Website, or material in violation of any law (including material that is protected by copyright or trade secrets which you do not have the right to use).
When you make any communication on the Website, you represent that you are permitted to make such communication. uBooks is under no obligation to ensure that the communications on the Website are legitimate or that they are related only to the use of the Services. As with any other web-based forum, you must exercise caution when using the communication tools available on the Website. However, uBooks does reserve the right to remove any communication at any time in its sole discretion.
you indemnify uBooks against: all claims, costs, damage and loss arising from your breach of any of these Terms or any obligation you may have to uBooks, including (but not limited to) any costs relating to the recovery of any Access Fees that are due but have not been paid by you.
Unless the relevant party has the prior written consent of the other or unless required to do so by law:
iii. is in the possession of the receiving party without restriction in relation to disclosure before the date of receipt from the disclosing party; or
Title to, and all Intellectual Property Rights in the Services, the Website and any documentation relating to the Services remain the property of uBooks (or its licensors).
Title to, and all Intellectual Property Rights in, the Data remain your property. However, your access to the Data is contingent on full payment of the uBooks Access Fee when due. you grant uBooks a licence to use, copy, transmit, store, and back-up your information and Data for the purposes of enabling you to access and use the Services and for any other purpose related to provision of services to you.
you must maintain copies of all Data inputted into the Service. uBooks adheres to its best practice policies and procedures to prevent data loss, including a daily system data back-up regime, but does not make any guarantees that there will be no loss of Data. uBooks expressly excludes liability for any loss of Data no matter how caused.
If you enable third-party applications for use in conjunction with the Services, you acknowledge that uBooks may allow the providers of those third-party applications to access your Data as required for the interoperation of such third-party applications with the Services. uBooks shall not be responsible for any disclosure, modification or deletion of your Data resulting from any such access by third-party application providers.
you warrant that where you have registered to use the Service on behalf of another person, you have the authority to agree to these Terms on behalf of that person and agree that by registering to use the Service you bind the person on whose behalf you act to the performance of any and all obligations that you become subject to by virtue of these Terms, without limiting your own personal obligations under these Terms.
you acknowledge that:
iii. you will indemnify uBooks against any claims or loss relating to:
uBooks gives no warranty about the Services. Without limiting the foregoing, uBooks does not warrant that the Services will meet your requirements or that it will be suitable for any particular purpose. To avoid doubt, all implied conditions or warranties are excluded in so far as is permitted by law, including (without limitation) warranties of merchantability, fitness for purpose, title and non-infringement.
you warrant and represent that you are acquiring the right to access and use the Services for the purposes of a business and that, to the maximum extent permitted by law, any statutory consumer guarantees or legislation intended to protect non-business consumers in any jurisdiction does not apply to the supply of the Services, the Website or these Terms.
When you first sign up for access to the Services you can evaluate the Services under the defined trial usage conditions, with no obligation to continue to use the Services. If you choose to continue using the Services thereafter, you will be billed when you first add your billing details into the Services, as set out in more detail in the Fee Schedule. If you choose not to continue using the Services, you may delete your organisation in the ‘My uBooks’ section of the Services.
uBooks will not provide any refund for any remaining prepaid period for a prepaid Access Fee subscription.
These Terms will continue for the period covered by the Access Fee paid or payable under clause 3.1. At the end of each billing period these Terms will automatically continue for another period of the same duration as that period, provided you continue to pay the prescribed Access Fee in accordance with the Fee Schedule, unless either party terminates these Terms by giving at least one month’s advance written notice. If you elect to terminate these Terms by providing one month’s’ advance written notice, you shall be liable to pay all relevant Access Fees up to and including the day of termination of these Terms.
uBooks may take any or all of the following actions, at its sole discretion:
For the avoidance of doubt, if payment of any invoice for Access Fees due in relation to any of your Billing Contacts, Billing Plans or any of your organisations (as defined at clause 3) is not made in accordance with the requirements set out in the Fee Schedule, uBooks may: suspend or terminate your use of the Service, the authority for all or any of your organisations to use the Service, or your rights of access to all or any Data.
