Last Updated: March 2, 2019
1. ACCEPTANCE OF TERMS
2. DESCRIPTION OF SERVICE
Qbprohelpdesk.com (Service And Support Systems LLC) is an interactive online community for accountants that provides access to a rich variety of valuable resources, including tools for practice development, financial planning and tax preparation, discussion groups and other communication forums, product information, top news stories, electronic newsletters and convenient links to a variety of third party resources (collectively, the "Service"). Except as provided otherwise, any and all new features, updates and enhancements to the Service, including but not limited to the release of new Qbprohelpdesk properties, shall be subject to these Terms.
3. FEATURES SUBJECT TO SEPARATE TERMS
Some of the particular features made available through Qbprohelpdesk.com, such as Career Center and CPE Courses, are provided by third party service providers and are subject to the terms and conditions of the respective service provider. In addition, use of Qbprohelpdesk's Accountant's Office Online feature is subject to the Accountant's Office Online Terms and Conditions. Qbprohelpdesk may offer other features from time to time that are governed by different terms and conditions, such as access to certain software applications. When you are using any feature that does not have a separate legal agreement, these Terms will apply.
4. ACCESS TO SERVICE
To access the Service, you must have access to a compatible web browser. You are responsible for obtaining and maintaining all Internet access services, computer hardware, software and other equipment and services needed for access to and use of the Service and paying all charges related thereto. You agree not to access the Service by any means other than through the interface that is provided by Qbprohelpdesk for use in accessing the Service.
5. MODIFICATIONS TO AND DISCONTINUATION OF SERVICE
Qbprohelpdesk.com (Service And Support Systems LLC) reserves the right at any time and from time to time, in its sole discretion, to modify or discontinue, temporarily or permanently, the Service or any aspect or feature thereof (including, but not limited to, content, hours of availability and software and equipment needed for access and use) with or without notice. Qbprohelpdesk shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service or any part thereof.
Certain portions of the Service are accessible only by users who have registered to become members of Qbprohelpdesk.com by completing the registration process ("Registered Members"). In consideration of your use of such portions of the Service, you agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the registration form ("Registration Data"); and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or Qbprohelpdesk has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Qbprohelpdesk has the right to suspend or terminate your account and refuse any and all current or future use of the Service or any portion thereof.
7. USER ID, PASSWORD AND SECURITY
Registered Members will be required to select a user ID and password in connection with completing the registration process. You are responsible for maintaining the confidentiality of your user ID and password. Furthermore, you are entirely responsible for any and all activities that occur under your user ID and password and for ensuring that all use of your account complies fully with these Terms. To reduce the risk that others will gain unauthorized access to your account, you must ensure that you exit from your account at the end of each session. You must immediately notify Qbprohelpdesk of any unauthorized use of your user ID or password or any other breach of security. Qbprohelpdesk cannot and will not be liable for any loss that you may incur as a result of someone else using your user ID or password, either with or without your knowledge. However, you could be held liable for losses incurred by Qbprohelpdesk or another party due to someone else using your user ID or password. You may not use anyone else's account at any time, without the permission of the account holder.
9. DISCLAIMER REGARDING THIRD PARTY CONTENT
The Service consists largely of information furnished by users (including Registered Members) and other third parties. You understand and agree that all messages, information, data, software, images, files and other materials (collectively, "Content"), whether publicly posted or privately transmitted, are the sole responsibility of the person from whom such Content originated. This means that you, and not Qbprohelpdesk, are entirely responsible for all Content that you upload, post, email or otherwise transmit via the Service.
Qbprohelpdesk merely retransmits, and is not a publisher of, Content supplied by users and other third parties and does not control or endorse any user or third party Content posted via the Service. Any opinions, advice, statements, services, offers or other information expressed or made available by users and other third parties are those of the party submitting such Content and not of Qbprohelpdesk. Discussion group moderators and other forum leaders, guides and hosts are not authorized Qbprohelpdesk spokespersons, and their views do not necessarily reflect those of Qbprohelpdesk. Qbprohelpdesk cannot and does not guarantee the accuracy, integrity, quality, character or appropriateness of any such third party Content. Under no circumstances will Qbprohelpdesk or its affiliates be liable in any way for any such third party Content, including but not limited to any errors or omissions in any such Content, or any loss or damage of any kind incurred as a result of the use of any such Content posted, emailed or otherwise transmitted via the Service. You understand and agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness or usefulness of such Content.
