Terms and Conditions

General Conduct Requirements

As a user of our website and services, you agree to:

• 1. Comply with all applicable local, state, national, and international laws and regulations when using our website or services.
• 2. Provide accurate, current, and complete information when requested and promptly update any information that changes.
• 3. Maintain the confidentiality of any login credentials or access information you receive from us.
• 4. Notify us immediately of any unauthorized use of your account or any other breach of security.
• 5. Take responsibility for all activities that occur under your account or through your access.

Prohibited Activities

You expressly agree not to engage in any of the following:

• • Using our services for any unlawful purpose or in furtherance of illegal activities
• • Attempting to gain unauthorized access to our systems, networks, or data
• • Interfering with or disrupting the integrity or performance of our website or services
• • Reverse engineering, decompiling, or disassembling any aspect of our website or services
• • Using automated scripts or bots to access our website without permission
• • Transmitting any harmful code, viruses, or malicious software
• • Collecting or storing personal data about other users without consent

Content Restrictions

You agree not to submit, post, or transmit through our services any content that:

• • Is false, misleading, or fraudulent
• • Infringes on any intellectual property rights of others
• • Violates any applicable laws or regulations
• • Contains confidential information belonging to others without authorization

Client Document Responsibilities

When engaging our accounting services, you are responsible for maintaining proper records, providing accurate financial information, and ensuring you have the right to share any documents or data you provide to us. You agree to indemnify us against any claims arising from inaccurate or unauthorized information you provide.

Disclaimer of Warranties

Our website and services are provided on an "as is" and "as available" basis without warranties of any kind, either express or implied. To the fullest extent permitted by law, Abscissa disclaims all warranties, including but not limited to:

• • Implied warranties of merchantability, fitness for a particular purpose, and non-infringement
• • Any warranties regarding the accuracy, reliability, or completeness of information on our website
• • Warranties that our services will be uninterrupted, timely, secure, or error-free
• • Warranties regarding results you may obtain from using our services

While we strive to provide high-quality professional services, we make no guarantee about specific outcomes or results.

Limitation of Liability

To the maximum extent permitted by law, Abscissa and its officers, directors, employees, and affiliates shall not be liable for:

• 1. Any indirect, incidental, special, consequential, or punitive damages arising from your use of or inability to use our website or services
• 2. Any loss of profits, revenue, data, or business opportunities
• 3. Damages resulting from errors, omissions, interruptions, or delays in our services
• 4. Any unauthorized access to or alteration of your transmissions or data
• 5. Any damages arising from your reliance on information obtained through our website

In any event, our total liability to you for all damages, losses, and causes of action shall not exceed the amount you have paid us for services in the twelve months preceding the claim.

Indemnification

You agree to indemnify, defend, and hold harmless Abscissa and its officers, directors, employees, contractors, and affiliates from and against any claims, liabilities, damages, losses, costs, or expenses arising from your use of our services, your violation of these Terms and Conditions, or your infringement of any rights of another party.

Professional Liability

While we maintain professional liability insurance and follow industry best practices, the scope and limitations of our liability for professional services will be governed by the specific service agreement entered into with each client. Nothing in these Terms and Conditions expands our liability beyond what is stated in such agreements.

Governing Law

These Terms and Conditions shall be governed by and construed in accordance with the laws of the jurisdiction in which Abscissa operates, without regard to its conflict of law provisions. Your use of our services may also be subject to other local, state, national, or international laws.

Jurisdiction and Venue

You agree that any legal action or proceeding relating to these Terms and Conditions or your use of our services shall be instituted in the courts having jurisdiction in our operating location. You consent to the jurisdiction of such courts and waive any objection to the venue or inconvenience of such courts.

Dispute Resolution Process

In the event of any dispute arising from these Terms and Conditions or our services, the parties agree to the following resolution process:

• 1. First, attempt to resolve the matter through good faith negotiation between the parties
• 2. If negotiation fails, consider mediation by a mutually agreed-upon neutral mediator
• 3. Only if mediation is unsuccessful may either party proceed to binding arbitration or litigation

This process is designed to resolve disputes efficiently and maintain professional relationships wherever possible.

Waiver of Class Actions

You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. You waive your right to participate in a class action lawsuit or class-wide arbitration.

Statute of Limitations

Regardless of any statute or law to the contrary, any claim or cause of action arising from or related to use of our services must be filed within one year after such claim or cause of action arose, or be forever barred.

Force Majeure

Abscissa shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, labor disputes, government actions, internet service failures, or other events that could not reasonably be anticipated or prevented.

Severability

If any provision of these Terms and Conditions is found to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid and enforceable. If modification is not possible, the provision shall be severed from these terms, and the remaining provisions shall continue in full force and effect.

Entire Agreement

These Terms and Conditions, together with any service agreements and our Privacy Policy, constitute the entire agreement between you and Abscissa regarding your use of our website and services. They supersede any prior agreements, understandings, or representations, whether written or oral.

No Waiver

Our failure to enforce any right or provision of these Terms and Conditions shall not constitute a waiver of such right or provision. No waiver shall be effective unless made in writing and signed by an authorized representative of Abscissa.

Assignment

You may not assign or transfer these Terms and Conditions or any rights or obligations hereunder without our prior written consent. We may assign these terms at our discretion, including in connection with a merger, acquisition, or sale of assets.

Survival

Provisions of these Terms and Conditions that by their nature should survive termination shall survive, including but not limited to ownership provisions, warranty disclaimers, indemnity obligations, and limitations of liability.