Termination of these Terms is without prejudice to any rights and obligations of the parties accrued up to and including the date of termination. On termination of this Agreement you will:
Clauses 3.1, 3.7, 4, 5, 6, 7, 8 and 10 survive the expiry or termination of these Terms.
In the case of technical problems you must make all reasonable efforts to investigate and diagnose problems before contacting uBooks. If you still need technical help, please check the support provided online by uBooks on the Website or failing that email us at info@uBooks.net.au
Whilst uBooks intends that the Services should be available 24 hours a day, seven days a week, it is possible that on occasions the Services or Website may be unavailable to permit maintenance or other development activity to take place.
If for any reason uBooks has to interrupt the Services for longer periods than uBooks would normally expect, uBooks will use reasonable endeavours to publish in advance details of such activity on the Website.
If either party waives any breach of these Terms, this will not constitute a waiver of any other breach. No waiver will be effective unless made in writing.
Neither party will be liable for any delay or failure in performance of its obligations under these Terms if the delay or failure is due to any cause outside its reasonable control. This clause does not apply to any obligation to pay money.
you may not assign or transfer any rights to any other person without uBooks’s prior written consent.
If you are a tax resident of the United States of America or the information or Data you are accessing using the Services and the Website is solely that of a person who is a tax resident in the United States of America at the time that you accept these terms then the laws of the State of California, U.S.A govern this Agreement and uBooks and you agree that the U.S. Dispute Resolution Process described below applies for all disputes arising out of or in connection with this Agreement or in any way relating to the Service – PLEASE READ THE U.S. DISPUTE RESOLUTION PROCESS CAREFULLY AS IT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMITS THE REMEDIES AVAILABLE TO you IN THE EVENT OF A DISPUTE. If the information or Data you are accessing using the Services and the Website is solely that of a person who is a tax resident in New Zealand at the time that you accept these terms then New Zealand law governs this Agreement and you submit to the exclusive jurisdiction of the courts of New Zealand for all disputes arising out of or in connection with this Agreement. If the information or Data you are accessing using the Services and the Website is solely that of a person who is a tax resident in Australia at the time that you accept these terms then Australian law governs this Agreement and you submit to the exclusive jurisdiction of the courts of Australia for all disputes arising out of or in connection with this Agreement. In all other situations this Agreement is governed by the laws of England and Wales and you hereby submit to the exclusive jurisdiction of the courts of England and Wales for all disputes arising out of or in connection with this Agreement.
If any part or provision of these Terms is invalid, unenforceable or in conflict with the law, that part or provision is replaced with a provision which, as far as possible, accomplishes the original purpose of that part or provision. The remainder of this Agreement will be binding on the parties.
Any notice given under these Terms by either party to the other must be in writing by email and will be deemed to have been given on transmission. Notices to uBooks must be sent to support@uBooks.net.au or to any other email address notified by email to you by uBooks. Notices to you will be sent to the email address which you provided when setting up your access to the Service.
A person who is not a party to these Terms has no right to benefit under or to enforce any term of these Terms.
Any transaction information imported into your uBooks account will be a reflection of the transaction information held with your payment service provider (e.g., the information held in your online banking transactions). We aren’t responsible for any inaccuracy or incompleteness of this information.
For the purposes of these additional terms relating to the account information services, our maximum aggregate liability to you arising out of or in connection with the unauthorised disclosure of your sensitive payment data, where sensitive payment data is used to commit fraud, shall be limited to two times the fees paid by you to us in the preceding 12 months. Otherwise, the liability limitations in the Agreement will apply to the account information services in the normal way as part of the Services.
As a technology company, we prefer to communicate with you online. If we are required to communicate with you under the PSRs, we will:
These additional terms applying to account information services are concluded in English and all information and notifications under these additional terms will also be in English.
“Consolidated information” means a form of information created using your transaction information, as part of the account information service.
“Payment account” means an account that is used for the execution of payment transactions, such as a current account.
“Payment service provider” means an entity which provides payment services as set out in the PSRs (e.g., a bank).
“Sensitive payment data” means your information that could be reasonably used to carry out fraud, including your personalised security credentials (but excluding, in relation to your payment account(s), the name of the account holder and the account number).
“Transaction information” means the information We access from your payment account(s) concerning your payment transactions.