You acknowledge and agree that Qbprohelpdesk and its designees shall have the right (but not the obligation), in their sole discretion, to monitor all Content, including but not limited to any Content transmitted through discussion groups, forums and the like, and to refuse, remove, block access to, edit or move any Content that is available via the Service. Without limiting the foregoing, Qbprohelpdesk and its designees shall have the right to refuse, remove or block access to any Content that violates these Terms or is otherwise objectionable as determined by Qbprohelpdesk, in its sole discretion.
You expressly acknowledge and agree that Qbprohelpdesk may preserve Content and may also disclose Content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce these Terms; (c) respond to claims that any Content violates the rights of third parties; or (d) protect the rights, property or personal safety of Qbprohelpdesk, its affiliates, suppliers, users or the public.
10. CONTENT YOU SUBMIT
Subject to Section 30 (Feedback and Other Suggestions), Qbprohelpdesk does not claim ownership of Content you post, upload or otherwise submit for inclusion on the Service (each, a "Submission"). However, by posting, uploading or otherwise submitting a Submission for inclusion on publicly accessible areas of the Service, you automatically grant to Qbprohelpdesk and its affiliates a perpetual, irrevocable, world-wide, royalty-free and non-exclusive right and license to use, copy, reproduce, modify, adapt, edit, translate, reformat, create derivative works from, distribute, transmit, publish, publicly display and publicly perform your Submission (in whole or in part); to incorporate your Submission into other works in any format, medium or technology now known or hereafter developed; to publish your name in connection with your Submission; and to sublicense such rights to any supplier of the Service. You also grant other users a right and license to access, view, reproduce and store your Submission for such other users' personal use. Qbprohelpdesk is under no obligation to post or use any Submission you may provide, and Qbprohelpdesk may remove any Submission at any time in its sole discretion. By posting, uploading or otherwise submitting a Submission, you represent and warrant that you own or otherwise control all of the rights to your Submission, including but not limited to all the copyright, trademark and other intellectual property and proprietary rights necessary for you to provide, post, upload or submit the Submission. You shall be entirely responsible and liable for any damage resulting from any infringement of copyrights, trademarks or other intellectual property or proprietary rights, or any other harm resulting from such Submission.
11. USER CONDUCT
As a condition of your use of the Service, you agree to use the Service only for lawful purposes and solely in accordance with these Terms and any other specific guidelines or rules that may be applicable to any particular portion of the Service. You agree that you will not use the Service to:
You agree to indemnify and hold harmless Qbprohelpdesk, its affiliates and each of their respective directors, officers, employees and agents from any and all claims or demands made by any third party, and all expenses related thereto (including but not limited to court costs and reasonable attorneys' fees), due to or arising out of or in connection with Content or other materials you submit, post, transmit or make available through the Service, your use of the Service, your violation of these Terms, your violation of any rights of another or any use of your account, regardless of whether such use is authorized by you.
13. GENERAL PRACTICES REGARDING USE AND STORAGE
From time to time Qbprohelpdesk may establish general practices and limits concerning use of the Service, including but not limited to the maximum number of days that discussion group postings or other uploaded Content will be retained by the Service. Qbprohelpdesk shall have no responsibility or liability for the deletion or failure to store any messages and other communications or other Content maintained or transmitted by the Service. Qbprohelpdesk assumes no responsibility for the timeliness, deletion, mis-delivery or failure to store any user communications. Qbprohelpdesk reserves the right to log off and/or terminate accounts that are inactive for an extended period of time. Qbprohelpdesk reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
14. TERMINATION AND SUSPENSION
Qbprohelpdesk, in its sole discretion, may terminate, suspend or otherwise restrict your user ID, password or access to or use of the Service (or any portion thereof) at any time for any reason whatsoever, including, without limitation, if Qbprohelpdesk believes that you have violated or acted inconsistently with the letter or spirit of these Terms. You acknowledge and agree that any termination, suspension or restriction of your access to the Service under any provision of these Terms may be effected without prior notice, or any notice at all, and that Qbprohelpdesk may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Qbprohelpdesk shall not be liable to you or any third party for any termination, suspension or restriction of your access to the Service.
15. LINKS TO THIRD PARTY SITES
For your convenience, the Service provides links to websites operated by various independent third parties, such as links to websites displayed as search results or contained within a directory of links. In addition, such links also include links to a variety of goods and services offered through independent third party merchants, such as merchants accessible through the "Marketplace" and "Affinity Program" areas of the Service or by clicking on advertisements appearing on the Service. In some instances, activating such links allows you, the user, to leave the Service to access such third party websites, while in other instances such third party material is displayed through the Service via framing or similar technology. In either case, Qbprohelpdesk has no control over and does not endorse, warrant or otherwise guarantee such websites or any goods, services, information or other materials made available thereon. Qbprohelpdesk does not assume any responsibility or liability for any content, advertising, software, products, services and other materials contained in or made available through such websites or for the parties that operate such websites. Qbprohelpdesk shall not be responsible or liable, directly or indirectly, for any damage or loss of any sort caused or alleged to be caused by or in connection with use of or reliance on any such content, advertising, software, products, services or other materials. All goods and services made available through such websites are sold or distributed by the applicable independent third party, and not by Qbprohelpdesk.
Your use of such third party websites is subject to that third party's applicable terms and conditions and privacy practices, which you should carefully review. Your correspondence or business dealings with such third parties, including but not limited to payment for and delivery of goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such third party. You agree that Qbprohelpdesk and its affiliates shall not be responsible or liable for any loss or damage of any sort incurred as a result of any such dealings or as a result of the presence of such advertisers or other third parties on the Service. Qbprohelpdesk will not get involved in any dispute between you and any such third party. If you are not satisfied with the goods or services provided by a third party, you should contact that third party directly. Your use of such websites and associated products and services is entirely at your own risk.
Because Qbprohelpdesk is not involved in the actual transaction between you and third parties, in the event that you have a dispute with one or more third parties, you release Qbprohelpdesk, its affiliates and their respective directors, officers, employees and agents from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes. If you are a California resident, you hereby agree to waive California Civil Code § 1542, which provides: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
16. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
17. LIMITATION OF LIABILITY
IN NO EVENT SHALL Qbprohelpdesk OR ITS AFFILIATES BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF SUCH PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF OR IN CONNECTION WITH: (a) THE USE OR THE INABILITY TO USE THE SERVICE; (b) TRANSACTIONS ENTERED INTO THROUGH THE SERVICE; (c) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (d) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (e) ANY OTHER MATTER RELATING TO THE SERVICE. SUCH LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF ANY THIRD PARTY GOODS OR SERVICES RECEIVED THROUGH OR ADVERTISED ON THE SERVICE OR RECEIVED THROUGH ANY LINKS PROVIDED IN THE SERVICE INCLUDING, WITHOUT LIMITATION, THE COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES. THE FOREGOING LIMITATIONS SHALL APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, WARRANTY, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. UNDER NO CIRCUMSTANCES WILL Qbprohelpdesk OR ITS AFFILIATES BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY YOUR RELIANCE ON INFORMATION OR ADVICE OBTAINED THROUGH THE SERVICE. IT IS YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS, RELIABILITY, TIMELINESS AND USEFULNESS OF ANY INFORMATION, OPINION, ADVICE OR OTHER CONTENT MADE AVAILABLE THROUGH THE SERVICE. PLEASE SEEK THE ADVICE OF PROFESSIONALS, AS APPROPRIATE, REGARDING THE EVALUATION OF ANY SPECIFIC INFORMATION.
18. EXCLUSIONS AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF SECTIONS 16 AND 17 MAY NOT APPLY TO YOU.
19. NO RENDERING OF ADVICE
The information made available through the Service is provided for informational purposes only and should not be construed as rendering financial, tax, accounting, legal, consulting, investment or other professional advice on any matter. Your use of the Service does not create a client, advisory, fiduciary or professional services relationship between you and Qbprohelpdesk. Qbprohelpdesk strongly suggests that you seek advice from a competent professional regarding issues in any professional field.
20. SPECIAL ADMONITION RELATING TO INVESTMENT INFORMATION
Any stock quotes, news or other information provided by the Service concerning companies, investments or securities are provided for informational purposes only, and no such information is intended for trading or investing purposes. In addition, certain information concerning companies, investments and securities might be posted from time to time by third parties through discussion groups or other areas of the Service. Qbprohelpdesk does not pass on the merit of, or otherwise endorse or sponsor, any of the companies, investments or securities so listed or referenced on the Service. Neither Qbprohelpdesk nor its affiliates shall be responsible or liable for the timeliness, sequence, accuracy, reliability, usefulness, completeness or availability of any information transmitted or made available via the Service. Investing in securities carries certain risks, and neither Qbprohelpdesk nor its affiliates shall be responsible for any investment losses incurred in reliance on the information provided. Prior to executing any investment transaction, you are advised to consult with your broker or other financial representative to verify pricing or other information.
21. SPECIAL ADMONITION RELATING TO FINANCIAL TOOLS
For your convenience, the Service provides a variety of calculators and other tools related to financial planning, taxation, payroll and other subjects. These tools are provided for informational purposes only and should not be used as a substitute for independent professional judgment or advice. You understand and agree that your use of such tools is entirely at your own risk, and that neither Qbprohelpdesk nor its affiliates shall be responsible or liable for any damages or losses you may incur in reliance on such tools. Qbprohelpdesk strongly suggests that you seek advice from a competent professional regarding issues in any professional field.
22. DIRECTORY LISTINGS AND CLASSIFIED ADS
Registered Members may be listed online in the Qbprohelpdesk Directory of Accounting Professionals. Registered Members may also post listings in the Classified Ads area of the Service. Qbprohelpdesk may charge fees for such listings and reserves the right to alter these fees from time to time without notice. All use of the Classified Ads, Qbprohelpdesk Directory of Accounting Professionals and any other directory and listing services that may be made available through the Service (collectively, "Directory and Listing Services") are subject to these Terms and any other terms and conditions that Qbprohelpdesk may impose from time to time. You must be eighteen (18) to use the Directory and Listing Services.
LIKE OTHER AREAS OF THE SERVICE, YOUR USE OF THE DIRECTORY AND LISTING SERVICES IS SUBJECT TO THE DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY SET FORTH ABOVE. Without limiting the foregoing, Qbprohelpdesk shall not be responsible for any of the information made available through the Directory and Listing Services or for whether any particular user acts in accordance with his or her statements posted through the Directory and Listing Services. YOU SHOULD EXERCISE CAUTION IN USING THE DIRECTORY AND LISTING SERVICES AND IN INTERACTING WITH ANY PERSONS YOU ENCOUNTER THROUGH SUCH SERVICES.
Qbprohelpdesk will not get involved in any dispute between users of the Directory and Listing Services.
23. SOFTWARE DOWNLOADS AND ACCESS
For your convenience, the Service may provide access to a variety of software, including software that has been made available for downloading or online access. Your access to and use of such software may be subject to a separate license and/or services agreement. Except as may be otherwise provided in a separate license and/or services agreement, Qbprohelpdesk and its affiliates make no warranties regarding and disclaim all responsibility for such software. Qbprohelpdesk and its affiliates cannot and do not guarantee that any software downloaded or otherwise accessed through the Service will meet your needs, standards or desired specifications, or that such software will be free from viruses or errors. If you download or otherwise access such software, you shall bear all risk of viruses, errors or damage and all other risks resulting from downloading and use of such software.
24. EXPORT CONTROLS
Certain software and related documentation and technical information available through the Service is subject to applicable laws and regulations of the United States pertaining to export controls. By using such software or related documentation or technical information, you represent and warrant that you are not located in, or under the control of, or a national or resident of any embargoed country or any country on the U.S. Department of Commerce's Table of Denial Orders. You agree not to export or re-export such software or related documentation or technical information directly or indirectly to any countries that are subject to United States export restrictions.
25. PROPRIETARY RIGHTS
The Service contains proprietary and confidential information that is protected by applicable intellectual property and other laws. The Service also contains information, data, text, software, images, files and other content and materials that are owned by Qbprohelpdesk or its affiliates or suppliers and that are protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. The selection, arrangement and compilation of the entire contents of the Service is the exclusive property of Qbprohelpdesk and is protected by United States and international copyright laws. All software made available through or used in connection with the Service is the property of Qbprohelpdesk or its suppliers and is protected by United States and international copyright laws.
Unless otherwise specified, the Service is for your personal and non-commercial use and is not transferable to any other person or entity. Except as expressly authorized by Qbprohelpdesk, you agree not to reproduce, duplicate, copy, modify, create derivative works from, frame, distribute, transmit, perform, publish, license, rent, lease, loan, sell, resell, transfer or otherwise exploit for any commercial purpose any portion of the Service, use of the Service or access to the Service, including without limitation any information, software, products or services obtained from the Service. You may view, print and download materials displayed on or made available through the Service subject to the following: (a) the materials may be used solely for your own, personal information and not for commercial use; (b) the materials may not be modified or altered in any way, including but not limited to the removal or modification of any copyright or other proprietary notices affixed thereto. You acknowledge that you do not acquire any ownership rights by printing or downloading copyrighted material, and that the materials may be subject to separate license agreements and/or additional posted limitations on usage, reproduction and/or dissemination, all of which you shall be responsible for complying with if you download such materials. Use of spiders, robots and similar data gathering and extraction tools is expressly prohibited. All rights not expressly granted herein are reserved.
Qbprohelpdesk, Qbprohelpdesk.com, CyberWizard, Accountant's Office Online, "Belong and Profit" and other Qbprohelpdesk designs, logos and product and service names are trademarks of Qbprohelpdesk ("Qbprohelpdesk Marks"). The "look and feel" of the Service constitutes proprietary trade dress of Qbprohelpdesk. All rights reserved. You may not reproduce, copy, display, transmit, distribute, modify or otherwise use the Qbprohelpdesk Marks without the express prior written permission of Qbprohelpdesk. All other trademarks appearing on the Service are the property of their respective owners.
27. NOTICE AND PROCEDURE FOR MAKING CLAIMS OF INFRINGEMENT
Qbprohelpdesk respects the intellectual property of others, and we ask our users to do the same. If you believe your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please follow our Notice and Procedure for Making Claims of Infringement. ALL INQUIRIES NOT RELEVANT TO THE FOREGOING PROCEDURE WILL NOT RECEIVE A RESPONSE.
28. DISPUTE RESOLUTION
Any controversy or claim arising out of or relating to these Terms or breach hereof, or otherwise relating to the Service (with the exception of relief sought by Qbprohelpdesk for any violation of its proprietary rights), shall be settled by binding arbitration in accordance with the then-current commercial arbitration rules of the American Arbitration Association. The cost of arbitration, including fees per arbitrator, shall be borne equally by the parties. The location of arbitration shall be New York, New York, USA. To the fullest extent permitted by applicable law, no such arbitration shall be joined to an arbitration involving any other party subject to these Terms, whether through class arbitration proceedings or otherwise.
29. GOVERNING LAW; EXCLUSIVE JURISDICTION
Qbprohelpdesk operates and maintains the Service from within the State of New York, USA. Qbprohelpdesk makes no representation that the Service or any content on or accessed through the Service is appropriate or available for use in locations other than the United States of America. You are responsible for compliance with all local laws and regulations, as applicable, including but not limited to all applicable laws regarding online conduct and acceptable content. These Terms and the relationship between you and Qbprohelpdesk shall be governed by the laws of the State of New York, USA, without regard to its conflict of law provisions. SUBJECT TO THE DISPUTE RESOLUTION PROCEDURES SET FORTH IN SECTION 28, ANY LEGAL ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR ACCESS TO OR USE OF THE SERVICE SHALL BE INSTITUTED ONLY IN A STATE OR FEDERAL COURT LOCATED IN NEW YORK, NEW YORK, USA, AND YOU EXPRESSLY CONSENT TO THE PERSONAL AND EXCLUSIVE JURISDICTION OF SUCH COURTS.
30. FEEDBACK AND OTHER SUGGESTIONS
All comments, feedback, suggestions, ideas and similar submissions furnished to Qbprohelpdesk in connection with your use of the Services shall be deemed assigned to, and shall remain the property of, Qbprohelpdesk. No such submissions shall be subject to any obligation of confidence on the part of Qbprohelpdesk, and Qbprohelpdesk shall be entitled to unrestricted use and disclosure of such submissions throughout the world for any purpose whatsoever, commercial or otherwise, without any obligation to compensate you for such use or disclosure. You represent that you have the lawful right to furnish such submissions to Qbprohelpdesk and agree that you will not submit any information unless you are legally entitled to do so. Because of the open nature of the Internet, we recommend that you not submit information you consider confidential or proprietary.